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Proposal to Approve Mortgage Agreement - 1845 W 48th St, Cleveland, OH 44102.docx

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Property1845 W 48th St, Cleveland, Ohio 44102
FolderLLC Documents
KindOffice
Updated2026-05-30
Dropbox path03 - LLC Documents/Proposal to Approve Mortgage Agreement - 1845 W 48th St, Cleveland, OH 44102.docx

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Organizational Resolution of the Members of Lofty Holding 1845 W 48 th Street DAO LLC To Approve Mortgage Agreement Subject Property: 1845 W 48 th Street, Cleveland, OH 44102 This Organizational R esolution seeks to settle the dispute between Lofty Holding 1845 W 48 th Street DAO LLC and Yhome Nursing LLC c/o Calixte Duffaut , the former P roperty M anager of 1845 W 48 th Street, Cleveland, OH 44102 (the “Property”). This organizational resolution is presented to Lofty Holding 1845 W 48 th Stree

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Organizational Resolution of the Members of Lofty Holding 1845 W 48 th Street DAO LLC To Approve Mortgage Agreement Subject Property: 1845 W 48 th Street, Cleveland, OH 44102 This Organizational R esolution seeks to settle the dispute between Lofty Holding 1845 W 48 th Street DAO LLC and Yhome Nursing LLC c/o Calixte Duffaut , the former P roperty M anager of 1845 W 48 th Street, Cleveland, OH 44102 (the “Property”). This organizational resolution is presented to Lofty Holding 1845 W 48 th Street DAO LLC (the “DAO” or “Seller”) to address ongoing challenges the Property and authorize a mortgage agreement with Calixte Duffaut (the “Buyer”), including a $ 5 ,000 capital call to cover up-front expenses. Background: The Property has faced significant obstacles to typical transition and rental operations due to unauthorized activities by the occupant, Calixte Duffaut (representing Yhome Nursing LLC), including withheld rents . These issues have delayed financial recovery for DAO investors. The Buyer has expressed interest in signing a mortgage for the DAO’s equity to resolve these challenges and regain control of the Property. Proposed Actions: Earl Vanze Co has agreed to represent the DAO ownership group as the “ Authorized Representative ” with fiduciary duties to support the DAO’s goal of effective property oversight and financial transparency, contingent on approval and funding of a sufficient capital call. The Authorized Representative is granted full managerial authority to sign agreements and legal documents on behalf of the DAO. The Management Fee for this service is a fixed amount of $ 3,450 ( median market rate of 1.5% of the asset value ) , payable as 50% ($ 1,725 ) upon funding of the capital call, and 50% ($ 1,725 ) upon collection of the first payment from the Buyer. The term of the Management Agreement is perpetual until the DAO is formally terminated , or upon super majority vote of the Members of the DAO to remove the Authorized Representative , whichever is sooner. Mortgage Agreement: Authorize a mortgage agreement for the Buyer to purchase the DAO’s equity across 4430 floating equity shares via a mortgage lien . The agreement will include: An initial lump sum payment of three months up front to cover back rents withheld by the former PM, Yhome Nursing LLC, with the amount to be determined by ECO Systems LLC based on records from ECO Systems LLC and Aligned Properties Group. Monthly installment payments for the equity portion, with terms to be finalized by the Authorized Representative . A retroactive Purchase Agreement designating Yhome Nursing LLC as legal owner of the property, subject to foreclosure non-payment of the mortgage to recover any funds owed . Rationale: The mortgage provides a structured payout for DAO investors, recovering back rents and aligning with the goal of financial recovery through securing the property as collateral , ensuring repayment and protecting the DAO from further losses. Capital Call: Approve a $ 5 ,000 capital call as a loan with a 30-year amortization and 3-year balloon at 18% interest rate compounded annually to fund expenses, including title attorney, recording fees for both the 1) capital call loan and 2) mortgage lien at the county level, Management Fee, and outside consultant fees. The capital call ensures the Authorized Representative can cover necessary costs to execute the mortgage agreement and service the note effectively. Lien-rights to the capital call investors to be paid immediately upon balloon payment for the remaining equity. Voting Options: Approve Proposal as outlined. Approve full managerial authority to Earl Vanze Co as Authorized Representative of the DAO. Approve a retroactive Purchase Agreement and Mortgage Lien with the Buyer, with terms negotiated by the Authorized Representative and reviewed by a n Ohio title company’s attorney for compliance and recording. Approve a $ 5 ,000 capital call backed by a DAO member. Decline Proposal. Property and DAO remain in legal limbo. Title remains vested in Yhome Nursing LLC, and Calixte Duffaut continues to retain possession and operational control of the property and all its revenue without any compensation or remedy to the DAO. In accordance with the DAO Operating Agreement, this Agreement shall be deemed executed upon the affirmative digital signatures representing no fewer than sixty percent (60%) of the active voting interests of the DAO, constituting a supermajority. Such vote shall be conducted in accordance with the quorum requirements set forth in the DAO Operating Agreement, and the results shall be recorded and published via the smart contract located at https://allo.info/application/{APP_ID}