0001213900-23-030395 Sample Contracts

LOAN AGREEMENT
Loan Agreement • April 18th, 2023 • reAlpha Tech Corp. • Real estate

THIS LOAN AGREEMENT, dated as of [ ], 20[ ] (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between CHURCHILL FUNDING I LLC, a Delaware limited liability company, having an address at 450 West 14th Street, New York, New York 10014 (“Lender”) and REALPHA ACQUISITIONS CHURCHILL, LLC, a Delaware limited liability company, having its principal place of business at c/o Manager, ReAlpha Asset Management, Inc., 6615 Longshore Loop, Suite 100, Dublin, Ohio 43017 (“Borrower”).

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April 11, 2023
Employment Agreement • April 18th, 2023 • reAlpha Tech Corp. • Real estate • Ohio

This offer letter (the “Offer”) reflects the merger of reAlpha Asset Management, Inc. and reAlpha Tech Corp on March 24, 2023 (the “Merger”), with reAlpha Tech Corp. (“Tech Corp.”) being the surviving entity. The Offer will confirm our agreement (the “Agreement”) with respect to your employment as the Chief Operating Officer of Tech Corp., having its principal place of business at 6515 Longshore Loop #100, Dublin, OH 43017. This Agreement will become effective when fully executed as reflected by the date shown on the signature page attached hereto (the “Effective Date”) and following all contingencies below being met.

REALPHA TECH CORP. 2022 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • April 18th, 2023 • reAlpha Tech Corp. • Real estate

This RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made by and between reAlpha Tech Corp., a Delaware corporation (the “Company”), and the undersigned (the “Participant”) as of the date indicated on the signature page hereto (the “Grant Date”).

GUARANTY OF RECOURSE OBLIGATIONS, INTEREST AND COMPLETION
Guaranty of Recourse Obligations • April 18th, 2023 • reAlpha Tech Corp. • Real estate

THIS GUARANTY OF RECOURSE OBLIGATIONS, INTEREST AND COMPLETION (“Guaranty”) is executed as of [ ], 20[ ], by ReAlpha Asset Management, Inc., an Ohio corporation, having an address at 6515 Longshore Loop, Suite 100, Dublin, Ohio 43017 (“Guarantor”), for the benefit of CHURCHILL FUNDING I LLC, a Delaware limited liability company, having an address at 450 West 14th Street, New York, New York 10014 (together with its successors and assigns, “Lender”).

GUARANTY OF RECOURSE OBLIGATIONS
Guaranty of Recourse Obligations • April 18th, 2023 • reAlpha Tech Corp. • Real estate

THIS GUARANTY OF RECOURSE OBLIGATIONS (“Guaranty”) is executed as of [ ], 20[ ], by Giri Sampath Iyengar Devanur, an individual, having an address at [ ] (“Guarantor”), for the benefit of CHURCHILL FUNDING I LLC, a Delaware limited liability company, having an address at 450 West 14th Street, New York, New York 10014 (together with its successors and assigns, “Lender”).

April 14, 2023
Employment Agreement • April 18th, 2023 • reAlpha Tech Corp. • Real estate • Ohio

This offer letter (the “Offer”) reflects the merger of reAlpha Asset Management, Inc. and reAlpha Tech Corp on March 24, 2023 (the “Merger”), with reAlpha Tech Corp. (“Tech Corp.”) being the surviving entity. The Offer will confirm our agreement (the “Agreement”) with respect to your employment as the Chief Marketing Officer of Tech Corp., having its principal place of business at 6515 Longshore Loop #100, Dublin, OH 43017. This Agreement will become effective when fully executed as reflected by the date shown on the signature page attached hereto (the “Effective Date”) and following all contingencies below being met.

MASTER FACILITY AGREEMENT
Master Facility Agreement • April 18th, 2023 • reAlpha Tech Corp. • Real estate

THIS MASTER FACILITY AGREEMENT, dated as of August 18, 2022 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between CHURCHILL FUNDING I LLC, a Delaware limited liability company, having an address at 450 West 14th Street, New York, New York 10014 (“Lender”) and REALPHA ACQUISITIONS CHURCHILL, LLC, a Delaware limited liability company, having its principal place of business at c/o Manager of ReAlpha Acquisitions Churchill, LLC, ReAlpha Asset Management, Inc., 6615 Longshore Loop, Suite 100, Dublin, Ohio 43017 (“Borrower”).

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