ESCROW AGREEMENT FOR CONTINGENT SECURITIES OFFERINGEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
THIS ESCROW AGREEMENT, effective as of September 11, 2019, (“Escrow Agreement”), is by, between and among North Capital Private Securities Corporation, a Delaware Corporation and a registered Broker-Dealer, member FINRA and SIPC, located at 623 E. Ft. Union Blvd, Suite 101, Salt Lake City, UT 84047, as escrow agent hereunder (“NCPS” or “Escrow Agent”); Otis Wealth, Inc., a Delaware corporation located (“Platform”) at 335 Madison Ave, 3rd Floor, New York, NY 10017; and Series Drop 004, a Series of Otis Gallery LLC, a Delaware limited liability company (“Issuer”) located at 335 Madison Ave, 3rd Floor, New York, NY 10017.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • New York
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of this 30th day of August, 2019, by and between (i) Series Drop 005, a Series of Otis Gallery LLC, a Delaware series limited liability company (“Purchaser”), and (ii) Otis Wealth, Inc., a Delaware corporation (“Seller”).
ContractPromissory Note • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • New York
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.
Series Drop 010, a Series of Otis Gallery LLC Interests are offered through North Capital Private Securities Corporation, a registered broker-dealer and a member of FINRA and SIPC (“Broker”) Subscription Agreement to subscribe for Series Drop 010, a...Subscription Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • New York
Please complete the following ACH payment details in order to automatically transfer money into the escrow account. This section can be left blank in the case of electronically initiated payments.
ASSET MANAGEMENT AGREEMENTAsset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 009, a Series of Otis Gallery LLC (the “Series”).
ContractPromissory Note • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • New York
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.
ASSET MANAGEMENT AGREEMENT SERIES DROP 007Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 007, a Series of Otis Gallery LLC (the “Series”).
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 005, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • New York
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of this 16th day of September, 2019, by and between (i) Series Drop 010, a Series of Otis Gallery LLC, a Delaware series limited liability company (“Purchaser”), and (ii) Otis Wealth, Inc., a Delaware corporation (“Seller”).
Series Drop 010, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
ASSET MANAGEMENT AGREEMENT SERIES DROP 004Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 004, a Series of Otis Gallery LLC (the “Series”).
SECOND AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 008, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
ASSET MANAGEMENT AGREEMENT SERIES DROP 005Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 005, a Series of Otis Gallery LLC (the “Series”).
Series Drop 005, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
Series Drop 009, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 003, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 007, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Series Drop 003, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
ASSET MANAGEMENT AGREEMENT SERIES DROP 006Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 006, a Series of Otis Gallery LLC (the “Series”).
Series Drop 007, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 006, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Series Drop 008, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 009, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Series Drop 002, a Series of Otis Gallery LLC Interests are offered through North Capital Private Securities Corporation, a registered broker-dealer and a member of FINRA and SIPC (“Broker”) Subscription Agreement to subscribe for Series Drop 002, a...Subscription Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • New York
Please complete the following ACH payment details in order to automatically transfer money into the escrow account. This section can be left blank in the case of electronically initiated payments.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 16, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 008, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
Series Drop 002, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
ASSET MANAGEMENT AGREEMENT SERIES DROP 010Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of September 16, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 010, a Series of Otis Gallery LLC (the “Series”).
Series Drop 004, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 004, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 010, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
ASSET MANAGEMENT AGREEMENT SERIES DROP 003Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 003, a Series of Otis Gallery LLC (the “Series”).
AMENDMENT TO THE ESCROW AGREEMENTEscrow Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
This Amendment to the Escrow Agreement (this “Amendment”) is entered into as of September 20, 2019 by North Capital Private Securities Corporation (“Placement Agent”), Otis Wealth, Inc. (the “Platform”), North Capital Private Securities Corporation (“Escrow Agent”), and Series Drop 002, a Series of Otis Gallery, LLC (“Issuer”). NCPS, Portal, Escrow Agent and the Issuer are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.
ASSET MANAGEMENT AGREEMENT SERIES DROP 002Asset Management Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of August 30, 2019, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Drop 002, a Series of Otis Gallery LLC (the “Series”).
Series Drop 006, a Series of Otis Gallery LLCSeries Agreement • September 25th, 2019 • Otis Gallery LLC • Retail-retail stores, nec
Capitalized terms used but not defined herein have the meanings assigned to such terms in the Limited Liability Company Agreement of Otis 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.
