ESCROW AGREEMENT FOR SECURITIES OFFERINGEscrow Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
THIS ESCROW AGREEMENT, effective as of December 1, 2021, (“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”); Dalmore Group, LLC (“Broker”), a New York limited liability company located at 525 Green Place, Woodmere, NY 11598; and Series Gallery Drop 121, a Series of Otis Gallery LLC, a Delaware series limited liability company (“Issuer”) located at 335 Madison Ave, 4th Floor, New York, NY 10017.
ContractPromissory Note • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec
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 Gallery Drop 119, a Series of Otis Gallery LLC Interests are offered through Dalmore Group, LLC, a registered broker-dealer and a member of FINRA and SIPC (the “Broker”) Subscription Agreement to subscribe for Series Gallery Drop 119, a Series...Subscription Agreement • December 2nd, 2021 • 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.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • New York
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of this November 30, 2021, by and between (i) Series Gallery Drop 119, a Series of Otis Gallery LLC, a Delaware series limited liability company (“Purchaser”), and (ii) Otis Wealth, Inc., a Delaware corporation (“Seller”).
ASSET MANAGEMENT AGREEMENT SERIES GALLERY DROP 120Asset Management Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of November 30, 2021, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Gallery Drop 120, a series of Otis Gallery LLC (the “Series”).
ASSET MANAGEMENT AGREEMENT SERIES GALLERY DROP 121Asset Management Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of November 30, 2021, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Gallery Drop 121, a series of Otis Gallery LLC (the “Series”).
Series Gallery Drop 119, a Series of Otis Gallery LLCSeries Agreement • December 2nd, 2021 • 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 GALLERY DROP 122Asset Management Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of November 30, 2021, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Gallery Drop 122, a series of Otis Gallery LLC (the “Series”).
Series Gallery Drop 121, a Series of Otis Gallery LLCSeries Agreement • December 2nd, 2021 • 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 Gallery Drop 123, a Series of Otis Gallery LLCSeries Agreement • December 2nd, 2021 • 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 Gallery Drop 122, a Series of Otis Gallery LLCSeries Agreement • December 2nd, 2021 • 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 GALLERY DROP 119Asset Management Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of November 30, 2021, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Gallery Drop 119, a series of Otis Gallery LLC (the “Series”).
Series Gallery Drop 120, a Series of Otis Gallery LLCSeries Agreement • December 2nd, 2021 • 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 GALLERY DROP 123Asset Management Agreement • December 2nd, 2021 • Otis Gallery LLC • Retail-retail stores, nec • Delaware
This ASSET MANAGEMENT AGREEMENT (this “Agreement”), dated as of November 30, 2021, is entered into between Otis Wealth, Inc., a corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series Gallery Drop 123, a series of Otis Gallery LLC (the “Series”).
