EX1A-3 HLDRS RTS 5 geta_ex3z1.htm FORM OF SERIES DESIGNATION SERIES DESIGNATION

EXIHIBIT A: FORM OF SERIES DESIGNATION

 

In accordance with the Limited Liability Company Agreement of Getaway Collection LLC (the "Company") dated 07/06/2022 (the "Agreement") and upon the execution of this designation by the Company and Sucasa Technologies, Inc. in its capacity as Managing Member of the Company and Initial Member of [SERIES], a series of Getaway Collection LLC ("[SERIES]"), this exhibit shall be attached to, and deemed incorporated in its entirety into, the Agreement.

 

References to Sections and ARTICLES set forth herein are references to Sections and ARTICLES of the Agreement, as in effect as of the effective date of establishment set forth below.

 

Name of Series

[SERIES], a series of Getaway Collection LLC

 

 

Effective date of establishment

07/06/2022

 

 

Managing Member

Sucasa Technologies, Inc. was appointed as the Managing Member of [SERIES] with effect from the date of the Agreement and shall continue to act as the Managing Member of [SERIES] until dissolution of [SERIES] pursuant to Section 11.1(b) or its removal and replacement pursuant to Section 4.3 or ARTICLE X

 

 

Initial Member

Sucasa Technologies, Inc.

 

 

Series Asset

The Series Assets of [SERIES] shall comprise a property at [SERIES ADDRESS], which will be acquired by [SERIES] upon the close of the Initial Offering and any assets and liabilities associated with such asset and such other assets and liabilities acquired by [SERIES] from time to time, as determined by the Managing Member in its sole discretion

 

 

Asset Management Fee

As stated in Section 6.3

 

 

Property Manager

Getaway PM LLC

 

 

Property Management Fee

As stated in Section 5.10

 

 

Purpose

As stated in Section 2.4

 

 

Issuance

Subject to Section 6.3(a)(i), the maximum number of [SERIES] Interests the Company can issue is 5,731

 

 

Number of [SERIES] Interests held by the Managing Member and its Affiliates

The Managing Member may purchase a maximum of 51% of [SERIES] Interests through the Offering

 

 

Broker

Dalmore Group, LLC

 

 

Brokerage Fee

Up to 1.00% of the purchase price of the Interests from [SERIES] sold at the Initial Offering of the [SERIES] Interests (excluding the [SERIES] Interests acquired by any Person other than Investor Members)


 

Interest Designation

No Interest Designation shall be required in connection with the issuance of [SERIES] Interests

 

 

Voting

Subject to Section 3.5, the [SERIES] Interests shall entitle the Record Holders thereof to one vote per Interest on any and all matters submitted to the consent or approval of Members generally. No separate vote or consent of the Record Holders of [SERIES] Interests shall be required for the approval of any matter, except as required by the Delaware Act or except as provided elsewhere in this Agreement.

 

The affirmative vote of the holders of not less than a majority of the [SERIES] Interests then Outstanding shall be required for:

 

(a)any amendment to this Agreement (including this Series Designation) that would adversely change the rights of the [SERIES] Interests; 

 

(b)mergers, consolidations or conversions of [SERIES] or the Company; and 

 

(c)all such other matters as the Managing Member, in its sole discretion, determines shall require the approval of the holders of the Outstanding [SERIES] Interests voting as a separate class. 

 

Notwithstanding the foregoing, the separate approval of the holders of [SERIES] Interests shall not be required for any of the other matters specified under Section 12.1

 

 

Splits

There shall be no subdivision of the [SERIES] Interests other than in accordance with Section 3.7

 

 

Sourcing Fee

Defined in Use of Proceeds, which may be waived by the Managing Member in its sole discretion

Other rights

Holders of [SERIES] Interests shall have no conversion, exchange, sinking fund, appraisal rights, no preemptive rights to subscribe for any securities of the Company and no preferential rights to distributions of [SERIES] Interests

 

 

Officers

There shall initially be no specific officers associated with [SERIES], although, the Managing Member may appoint Officers of [SERIES] from time to time, in its sole discretion

 

 

Aggregate Ownership Limit

As stated in Section 1.1

 

 

Minimum Interests

1 Interests per Member

 

 

Fiscal Year

As stated in Section 8.2

 

 

Information Reporting

As stated in Section 8.1(c)

 

 

Termination

As stated in Section 11.1(b)

 

 

Liquidation

As stated in Section 11.3

 

 

Amendments to this Exhibit

As stated in ARTICLE XII


IN WITNESS WHEREOF, this Agreement has been executed as of the date first written above.

 

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