EXPLANATORY NOTE
RSE Archive, LLC has prepared this Pre-Qualification Amendment No. 3 to its Form 1-A, solely for the purpose of filing an amended Exhibit 4.1. Accordingly, this Pre-Qualification Amendment No. 3 to Form 1-A consists only of Part I, this Explanatory Note, Part III, the signature page, and the revised exhibit. The Offering Circular is unchanged and has therefore been omitted.
EXHIBIT INDEX
Exhibit 2.1 – Certificate of Formation for RSE Archive, LLC (1)
Exhibit 2.2 – Amended and Restated Operating Agreement for RSE Archive, LLC (3)
Exhibit 2.3 – Certificate of Formation for RSE Archive Manager, LLC (1)
Exhibit 2.4 – Operating Agreement for RSE Archive Manager, LLC (2)
Exhibit 3.1 – Form of Series Designation (1)
Exhibit 4.1 – Amended and Restated Form of Subscription Agreement
Exhibit 6.1 – Form of Asset Management Agreement (1)
Exhibit 6.2 – Broker of Record Agreement (1)
Exhibit 6.3 – Purchase Option Agreement in respect of Series #10COBB Asset (1)
Exhibit 6.4 – Purchase Option Agreement in respect of Series #52MANTLE Asset (1)
Exhibit 6.5 – Purchase Option Agreement in respect of Series #71ALI Asset (1)
Exhibit 6.6 – Purchase Option Agreement in respect of Series #71MAYS Asset (1)
Exhibit 6.7 – Purchase Option Agreement in respect of Series #98JORDAN Asset (1)
Exhibit 6.8 – Purchase Option Agreement in respect of Series #AGHOWL Asset (1)
Exhibit 6.9 – Purchase Option Agreement in respect of Series #EINSTEIN Asset (1)
Exhibit 6.10 – Purchase Option Agreement in respect of Series #FROST Asset (1)
Exhibit 6.11 – Purchase Option Agreement in respect of Series #POTTER Asset (1)
Exhibit 6.12 – Purchase Option Agreement in respect of Series #ROOSEVELT Asset (1)
Exhibit 6.13 – Purchase Option Agreement in respect of Series #TWOCITIES Asset (1)
Exhibit 6.14 – Purchase Option Agreement in respect of Series #XXXXXXX Xxxxx (1)
Exhibit 6.15 – Purchase Option Agreement in respect of Series #XXXX Xxxxx (1)
Exhibit 6.16 – Purchase Agreement in respect of Series #70RLEX Asset (3)
Exhibit 6.17 – Purchase Agreement in respect of Series #RLEXPEPSI Asset (3)
Exhibit 8.1 – Subscription Escrow Agreement (1)
Exhibit 12.1 – Opinion of Xxxxx Xxxxxx LLP (3)
Exhibit 13.1 – Amended and Restated Testing the Water Materials (3)
(1)Previously filed as an Exhibit to the Company’s Form 1-A filed with the Commission on August 13, 2019
(2)Previously filed as an Exhibit to the Company’s Form 1-A/A filed with the Commission on August 19, 2019
(3)Previously filed as an Exhibit to the Company’s Form 1-A/A filed with the Commission on September 16, 2019
SIGNATURES
Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
RSE ARCHIVE MANAGER, LLC
By: RSE Markets, Inc., its managing member
By: /s/ Xxxxxxxxxxx Xxxxx
Name: Xxxxxxxxxxx Xxxxx
Title: President
This report has been signed by the following persons in the capacities and on the dates indicated.
Signature | Title | Date
|
/s/ Xxxxxxxxxxx Xxxxx Name: Xxxxxxxxxxx Xxxxx | President of RSE Markets, Inc. (Principal Executive Officer)
| October 4, 2019
|
/s/ Xxxxxxxxxx X. Xxxxxxxxx-Xxxxxxx Name: Xxxxxxxxxx X. Xxxxxxxxx-Xxxxxxx | Chief Financial Officer of RSE Markets, Inc. (Principal Financial Officer)
| October 4, 2019 |
RSE ARCHIVE MANAGER, LLC
By: /s/ Xxxxxxxxxxx Xxxxx Name: Xxxxxxxxxxx Xxxxx Title: President
| Managing Member | October 4, 2019 |
