0001520138-23-000163 Sample Contracts

ENTORO SECURITIES, LLC – REG A - PLACEMENT AGENT AGREEMENT
Placement Agent Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Texas

Advance on Expenses: $10,000, covers due diligence expenses, technology platform setup costs, other necessary support. Refundable to extent not used.

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EQUITY AGREEMENT” SUBSCRIPTION AGREEMENT
Subscription Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Delaware

This Subscription Agreement (this “Agreement”), which VictoryBase Corporation, a Delaware corporation (the “Company”), sometimes refers to as an “Equity Agreement,” is entered into as of the date set forth on the signature page hereto, by and between the Company and the Investor identified on Schedule 1 attached hereto (whether one or more, “Investor”).

SECOND Amendment to LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE HOLDINGS LLC
Limited Liability Company Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Texas
COMMERCIAL LOAN AGREEMENT
Commercial Loan Agreement • March 31st, 2023 • VictoryBase Corp • Real estate

TIDS LOAN AGREEMENT (referred to herein as “Agreement”) is made as of February 10, 2023, by and between VICTORYBASE NYl, LLC, a Texas limited liability company authorized to do business in New York State, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092 (referred to herein as “Borrower”), THOMAS PAQUIN, with an address of 1812 Firenze Street, Keller, Texas 76262, VICTORYBASE HOLDINGS LLC, a Texas limited liability company, with an address of 500 Reserve Street, Suite 190, Southlake, Texas 76092, CORRY J. LAWLER, with an address of206 Ambrose Street, Sackets Harbor, New York 13685 and LAWLER REALTY LLC, a New York State limited liability company, with an address of 206 Ambrose Street, Sackets Harbor, New York 13685 (referred to herein jointly and severally as “Guarantor”) with WATERTOWN SAVJNGS BANK, a New York savings bank, with an office located at 111 Clinton Street, Watertown, NY 13601 (referred to herein as “Lender”).

LIMITED LIABILITY COMPANY AGREEMENT OF VICTORYBASE NY1, LLC (a Texas limited liability company) Dated as of February 10, 2023
Limited Liability Company Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • Texas

THIS LIMITED LIABILITY COMPANY AGREEMENT of VICTORYBASE NY1, LLC, a Texas limited liability company (the “Company”), is made, entered into and effective as of February 10, 2023, by and between LAWLER REALTY, LLC, a New York limited liability company, as a member of the Company (“Preferred Member”), and VICTORYBASE HOLDINGS LLC, a Texas limited liability company, as a member of the Company (“Common Member”) and the initial Manager.

LOAN AGREEMENT by and between VICTORYBASE SC1, LLC as Borrower, and BANK OZK as Bank
Loan Agreement • March 31st, 2023 • VictoryBase Corp • Real estate • North Carolina

This LOAN AGREEMENT (“Loan Agreement”), entered into effective as of September 8, 2021 (“Closing Date”) by VICTORYBASE SC1, LLC, a Texas limited liability company with a mailing address of 550 Reserve Street, Ste 190, South Lake, Texas 76092 (“Borrower”); to BANK OZK, an Arkansas state bank (“Bank”), with a mailing address of 1001 Morehead Square Drive, Suite 150, Charlotte, North Carolina 28203.

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