Form Of Second Amended And Restated Limited Liability Company Operating Agreement Of Masterworks Vault 3, LLC December 31, 2023 Second Amended and Restated Limited Liability Company Operating Agreement Of Masterworks Vault 3, LLCLimited Liability Company Operating Agreement • January 8th, 2024 • Masterworks Vault 3, LLC • Retail-retail stores, nec • Delaware
This Second Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Masterworks Vault 3, LLC, a Delaware series limited liability company (the “Company”), is dated as of December 31, 2023, and is entered into by the Members (as defined herein) and the Board of Managers.
FORM OF AMENDED AND RESTATED MANAGEMENT SERVICES AGREEMENT Dated as of December 31, 2023Management Services Agreement • January 8th, 2024 • Masterworks Vault 3, LLC • Retail-retail stores, nec • New York
This Amended and Restated Management Services Agreement (this “Agreement”), dated as of the date first set forth above (the “Effective Date”) is entered into by and among Masterworks Administrative Services, LLC, a Delaware limited liability company (the “Administrator”), Masterworks Vault 3, LLC, a Delaware series limited liability company (the “Company”), on behalf of the series listed on Exhibit A, as amended from time to time, Masterworks Cayman, SPC, a Cayman Islands segregated portfolio company, on behalf of the segregated portfolios listed on Exhibit B, as amended from time to time (“Masterworks Cayman”) and each party that executes a joinder to this agreement pursuant to section 10(c) hereof, and amends and restates in its entirety the Management Services Agreement (the “Original Agreement”), dated as of [ ], by and among the Parties. Each party hereto may be referred to herein individually as a “Party” and all parties may be referred to collectively as the “Parties.”
MASTERWORKS ADVISERS, LLC INVESTMENT ADVISORY AGREEMENT Last Updated: October 19, 2023Investment Advisory Agreement • January 8th, 2024 • Masterworks Vault 3, LLC • Retail-retail stores, nec
This investment advisory agreement (the “Agreement”) is made by and between the client that has electronically agreed to this Agreement (“Client” or “you”) and Masterworks Advisers, LLC, a Delaware limited liability company and registered investment adviser (“Adviser”, “we” or “us” and, together with Client, the “Parties”). If you are acting as agent or representative on behalf of a trust, joint account or entity (“Non-Individual Client), the terms “you” and “Client” shall apply collectively to you as the authorized agent or representative and to such Non-Individual Client as the context requires.
