0001144204-15-027306 Sample Contracts

ATEL 17, LLC ESCROW AGREEMENT
Escrow Agreement • May 4th, 2015 • Atel 17, LLC
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ATEL 17, LLC SOLICITING DEALERS AGREEMENT San Francisco, California
Soliciting Dealers Agreement • May 4th, 2015 • Atel 17, LLC

The undersigned, ATEL Securities Corporation (the “Dealer Manager”), has entered into an agreement (the “Dealer Manager Agreement”) with ATEL 17, LLC, a California limited liability company (the “Fund”) and the Manager, ATEL Managing Member, LLC (the “Manager”) pursuant to which the undersigned has agreed to use its best efforts to form and manage, as Dealer Manager, a group of securities dealers (the “Soliciting Dealers”) for the purpose of soliciting offers for the purchase of units of limited liability company interest (“Units”) in the Fund. The terms of the offering are set forth in the Fund’s Registration Statement No. 333-___________ on Form S-1 which was filed with the Securities and Exchange Commission (the “Commission”) pursuant to the Securities Act of 1933, as amended (the “1933 Act”). Such registration statement in the form in which it became effective is referred to herein as the “Registration Statement” and the prospectus included therein, in the form in which it became e

ATEL 17, LLC 15,000,000 Limited Liability Company Member Units at $10 per Unit DEALER MANAGER AGREEMENT
Dealer Manager Agreement • May 4th, 2015 • Atel 17, LLC • California

ATEL Managing Member, LLC (“ATEL” or the “Manager”) as Manager and on behalf of ATEL 17, LLC, a California limited liability company (the “Fund”) pursuant to the Limited Liability Company Operating Agreement (the “Operating Agreement”) set forth as Exhibit B to the Prospectus (as hereinafter defined), hereby confirms its agreement with you as follows:

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