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Organizational Resolution of the Members of Kiwi LFTY400 DAO LLC - 2026-03-07 - 27 Pillar Ln, Palm Coast, FL 32164.docx

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Settlement, Management Transition, and Lender-Compliant Loan Transfer Authorization Subject Property: 27 Pillar Ln, Palm Coast, FL 32164 (Parcel ID 07-11-31-7026-00420-0140) Reference: Property Manager Transition and Long-Term Buyout plan ratified 2025-09-16 The undersigned, being all members of Kiwi LFTY400 DAO LLC, a Wyoming Decentralized Autonomous Organization Limited Liability Company (hereinafter the “DAO”), acting pursuant to Article 1.8 and Article 7 of the Operating Agreement dated Apri

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Settlement, Management Transition, and Lender-Compliant Loan Transfer Authorization Subject Property: 27 Pillar Ln, Palm Coast, FL 32164 (Parcel ID 07-11-31-7026-00420-0140) Reference: Property Manager Transition and Long-Term Buyout plan ratified 2025-09-16 The undersigned, being all members of Kiwi LFTY400 DAO LLC, a Wyoming Decentralized Autonomous Organization Limited Liability Company (hereinafter the “DAO”), acting pursuant to Article 1.8 and Article 7 of the Operating Agreement dated April 27, 2024, of the Company (the “Operating Agreement”), hereby unanimously adopt the following resolution, which shall supersede any provisions of the Operating Agreement. All articles of the Operating Agreement not modified by this Resolution shall remain in effect and binding upon the Members. This amendment is submitted for explicit DAO ratification because it modifies prior settlement economics and entity-transfer authority implementation details. WHEREAS: The DAO previously ratified the Property Manager Transition and Long-Term Buyout framework on September 16, 2025; The parties require full and final resolution of historical claims related to 27 Pillar Ln; The DAO seeks explicit ratification because this amendment modifies a prior resolution; Yhome has fully relinquished control and financial responsibility for 27 Pillar to the DAO, managed by ECO Systems LLC ℅ Earl Vanze Co (ECO) with Austin Tinkham as co-host/sub-PM, subject to the terms of the Property Management Agreement and Short-Term Rental Co-Host Addendum , effective January 1, 2026 (backdated); Lender constraints require a no-trust and non-WY/NV borrower/holding entity path for assumption/refinance; AND The DAO has limited cash and prefers settlement via dilutive equity issuance over additional payable notes that delay or reduce positive cashflow; Now, therefore, be it RESOLVED that: Mutual agreement has been reached between Yhome Nursing LLC ℅ Calixte Duffaut (“Yhome”) and all other members of the DAO regarding the Subject Property. Yhome Nursing LLC relinquishes all management and operational control of, involvement with, and access to the property, effective December 31, 2025. From 2026-01-01 onward, STR occupancy rights and payout proceeds belong to the DAO. Contract-for-deed and occupancy agreement path with Yhome is voided. No valid lease obligations with Yhome are due post-2025 under this settlement framework. Financial responsibilities of the DAO from 2026 onward are not Yhome's obligations. The DAO shall issue 4 52 shares to Yhome Nursing LLC at $50.00/share in full settlement of $ 22,600 . Recognize Whalec Property Management LLC (Whalec) balance due through 2026-03-10 at $2,631.10 , payable by the DAO as reimbursement for mortgage interest paid. Whalec may elect immediate equity redemption at $50.00/share ( 53 shares), or continue compounding at 18% APR monthly until full payoff by September 2028, pursuant to the capital call terms previously approved on September 16, 2025. Upon issuance of Yhome settlement equity, all covered pre-2026 claims between DAO and Yhome for this property are fully settled and released. Pursuant to the refinance structure previously approved on July 7, 2025, t he DAO hereby authorizes Earl V. Co , as Authorized Representative of Kiwi LFTY400 DAO LLC , to negotiate, execute, and implement all documentation necessary to assume or refinance the existing loan out of Yhome Nursing LLC as borrower into an LLC structure compliant with lender requirements, including but not limited to a structure in which the borrowing/holding LLC is not a WY/NV entity and has no trust ownership, with sole economic beneficiary chain flowing to Kiwi LFTY400 DAO LLC (WY). Governance acknowledges this is structurally similar to the Delaware LLC implementation used for multiple Chicago properties managed by ECO Systems LLC and authorizes conforming entity setup, intercompany agreements, and lender-facing amendments needed to complete the transfer. The management fee of $7,000.00 payable to Earl Vanze Co (Payee) is approved as dilutive sweat equity of 140 shares at $50/share without interest if elected or partially elected by Payee, unless paid in cash or cash equivalent by March 31, 2026. This better aligns PM incentives with the DAO members and accelerates the timeline to restoring yield to owners. Mutual release shall be effective only upon completion of transition of property management and issuance of Yhome settlement equity , and only upon which shall all covered pre-2026 claims between DAO and Yhome for this property become fully resolved, with carve-outs for fraud in inducement, post-execution breaches, and unknown liens or encumbrances. Yhome shall not take any action that may cause any filings, recordings, or notices affecting title. Breach shall trigger immediate injunctive relief, liquidated damages, and reinstatement of litigation claims. Upon complete execution of all of the terms outlined in this agreement, the matter will be deemed settled out of court and K&L Gates may request the complaint to be dismissed. Balance Schedule Through 2026-02-28 (Capital Call or Dilutive Equity Required) Party/Component Total Due Share Price # of Shares Notes Yhome Nursing LLC $2 2,600 $50.00 4 52 Strictly for validated third-party receipts for furnishings, equipment, taxes, and insurance paid, less 4 months’ rent Whalec Property Management LLC $2,631.10 $50.00 53 $2391.67 from 8/20/25 @ 18% simple rate through 2026-03-10 Earl Vanze Co DAO Representative $7,000.00 $50.00 140 Management Fee convertible to sweat equity Accounting: https://www.dropbox.com/scl/fi/so9zscpeg1gso2nc2m954/Claim-Validity-Matrix-Yhome-Invoice-2026-02-10-27-Pillar-Ln.csv?rlkey=kb344f6jo052omtkjyyokoql9&dl=0 Photos: https://photos.app.goo.gl/PmbpP1SxixKDPNYAA IN WITNESS WHEREOF , each of the undersigned has executed this resolution on the respective dates set forth below, effective as of January 1, 2026. Signatories ______________________________________ _________________ Lofty AI Inc. AS DAO Officer of Kiwi LFTY400 DAO LLC By: Max Ball AS COO ______________________________________ _________________ Earl Vanze Co AS Authorized Member Kiwi LFTY400 DAO LLC ______________________________________ _________________ Calixte Duffaut, Managing Member Yhome Nursing LLC DAO Members 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/{ASSET_ID}






Organizational Resolution of the Members of Kiwi LFTY400 DAO LLC