← 1090 Diagonal Rd, Akron, Ohio 44320 · All properties
DAO Settlement Statement - 2026-03-11 - 1090 Diagonal Rd, Akron, OH 44320 - 1090 Diagonal Rd, Akron, Ohio 44320.docx
This page is a searchable text preview. Use the Dropbox link for the full original file.
| Property | 1090 Diagonal Rd, Akron, Ohio 44320 |
|---|---|
| Folder | LLC Documents |
| Kind | Office |
| Updated | 2026-03-11 |
| Dropbox path | 03 - LLC Documents/DAO Settlement Statement - 2026-03-11 - 1090 Diagonal Rd, Akron, OH 44320 - 1090 Diagonal Rd, Akron, Ohio 44320.docx |
What This File Appears To Be
DRAFT SETTLEMENT AGREEMENT AND CONDITIONAL CLOSEOUT FRAMEWORK 1090 Diagonal Rd — For Counsel Review This draft is intended as a business and legal framework for counsel review and further documentation. Except as expressly stated in a definitive executed agreement, this document is non-binding. 1. Parties Creditor / Beneficiary DAO: Lofty Holding 1090 Diagonal Rd DAO LLC (“1090 DAO”). Authorized Representative for 1090 DAO: Earl Vanze Co, acting pursuant to DAO governance approval dated March 11
Text Preview
DRAFT SETTLEMENT AGREEMENT AND CONDITIONAL CLOSEOUT FRAMEWORK 1090 Diagonal Rd — For Counsel Review This draft is intended as a business and legal framework for counsel review and further documentation. Except as expressly stated in a definitive executed agreement, this document is non-binding. 1. Parties Creditor / Beneficiary DAO: Lofty Holding 1090 Diagonal Rd DAO LLC (“1090 DAO”). Authorized Representative for 1090 DAO: Earl Vanze Co, acting pursuant to DAO governance approval dated March 11, 2026. Obligor / Settlement Counterparty: Yhome Nursing LLC and/or Calixte Duffaut, as applicable (“Yhome”). Administrative / Distribution Parties: Lofty AI Inc. and/or ECO Systems LLC, solely in their custodial, administrative, or distribution capacities as applicable. 2. Recitals A. The parties previously negotiated a transition reconciliation reflected in the controlling workbook: Dropbox/Real Estate/Lofty PM/Yhome Transition Reconciliation.xlsx. B. The 1090 DAO treats that workbook as the controlling settlement baseline for the 1090 Diagonal matter. C. On March 11, 2026, 1090 DAO governance votes passed 100%, authorizing Earl Vanze Co to act as Authorized Representative and as the DAO’s single point of contact and litigation liaison. D. The parties desire to resolve and close out the 1090 Diagonal matter without reopening historical accounting disputes, except as expressly preserved in the definitive agreement. 3. Agreed Settlement Amount The parties acknowledge and agree that the settlement amount due from Yhome with respect to 1090 Diagonal Rd is $78,876.78. This figure is based on the jointly negotiated master reconciliation, excludes self-dealing, and supersedes conflicting Yhome-side demand documents unless separately re-approved in writing by the 1090 DAO. 4. Immediate Offset / Initial Distribution From currently available offset funds held through Lofty and/or otherwise available for immediate application to 1090 DAO, the parties shall apply $28,876.78 toward the settlement amount. This amount shall be applied immediately against the settlement amount and distributed or credited for the benefit of 1090 DAO investors as soon as operationally feasible through Lofty and/or the DAO’s designated administrator. After application of the immediate offset, the remaining unpaid settlement balance shall be $50,000.00. 5. Settlement Note The remaining $50,000.00 shall be documented as a settlement note (the “1090 Settlement Note”) on the following terms: - Principal: $50,000.00 - Interest Rate: 12% per annum, simple interest, non-compounding - Accrual Start Date: May 6, 2025 - Interest is intended to accrue retroactively from May 6, 2025 until paid in full - Maturity Date: April 30, 2026 - Prepayment: permitted at any time without penalty - Purpose: to evidence the sole remaining balance due to 1090 DAO after the immediate offset The note is intended as a settlement enforcement instrument, not a new speculative financing arrangement. 6. Primary Repayment Sources and Waterfall The 1090 Settlement Note, together with accumulated simple interest, shall be repaid from the following property-specific sources in the order that such properties close, up to the full amount then due: A. 8708 Willard Ave. Cleveland, OH 44102 — Column N amount on the master tracker: $19,897.82 B. 12028 Wade Park Ave, Cleveland, OH 44106 — Column N amount on the master tracker: $17,092.03 C. 26931 Shoreview Ave. Euclid, OH 44132 — Column N amount on the master tracker: $9,963.83 D. 3850 W 17th St Cleveland, OH 44109 — Column N amount on the master tracker: $9,633.29 The foregoing property amounts are included as identified source references from the controlling reconciliation tracker. Sale proceeds from whichever of the above properties close first shall be applied until the 1090 Settlement Note and all accrued simple interest are satisfied in full. Application of proceeds from settlement or source-property sales shall occur in the following order: 1) Universal Lending DAO balance 2) Funds due to HRG (commingled) 3) Funds due to Lofty 4) Remainder as member distributions via daily rent payout All such proceeds shall be applied first to accrued but unpaid simple interest on the 1090 Settlement Note, then to principal, until paid in full, subject to the foregoing settlement proceeds order where applicable. No proceeds shall be treated as available unless and until actually received and free of superior claims or prior documented allocations. 7. Sale Proceeds Control For any triggering sale involving the properties listed above, Yhome and/or Cal shall cooperate in executing all deeds, transfer documents, settlement statements, and closing instructions necessary to consummate the transaction. Sale proceeds allocable to the 1090 Settlement Note shall be delivered to Earl, Lofty, ECO Systems LLC, or another designated settlement agent solely for the purpose of satisfying the 1090 Settlement Note and its accrued simple interest. No diversion of such proceeds shall occur once earmarked for 1090 closeout, except as expressly set forth in definitive closing instructions. 8. EARLDAO Fallback Mechanism If the 1090 Settlement Note, together with accumulated simple interest retroactive to May 6, 2025, is not satisfied in cash by April 30, 2026, then the parties may invoke a fallback structure under which 1,000 EARLDAO shares are pre-identified as the collateral / in-kind satisfaction pool for the remaining $50,000 principal component of the obligation, with accrued interest to be handled as separately agreed in the definitive settlement documents. Composition of fallback block: 493 shares currently attributable to Yhome and 507 shares from the EARLDAO reserve pool. The parties acknowledge and agree that EARLDAO currently has 8,500 shares outstanding and that the above 1,000-share block has already been accounted for in capitalization planning. The parties further acknowledge that the 507 reserve shares designated for this fallback do not impair another DAO’s specific entitlement and may be assigned for this purpose. This fallback is a pre-identified in-kind satisfaction mechanism and not a future discretionary issuance. The EARLDAO share transfer is a fallback remedy only, is not required if the note is paid in cash, and is not intended to be distributed to 1090 investors unless and until triggered under the definitive documents. 9. No Informal Cross-Property Netting No funds from other properties shall be swept or reallocated informally. Any cross-property offset or application must be expressly documented, tied to identified properties or proceeds, and authorized in the definitive settlement documents. 10. Representations Regarding Prior Reallocation The parties acknowledge Earl’s understanding that certain other Yhome-related funds were already reallocated for existing properties in the former Yhome portfolio, such funds therefore are not presently available for immediate distribution to 1090, and the agreed fallback share block is intended to account for this reality without impairing other allocations already made. 11. Conditional Release Upon (i) payment of the immediate $28,876.78 offset, (ii) execution of the $50,000.00 1090 Settlement Note, (iii) execution of proceeds instructions covering the listed source properties, and (iv) if necessary, valid establishment of the EARLDAO fallback, the 1090 DAO may agree to a conditional release of further dispute on settled items, subject to full performance. A final and complete mutual release shall become effective only once the full economic obligation, including accrued simple interest, is satisfied, all transfers are completed, and all required documents are executed. 12. Default and Remedies An event of default shall include failure to honor the immediate offset, failure to cooperate in sale transfer mechanics for the listed source properties, failure to remit sale proceeds required under the waterfall, or refusal to honor the fallback share transfer once triggered. Upon default, 1090 DAO, acting through Earl as Authorized Representative, may accelerate the unpaid balance and pursue legal and equitable remedies consistent with DAO authorization and applicable law. 13. Economic Summary - Total settlement due from Yhome to 1090: $78,876.78 - Immediate offset / distribution now: $28,876.78 - Settlement note principal: $50,000.00 - Interest: 12% simple annual, retroactive to May 6, 2025 - Maturity date: April 30, 2026 - Primary payoff sources: 8708 Willard Ave; 12028 Wade Park Ave; 26931 Shoreview Ave; 3850 W 17th St; whichever close first, up to the amount due - Fallback principal support: 1,000 EARLDAO shares (493 Yhome shares + 507 reserve shares) 14. Non-Binding Status This draft is intended as a business and legal framework for counsel drafting. Except for any expressly designated confidentiality or exclusivity provisions added later, it is non-binding until replaced by fully executed definitive documents. 15. Signature Blocks (For Definitive Draft) Lofty Holding 1090 Diagonal Rd DAO LLC By: _______________________________ Name: Earl Vanze Co Title: Authorized Representative Date: _____________________________ Yhome Nursing LLC By: _______________________________ Name: _____________________________ Title: _____________________________ Date: _____________________________ Calixte Duffaut (if signing individually and/or as additional obligor) Signature: _________________________ Date: _____________________________ Acknowledged by Lofty AI Inc. and/or ECO Systems LLC solely as applicable in administrative, custodial, distribution, or document-execution capacities to be specified in the definitive agreement.