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Proposal to Approve Property Manager Transition and Long-Term Buyout Agreement - 49 Bannbury Ln Palm Coast, FL 32137.docx

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Organizational Resolution of the Members of Cherry LFTY0412 DAO LLC T o Approve Property Manager Transition and Mortgage Agreement Subject Property: 49 Bannbury Ln, Palm Coast, FL 32137 (Parcel ID 07-11-31-7012-00060-0250 ) This Organizational Resolution seeks to settle the dispute between Cherry LFTY 0412 DAO LLC and Yhome Nursing LLC c/o Calixte Duffaut , the former owner and PM of 49 Bannbury Ln, Palm Coast, FL 32137 (the “Property”). This resolution is presented to Cherry LFTY0412 DAO LLC (t

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Organizational Resolution of the Members of Cherry LFTY0412 DAO LLC T o Approve Property Manager Transition and Mortgage Agreement Subject Property: 49 Bannbury Ln, Palm Coast, FL 32137 (Parcel ID 07-11-31-7012-00060-0250 ) This Organizational Resolution seeks to settle the dispute between Cherry LFTY 0412 DAO LLC and Yhome Nursing LLC c/o Calixte Duffaut , the former owner and PM of 49 Bannbury Ln, Palm Coast, FL 32137 (the “Property”). This resolution is presented to Cherry LFTY0412 DAO LLC (the “DAO” or “Seller”) to address ongoing challenges the Property, approve a transition of the Property Manager (PM) role from Whalec Property Management to ECO Systems LLC, and authorize a long-term buyout 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 withh olding rents , trespass ing, and vandalizing the property . These issues have delayed financial recovery for DAO investors. The Buyer has expressed interest in a long-term buyout of the DAO’s equity to resolve these challenges and regain control of the Property. Proposed Actions: Property Manager Transition: Alec VanBeek has confirmed he needs to remove this Property from his management portfolio and relinquish operational control. Upon approval, the DAO shall t ransition the PM role from Whalec Property Management c/o Alec Van B eek to ECO Systems LLC c/o Earl Vanze Co, effective upon completion of a successful DAO vote. ECO Systems LLC will oversee payment collection, bookkeeping, and property management functions to ensure accountability for the DAO’s financial obligations and provide progress reports to the DAO every two weeks until the Property generates expected monthly income. The Management Fee will be included as part of the approval of Earl Vanze Co as Authorized Representative and funding of the capital call. 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, including moving the deed into a title holding trust if deemed necessary. The Management Fee for this service is a fixed amount of $ 5 ,400 ( median market rate of 1.5% of the asset value ) , payable as 50% ($ 2 , 7 00) upon funding of the capital call, and 50% ($ 2 , 7 00) 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. Long-Term Buyout Agreement: Authorize a long-term buyout agreement with the Buyer to purchase the DAO’s equity across 1269 floating equity shares via a Contract-for-Deed. 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 Whalec or ECO Systems LLC. Monthly installment payments for the equity portion, with terms to be finalized by the Authorized Representative . An Occupancy Agreement designating Calixte Duffaut as tenant of the property, subject to eviction for non-payment and burning of his existing equity to recover any funds owed, ensuring DAO beneficial ownership and control of the Property. Rationale: The buyout provides a structured payout for DAO investors, recovering back rents and aligning with the goal of financial recovery through a tenant structure, 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 capital call loan and Contract-for-Deed at the county level, $ 5 ,400 Management Fee, and outside consultant fees. The capital call ensures the Authorized Representative can cover necessary costs to execute the buyout agreement and manage the property 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 the transition of the PM role to ECO Systems LLC. Approve full managerial authority to Earl Vanze Co as Authorized Representative of the DAO. Approve the development of a Contract-for-Deed and Occupancy Agreement with the Buyer, with terms negotiated by the Authorized Representative and reviewed by a Florida title company’s attorney for compliance and recording. Approve a $ 5 ,000 capital call backed by a DAO member. Ensure a smooth handover of PM responsibilities via Lofty’s platform. Decline Proposal. Property and DAO remain in legal limbo. 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}