FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF MASTERWORKS 002, LLC February [___], 2019Limited Liability Company Operating Agreement • February 11th, 2019 • Masterworks 002, LLC • Retail-retail stores, nec • Delaware
This Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks 002, LLC, a Delaware limited liability company (the “Company”), is dated as of February [___], 201 9 , and is entered into by Masterworks Galley, LLC as its sole initial Member (the “Initial Member”).
FORM OF ENGAGEMENT LETTERMasterworks 002, LLC • February 11th, 2019 • Retail-retail stores, nec • New York
This engagement letter (the “Agreement”) confirms the terms upon which Masterworks 002 , LLC (the “Client”) and Masterworks Administrative Services, LLC (“Masterworks”) engages SDDCO Brokerage Advisors LLC (“SDDco-BA” or “Financial Advisor”). SDDco-BA is engaged to act as the exclusive underwriter to the Client in connection with a Regulation A Offering (as defined below) of securities on behalf of Client (the “Potential Transaction”). Masterworks is engaged to act as a Platform Provider – providing a platform on which securities of the Client’s company may be sold.
FORM OF ADMINISTRATIVE SERVICES AGREEMENT Dated as of [DATE], 201 9Form of Administrative Services Agreement • February 11th, 2019 • Masterworks 002, LLC • Retail-retail stores, nec • New York
This Administrative Services Agreement (this “Agreement”), dated as of the date first set forth above (the “Effective Date”) is entered into by and between Masterworks Administrative Services, LLC, a Delaware limited liability company (the “ Administrator ”) and Masterworks 002, LLC, a Delaware limited liability company (the “Issuer”). The Administrator and the Issuer may be referred to herein individually as a “Party” and collectively as the “Parties.”
