Series Collection Drop 013, a Series of Otis Collection LLC
Exhibit 3.13
Series Collection Drop 013, a Series of Xxxx Collection LLC
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Xxxx Collection 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
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Series Collection Drop 013, a Series of Xxxx Collection LLC (“Series Collection Drop 013”).
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Effective Date of Establishment
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September 17, 2021.
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Managing Member
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Xxxx Wealth, Inc. was appointed as the Managing Member of Series Collection Drop 013 with effect from the date of the Operating Agreement and shall continue to act as the Managing Member of Series Collection Drop 013 until dissolution of Series Collection Drop 013 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
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Xxxx Wealth, Inc.
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Series Collection Drop 013 Asset
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The Series Collection Drop 013 Asset shall be an NFT by Larva Labs titled Meebit #12536 to be acquired by Series Collection Drop 013 following the closing of the Initial Offering and any assets and liabilities associated with such asset and such other assets and liabilities acquired by Series Collection Drop 013 from time to time, as determined by the Managing Member in its sole discretion.
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Asset Manager
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Xxxx Wealth, Inc.
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Asset Management Fee
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Pursuant to an Asset Management Agreement to be executed following the closing of the Initial Offering, the Asset Manager will be entitled to a Sourcing Fee as compensation for sourcing the Series Collection Drop 013 Asset that is equal to 3.65% of the gross proceeds of the Initial Offering, which the Asset Manager may waive in its sole discretion.
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Issuance
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Subject to Section 6.03(a), the maximum number of Series Collection Drop 013 Interests the Company can issue is 38,100.
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Number of Series Collection Drop 013 Interests held by the Managing Member
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On the date hereof, Series Collection Drop 013 hereby grants to the Managing Member a single Series Collection Drop 013 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 Collection Drop 013 Interests. Consideration for such initial issuance shall be paid after the date hereof but prior to the closing of the Initial Offering.
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Broker
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Dalmore Group, LLC.
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Brokerage Fee
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1% of the purchase price of the Series Collection Drop 013 Interests sold in the Initial Offering of the Series Collection Drop 013 Interests.
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Other Rights |
Holders of Series Collection Drop 013 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 Collection Drop 013 Interests. |
Officers |
There shall initially be no specific officers associated with Series Collection Drop 013, although the Managing Member may appoint officers of Series Collection Drop 013 from time to time, in its sole discretion. |
Minimum Interests
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One (1) Interest per Member.
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Managing Member Minimum and Maximum Interests | The Managing Member may purchase a minimum of 2% and a maximum of 19.99% of Series Collection Drop 013 Interests at the closing of the Initial Offering, although such minimum and maximum thresholds may be waived or modified by the Managing Member in its sole discretion. |