AMENDED SERIES LIMITED LIABILITY COMPANY AGREEMENT OFLimited Liability Company Agreement • July 3rd, 2023 • Mission Property Holdings LLC • Delaware
PROSPECTIVE INVESTORS ARE NOT TO CONSTRUE THE CONTENTS OF THIS AGREEMENT OR ANY PRIOR OR SUBSEQUENT COMMUNICATIONS FROM THE COMPANY, THE MANAGER OR THEIR AFFILIATES, OR ANY PROFESSIONAL ASSOCIATED WITH THIS OFFERING, AS LEGAL, TAX OR INVESTMENT ADVICE. EACH INVESTOR SHOULD CONSULT WITH AND RELY ON HIS OR HER OWN ADVISORS AS TO THE LEGAL, TAX AND/OR ECONOMIC IMPLICATIONS OF THE INVESTMENT DESCRIBED IN THIS AGREEMENT AND ITS SUITABILITY FOR SUCH INVESTOR.
Broker-Dealer AgreementBroker-Dealer Agreement • July 3rd, 2023 • Mission Property Holdings LLC
This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between Mission Property Holdings LLC (“Client”), a Delaware Corporation, and Dalmore Group, LLC., a Delaware Limited Liability Company (“Dalmore”). Client and Dalmore agree to be bound by the terms of this Agreement, effective as of January 4, 2023 (the “Effective Date”):
SUBSCRIPTION AGREEMENTSubscription Agreement • July 3rd, 2023 • Mission Property Holdings LLC • Delaware
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. THIS INVESTMENT IS SUITABLE ONLY FOR PERSONS WHO CAN BEAR THE ECONOMIC RISK FOR AN INDEFINITE PERIOD OF TIME AND WHO CAN AFFORD TO LOSE THEIR ENTIRE INVESTMENT. FURTHERMORE, INVESTORS MUST UNDERSTAND THAT SUCH INVESTMENT IS ILLIQUID AND IS EXPECTED TO CONTINUE TO BE ILLIQUID FOR AN INDEFINITE PERIOD OF TIME. NO PUBLIC MARKET EXISTS FOR THE SECURITIES, AND NO PUBLIC MARKET IS EXPECTED TO DEVELOP FOLLOWING THIS OFFERING.
ContractPromissory Note • December 13th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors
THIS NOTE HAS NOT BEEN REGISTERED FOR SALE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY OTHER APPLICABLE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR OTHER APPLICABLE SECURITIES LAWS OR, IN THE ABSENCE THEREOF, AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT, OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. THIS NOTE IS SUBJECT TO THE TRANSFER RESTRICTIONS SET FORTH HEREIN.
AMENDED SERIES DESIGNATION OF MISSION PROPERTY HOLDINGS LLC, SERIES 2Series Designation • July 3rd, 2023 • Mission Property Holdings LLC
In accordance with the Limited Liability Company Agreement of Mission Property Holdings LLC (the “Company”) dated July 19, 2022, and as amended on November 1, 2022, (the “Agreement”) and upon the execution of this Amended Series Designation by the Company and Ownify, Inc., in its capacity as Managing Member of the Company and Initial Member of Mission Property Holdings LLC, Series 2, a series of Mission Property Holdings LLC (“Series 2”), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement.
ContractPromissory Note • August 29th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors
THIS NOTE HAS NOT BEEN REGISTERED FOR SALE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY OTHER APPLICABLE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT OR OTHER APPLICABLE SECURITIES LAWS OR, IN THE ABSENCE THEREOF, AN OPINION OF COUNSEL IN FORM, SUBSTANCE AND SCOPE CUSTOMARY FOR OPINIONS OF COUNSEL IN COMPARABLE TRANSACTIONS, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT, OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. THIS NOTE IS SUBJECT TO THE TRANSFER RESTRICTIONS SET FORTH HEREIN.
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 6th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors • New York
LOAN AND SECURITY AGREEMENT, dated as of July 28, 2023 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among SETPOINT RESIDENTIAL FINTECH FUND L.P., a Delaware limited partnership as administrative agent and lender (referred to as “Administrative Agent” or “Lender”), OWNIFY, INC., a Delaware corporation, as sponsor (in such capacity, the “Sponsor”), FOLSOM STREET PROPERTY MANAGEMENT LLC, a Delaware limited liability company, as property manager (in such capacity, the “Property Manager”), and MISSION PROPERTY HOLDINGS LLC, a Delaware series limited liability company, for itself and on behalf of each of its designated Series (collectively “Borrower”).
Mission Property Holdings LLC Series 5, a series of Mission Property Holdings LLCSeries Designation • December 13th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors
In accordance with the Limited Liability Company Operating Agreement of Mission Property Holdings LLC, a Delaware Protected Series limited liability company (the “Company”), dated July 19, 2022, and as amended on November 1, 2022, (the “Agreement”), and upon the execution of this Series Designation by the Company and Ownify, Inc. in its capacity as Managing Member of the Company and of Mission Property Holdings LLC Series 5, a series of the Company (“Series 5 “), this Series Designation shall be attached to, and deemed incorporated in its entirety into, the Agreement as the “Mission Property Holdings LLC Protected Series 5 Designation Exhibit.”
AMENDED SERIES DESIGNATION OF MISSION PROPERTY HOLDINGS LLC, SERIES 3Series Designation • August 29th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors
In accordance with the Limited Liability Company Agreement of Mission Property Holdings LLC (the “Company”) dated July 19, 2022, and as amended on November 1, 2022 (the “Agreement”), and upon the execution of this Amended Series Designation by the Company and Ownify, Inc., in its capacity as Managing Member of the Company and Initial Member of Mission Property Holdings LLC, Series 3, a series of Mission Property Holdings LLC (“Series 3”), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement.
Mission Property Holdings LLC Series 6, a series of Mission Property Holdings LLCSeries Designation • December 13th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors
In accordance with the Limited Liability Company Operating Agreement of Mission Property Holdings LLC, a Delaware Protected Series limited liability company (the “Company”), dated July 19, 2022, and as amended on November 1, 2022, (the “Agreement”), and upon the execution of this Series Designation by the Company and Ownify, Inc. in its capacity as Managing Member of the Company and of Mission Property Holdings LLC Series 6, a series of the Company (“Series 6”), this Series Designation shall be attached to, and deemed incorporated in its entirety into, the Agreement as the “Mission Property Holdings LLC Protected Series 6 Designation Exhibit.”
AMENDED SERIES DESIGNATION OF MISSION PROPERTY HOLDINGS LLC, SERIES EMERSONSeries Designation • July 3rd, 2023 • Mission Property Holdings LLC
In accordance with the Limited Liability Company Agreement of Mission Property Holdings LLC (the “Company”) dated July 19, 2022, and as amended on November 1, 2022, (the “Agreement”) and upon the execution of this Amended Series Designation by the Company and Ownify, Inc., in its capacity as Managing Member of the Company and Initial Member of Mission Property Holdings LLC, Series Emerson, a series of Mission Property Holdings LLC (“Series Emerson”), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement.
FOLSOM STREET PROPERTY MANAGEMENT LLC PROPERTY MANAGEMENT AGREEMENTProperty Management Agreement • July 3rd, 2023 • Mission Property Holdings LLC
THIS PROPERTY MANAGEMENT AGREEMENT (this “Agreement”) is entered into as of the Effective Date, by and between Manager and Owner (all as defined below). In consideration of the mutual agreements contained herein, the undersigned parties hereto agree as follows:
Series Designation of Mission Property Holdings LLC Series 4, a series of Mission Property Holdings LLCSeries Designation • December 13th, 2023 • Mission Property Holdings LLC • Real estate operators (no developers) & lessors
In accordance with the Limited Liability Company Operating Agreement of Mission Property Holdings LLC, a Delaware Protected Series limited liability company (the “Company”), dated July 19, 2022, and as amended on November 1, 2022, (the “Agreement”), and upon the execution of this Series Designation by the Company and Ownify, Inc. in its capacity as Managing Member of the Company and of Mission Property Holdings LLC Series 4, a series of the Company (“Series 4 “), this Series Designation shall be attached to, and deemed incorporated in its entirety into, the Agreement as the “Mission Property Holdings LLC Protected Series 4 Designation Exhibit.”
