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Operating Agreement - 665 Chapman St, Edwardsville, IL 62025.pdf

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OPERATING AGREEMENT FOR Lofty Holding 665 Chapman Street DAO LLC A DECENTRALIZED AUTONOMOUS ORGANIZATION ARTICLE I DAO Formation 1. FORMATION. The Members have formed Lofty Holding 665 Chapman Street DAO LLC , a Decentralized Autonomous Organization Limited Liability Company ("DAO") subject to the Wyoming Limited Liability Company Act (“the Act”) and the Wyoming Decentralized Autonomous Organization Supplement (the “Supplement”). This Operating Agreement (“Agreement”) is entered into and effecti

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OPERATING AGREEMENT
FOR

Lofty Holding 665 Chapman Street DAO LLC
A DECENTRALIZED AUTONOMOUS ORGANIZATION

ARTICLE I
DAO Formation
1.

FORMATION. The Members have formed Lofty Holding 665 Chapman Street DAO LLC , a
Decentralized Autonomous Organization Limited Liability Company ("DAO") subject to the
Wyoming Limited Liability Company Act (“the Act”) and the Wyoming Decentralized
Autonomous Organization Supplement (the “Supplement”). This Operating Agreement
(“Agreement”) is entered into and effective upon adoption by the Member(s) as of November 2,
2022. This Agreement is intended to provide for the regulation and management of the affairs
of the DAO. Except for the provisions of the Act and the Supplement that specifically may not
be modified by the agreement of the Members, to the extent of any contradiction between the
provisions of this Agreement and the Act (or Supplement) or the variation of the general terms
of the Act (or Supplement) by this Agreement, the provisions of this Agreement shall govern
and control, and each Member hereby consents to such contradiction or variation. The Articles
of Organization contain a statement that reflects the Members election to form a limited liability
decentralized autonomous organization.

2.

DAO NAME. The Members may change the name of the DAO or operate under different
names, provided a majority of the Members agree and the name complies with Section 17-29108 of the Act and Section 17-31-104 of the Supplement.

3.

REGISTERED OFFICE & AGENT. The name and location of the registered agent will be as
stated in the DAO’s formation documents and complies with Title 17, Chapter 28 and Section
17-29-113 of the Act.

4.

TERM. The DAO will continue perpetually unless:
a.
Members unanimously vote for dissolution;
b.
An event occurs which causes the DAO’s business to become unlawful;
c.
Any other event causes the DAO’s dissolution under either the Act or the Supplement.

5.

CONTINUATION OF DAO. In the event of an occurrence described in Section 1.04(c), if there
is at least one remaining Member, the remaining Member has the right to continue the business of

DAO Operating

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the DAO, unless that right to continue has been terminated. The remaining Member’s successor,
assignee, or transferee may continue the business of the DAO, provided the successor, assignee,
or transferee consents to the continuation in writing and submits any necessary filings to the
office of the Secretary of State.
6.

BUSINESS PURPOSE. The DAO may conduct any and all lawful business appropriate in
carrying out the DAO’s objectives, as permitted under Section 17-29-104 of the Act and Section
17-31-105 of the Supplement.

7.

PRINCIPAL PLACE OF BUSINESS. The DAO’s principal place of business will be as stated
in the DAO’s formation documents or as selected by the Members.

8.

THE MEMBERS. Members are the owners of the DAO. Members are not entitled to
compensation for services furnished to the DAO in the Member’s capacity as a Member. Each
Member’s membership interest is calculated by dividing the member’s contribution of digital
assets to the DAO by the total amount of digital assets contributed to the DAO at the time of the
vote. An unauthorized transfer of a Member’s interest could create a substantial hardship for the
DAO. Consequently, the Members agree to the restrictions and procedures affecting the
ownership and transfer of the Members’ interests as identified in the Act, the Supplement, and
this Agreement. The Members acknowledge these restrictions are not intended to penalize, but
rather are intended to protect and preserve the existing trust-based relationships, the DAO’s
capital, and the DAO’s financial ability to continue its operations.

9.

ADMISSION OF ADDITIONAL MEMBERS. Pursuant to Section 17-29-401 of the Act and
this Agreement, Members may only be admitted to the DAO through the transfer of a Member’s
current interest under Article VII. Prior to being admitted as a Member, the prospective
Member(s) may be required to establish and maintain certain digital infrastructure.
Any attempt to admit a new Member must adhere to the underlying smart contract and
blockchain ecosystem of the DAO.

10.

VOTING. The Members agree that any vote of the Members shall be calculated based on
membership interests held by each Member at the time of the vote. Any vote under this Section
may occur, provided a quorum of the membership interests is present for the vote. Pursuant to
Subsection 17-31-111(a)(iii) of the Supplement, a quorum exists when a super majority of all
membership interests entitled to vote is present. A super majority shall be defined from here forth
as greater or equal to 60% of outstanding voting interests.

11.

UNDERLYING SMART CONTRACT. The Members acknowledge and agree that, pursuant to

Section 17-31-106 of the Supplement, the underlying smart contract governs the operations of the
DAO is https://allo.info/application/920012038. All legal documents and other relevant
information for the DAO will be publicly hosted at https://asset.lofty.ai/LFTY0086. In the event
of any conflict between the Articles and the underlying smart contract, the smart contract will
govern. In the event of any conflict between the Articles and this Agreement, the Articles will
govern. In the event of any conflict between this Agreement and the underlying smart contract,
the smart contract will govern. Any time the underlying smart contract is updated or changed, the
Members shall cause the Articles and this Agreement to be amended accordingly.
12.

ACTIONS BY WRITTEN CONSENT. Any action required or permitted to be taken at any

DAO Operating

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