Exhibit 3.15
Series Gallery Drop 017, a Series of Xxxx Gallery LLC
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Xxxx Gallery LLC, as in effect as of the effective date set forth below (the “Operating Agreement”). References to Sections and Articles set forth herein are references to Sections and Articles of the Operating Agreement.
Name of Series
| Series Gallery Drop 017, a Series of Xxxx Gallery LLC (“Series Gallery Drop 017”).
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Effective Date of Establishment
| March 18, 2020.
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Managing Member
| Xxxx Wealth, Inc. was appointed as the Managing Member of the Series Gallery Drop 017 with effect from the date of the Operating Agreement and shall continue to act as the Managing Member of Series Gallery Drop 017 until dissolution of Series Gallery Drop 017 pursuant to Section 11.01(b) or its removal and replacement pursuant to Section 4.03 or ARTICLE X.
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Initial Member
| Xxxx Wealth, Inc.
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Series Gallery Drop 017 Asset
| The Series Gallery Drop 017 Asset shall be a 2016 Colorbar Constellation 6 painting by Xxxxxxx Xxxxx acquired by Series Gallery Drop 017 as at the date of this Series Designation and any assets and liabilities associated with such asset and such other assets and liabilities acquired by Series Gallery Drop 017 from time to time, as determined by the Managing Member in its sole discretion.
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Asset Manager
| Xxxx Wealth, Inc.
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Asset Management Fee
| Pursuant to the Asset Management Agreement, the Asset Manager is entitled to a Sourcing Fee as compensation for sourcing the Series Gallery Drop 017 Asset that is equal to 4.75% of the gross proceeds of the Initial Offering, which the Asset Manager may waive in its sole discretion.
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Issuance
| Subject to Section 6.03(a), the maximum number of Series Gallery Drop 017 Interests the Company can issue is 1,000.
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Number of Series Gallery Drop 017 Interests held by the Managing Member
| On the date hereof, Series Gallery Drop 017 hereby grants to the Managing Member a single Series Gallery Drop 017 Interest, which Interest shall be considered issued and outstanding as of the date hereof but may not be recorded in the books of the Company until the closing of the Initial Offering of Series Gallery Drop 017 Interests in connection with the subscription for and purchase by the Managing Member of at least 2.00% of the Series Gallery Drop 017 Interests being issued pursuant to such Initial Offering (the “Purchase”). Consideration for such initial issuance shall be paid in connection with, and at the time of, the Purchase.
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Broker
| North Capital Private Securities Corporation.
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Brokerage Fee
| 1% of the purchase price of the Series Gallery Drop 017 Interests sold in the Initial Offering of the Series Gallery Drop 017 Interests (excluding the Series Gallery Drop 017 Interests acquired by the Managing Member).
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Other Rights
| Holders of Series Gallery Drop 017 Interests shall have no conversion, exchange, sinking fund, redemption or appraisal rights, no preemptive rights to subscribe for any securities of the Company and no preferential rights to distributions of Series Gallery Drop 017 Interests.
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Officers
| There shall initially be no specific officers associated with Series Gallery Drop 017, although the Managing Member may appoint officers of Series Gallery Drop 017 from time to time, in its sole discretion.
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Minimum Interests
| One (1) Interest per Member.
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