0001768126-19-000009 Sample Contracts

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SUBSCRIPTION ESCROW AGREEMENT
Subscription Escrow Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec • Georgia

This Subscription Escrow Agreement (the “Agreement”) is made effective as of August 12, 2019 (the “Effective Date”), by and between RSE Archive, LLC, a Delaware series limited liability company with its principal place of business located at 250 Lafayette Street, 3rd Floor, New York, NY 10012, (the “Company”), Dalmore Group, LLC, a New York limited liability company with its principal place of business located at 525 Green Place, Woodmere, NY 11598 (the “Broker of Record”), and Atlantic Capital Bank, N.A., a Georgia banking corporation (the “Escrow Agent”).

ASSET MANAGEMENT AGREEMENT BETWEEN RSE ARCHIVE MANAGER, LLC AND SERIES #TICKER, A SERIES OF RSE ARCHIVE, LLC
Asset Management Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec • Delaware

This ASSET MANAGEMENT AGREEMENT (this “Agreement”) dated as of _______, 2019 is entered into between RSE ARCHIVE MANAGER, LLC, a limited liability corporation organized under the laws of the State of Delaware (the “Asset Manager”), and Series #TICKER, a Series of RSE Archive, LLC (the “Series”).

THE DALMORE GROUP
Broker-Dealer Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This agreement (together with exhibits and schedules, the “Agreement”) is entered into by and between RSE Archive, LLC (“Client”) a Delaware Limited Liability Company, and Dalmore Group LLC., a New York Limited Liability Company (“Dalmore”). Each of Client and Dalmore may be referred to herein as a “Party” and, collectively, the “Parties. Client and Dalmore agree to be bound by the terms of this Agreement, effective of August 12, 2019 (the “Effective Date”):

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archives, LLC (“Purchaser” or “us”) and Goldin Auction Investments, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exhibit A: Form of Exclusive Purchase Agreement
Exclusive Purchase Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase agreement (the “Purchase Agreement Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Beau and Juliette Deinum-Buck (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Standard Form of Series Designation of Series #TICKER, a series of RSE Archive, LLC
Series Designation Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

In accordance with the Limited Liability Company Agreement of RSE Archive, LLC (the “Company”) dated August 12, 2019 (the “Agreement”) and upon the execution of this Exhibit 3.Exhibit Number by the Company and RSE Archive Manager, LLC in its capacity as Managing Member of the Company and Initial Member of Series #TICKER, a series of RSE Archive, LLC (“Series #TICKER”), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement as “Exhibit 3.Exhibit Number”.

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archives, LLC (“Purchaser” or “us”) and Goldin Auction Investments, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archives, LLC (“Purchaser” or “us”) and Goldin Auction Investments, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archives, LLC (“Purchaser” or “us”) and Goldin Auction Investments, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archives, LLC (“Purchaser” or “us”) and Goldin Auction Investments, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

Exclusive Purchase Option Agreement
Exclusive Purchase Option Agreement • August 13th, 2019 • RSE Archive, LLC • Retail-retail stores, nec

This exclusive purchase option agreement (the “Option Agreement”) is made between RSE Archive, LLC (“Purchaser” or “us”) and Jeremy O’Connor, LLC (“Seller” or “you”) with regard to the assets described below (each individually an “Asset”, collectively the “Assets”).

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