Exhibit 3.7
SERIES DESIGNATION OF
212 S Park St
In accordance with the Limited Liability Company Agreement of PSFNetwork MasterSeries LLC (the “Company”) dated March 13, 2026 (the “Agreement”) and upon the execution of this designation by the Company and PSFNetwork Holding LLC, in its capacity as Managing Member of the Company and 212 S Park St a series of PSFNetwork MasterSeries LLC (“212 S Park St”), 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 | 212 S Park St, a series of PSFNetwork MasterSeries LLC | |
| Effective Date of Establishment | September 2, 2026 | |
| Managing Member | PSFNetwork Holding LLC was appointed as the Managing Member of 212 S Park St with effect from the date of the Agreement and shall continue to act as the Managing Member of 212 S Park St until dissolution of 212 S Park St pursuant to Section 11.1(b) or its removal and replacement pursuant to Section 4.3 or ARTICLE X | |
| Initial Member | PSFNetwork Holding LLC, having received 1 212 S Park St Interests. | |
| Series Asset | The Series Asset of 212 S Park St shall comprise the multi-family residence located at 212 S Park St, Little Rock, AR 72205 which will be acquired by 212 S Park St upon the close of the Initial Offering and any assets and liabilities associated with such asset and such other assets and liabilities acquired by 212 S Park St from time to time, as determined by the Managing Member in its sole discretion | |
| Purpose | As stated in Section 2.4 |
| Issuance | Subject to Section 6.3(a)(i), the maximum number of 212 S Park St Interests the Company can issue is 2,080 | |
| Broker | Rialto Markets LLC | |
| Brokerage Fee | Up to 1% of the purchase price of the Interests from 212 S Park St sold at the Initial Offering of the 212 S Park St Interests (excluding the 212 S Park St Interests acquired by any Person other than Investor Members) | |
| Platform Fee | The Managing Member shall be entitled to collect an amount equal to 2.5% of the purchase price of the Underlying Asset of the Series 212 S Park St as compensation for technology, hosting, and platform operations. | |
| Fees Payable to the Manager | All expenses associated with the Offering Expenses and the Acquisition Expenses of the Series Asset above $17,505 shall be borne by the Managing Member without reimbursement by the Series. For ongoing management of the Series Asset, the Managing Member shall be entitled to an Asset Management Fee equal to 10% of the gross rental income generated by the Series Asset on an annualized basis. | |
| Interest Designation | No Interest Designation shall be required in connection with the issuance of 212 S Park St Interests | |
| Voting | Subject to Section 3.5, the 212 S Park St 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 212 S Park St 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 212 S Park St 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 212 S Park St Interests; | ||
| (b) mergers, consolidations or conversions of 212 S Park St 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 212 S Park St Interests voting as a separate class. | ||
| Notwithstanding the foregoing, the separate approval of the holders of 212 S Park St Interests shall not be required for any of the other matters specified under Section 12.1 | ||
| Splits | There shall be no subdivision of the 212 S Park St Interests other than in accordance with Section 3.7 |
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| Other rights | Holders of 212 S Park St 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 212 S Park St Interests | |
| Officers | There shall initially be no specific officers associated with 212 S Park St, although, the Managing Member may appoint Officers of 212 S Park St 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 |
| PSFNETWORK MASTERSERIES LLC | ||
| By its Managing Member: PSFNETWORK HOLDING LLC | ||
| By its manager, PSFNetwork, Inc. | ||
| By: | /s/ Omar ElGhazaly | |
| Omar ElGhazaly | ||
| Title: | Authorized Person | |
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