“LAND TRUST HBUSFL10003 THIS AGREEMENT AND DECLARATION OF TRUST Is made and entered into this April 19th, 2022 between Settlor, Trustee and Beneficiaries. IT IS MUTUALLY AGREED AS FOLLOWS: 1. Trust Property. The Settlor conveys to the Trustee by deed, the property described in the attached Exhibit "A", which said property, herein referred to as "Trust Property", shall be held by the Trustee, in trust and as a fiduciary for the Beneficiaries, for certain uses and purposes attached as Exhibit "B", under the terms of this Agreement. Uses and Purposes may only be amended by the Trustee. 2. Consideration. No consideration was paid by Trustee for such conveyance. The conveyance will be accepted and will be held by Trustee subject to all existing encumbrances, easements, restrictions or other clouds or claims against the title, whether the same are of record or otherwise. 3. Beneficiaries. The persons, as tenants in common, who are holders of Polygon Mainnet Ethereum ERC20 tokens, identified as HBUSFL10003 (the “Ownership Tokens”) with each Ownership Tokens being held in a unique wallet address as further named and described in the attached Exhibit "C" and corresponding to ERC 20 Polygon Mainnet (Ethereum) Smart Contract: 0xD8956CfF335Efc3d168aB2f6376c352f4B9Ee7A7 and the holder of the ERC 721 Polygon Mainnet (Ethereum) Smart Contract Non-Fungible Token (NFT) identified as (the “Occupancy Token”): 0xFd546f9A3bbbfBE0C27607Ac68Cc248C50c4d059 are the Beneficiaries of this Trust as defined in paragraph 4, and as such, shall be entitled to all of the assigned interests, earnings and proceeds of the Trust Property according to their interests set to their respective names. Beneficiaries are subject to change. 4. Interests. The interests of the Beneficiaries shall consist solely of the following rights respecting the Trust Property: For Holders of the Ownership Tokens: a. the right of ownership in the Trust Property equivalent to 0.1% per Ownership Token b. The right to direct the Trustee as specified in this Land Trust, to convey or otherwise deal with the title to the Trust Property as set out herein. c. The right to manage and control the Trust Property assigned to them through the Trustee. d. The right to receive the 100% of proceeds and avails from the exchange, occupancy, sale, mortgage, or other disposition of the Trust Property (the “Proceeds”) equivalent to 0.1% per Ownership Token for such Proceeds. For the holder of the Occupancy Token: a. The exclusive right of occupancy in the Trust Property. b. The right to occupy the Trust Property provided that the Occupancy Token holder at the time of and occupancy period is and remains in the future, in full compliance with any rules, regulations, compliance and obligations related to the Trust Property as set forth by any or administration or body which has authority over the Trust Property (“Body”) and provided that the Occupancy Token holder fulfils all obligations which are specified in ERC 721 Polygon Mainnet (Ethereum) Smart Contract. This includes the requirement to execute any compliance documents required to occupy the Trust Property and completion of any screening process to the satisfaction of the Body. c. The holder of the Ownership Token will not have the right to receive the proceeds and avails from the exchange, occupancy, sale, mortgage, or other disposition of the Trust Property. The foregoing rights shall be deemed to be personal property and may be assigned and otherwise transferred as such. The death of a Beneficiary shall not terminate this Trust or in any manner affect the powers of the Trustee. 5. Powers of Trustee. The Trustee shall have all of the powers allowed to him by the provisions of the 2021 Florida Statutes, Title XL, Chapter 689, Section 071 of the law governing this Trust. a. The Trustee shall specifically have the power to make and execute contracts for the maintenance of the Trust Property as required and shall retain the services of any individual or corporation for the maintenance and operation of the property as required. b. With the consent of the Beneficiary, the Trustee shall have the authority to hold the legal title to all of the Trust Property, and shall have the exclusive management and control of the property as if he were the absolute owner thereof, and the Trustee is hereby given full power to do all things and perform all acts which in his judgment are necessary and proper for the protection of the Trust Property and for the best interest of the Beneficiaries in the property of the Trust, subject to the restrictions, terms, and conditions herein set forth. c. Without prejudice to the general powers conferred on the Trustee hereunder, it is hereby declared that the Trustee shall have the following powers, with the consent of all the Beneficiaries: (1) To sell at via private sale, or otherwise dispose of, the whole of the Trust Property or any part thereof should it be deemed in the judgement of the Trustee to be in the best interest of the Beneficiaries. (2) To oversee the process of providing the right to occupy the whole or any part of the Trust Property with such right to occupy being tied to the single non fungible Occupancy NFT as a beneficiary and which is associated exclusively with the Trust Property. The right to occupy shall be for an indeterminate amount of time and whereby conditions for the right to occupy are established through a smart contract associated with the Occupancy NFT. (3) To make, execute, acknowledge, and deliver all deeds, releases, mortgages, leases, contracts, agreements, instruments, and other obligations of whatsoever nature relating to the Trust Property, and generally to have full power to do all things and perform all acts necessary to make the instruments proper and legal. (4) To collect notes, obligations, dividends, and all other payments that may be due and payable to the Trust; to deposit the proceeds thereof, as well as any other moneys from whatsoever source they may be derived, in any suitable bank or depository, and to draw the same from time to time for the purposes herein provided. (5) To represent the Trust and the Beneficiaries in all suits and legal proceedings relating to the Trust Property in any court of law of equity, or before any other bodies or tribunals; to begin suits and to prosecute them to final judgment or decree; to compromise claims or suits, and to submit the same to arbitration when, in their judgment, such course is necessary or proper. (6) To arrange, pay for and keep in force, in the name and for the benefit of the Trustee, such insurance as the Trustee may deem advisable, in such amounts, and against such risks as deemed necessary by the Trustee. (7) To Refinance the Trust property should in opinion of the Trustee such funding be required for maintenance, repair or other financial requirements of the Trust Property and where the requirement cannot be met through the revenue from the Occupancy Token smart contract. (8) Arrange and pay for services regarding zoning, re-zoning, property usage, property tax classifications. 6. Duties of Trustee. It shall be the duty of the Trustee in addition to the other duties herein imposed upon them: a. Financial Reports if required for Compliance and Audits. b. To keep careful and accurate books showing the receipts and disbursements of the Trust and also of the Trust Property, and such other items as they may deem of importance or as the Beneficiaries hereunder may require. c. To keep books of the Trust open to the inspection of the Beneficiaries and to make such books available for inspection on a web site as per paragraph 26. d. To sell the Trust Property and distribute the proceeds arising from a sale if a sale of the Trust Property is deemed to be in the best interest of the Beneficiaries. 7. Compensation of the Trustee. The Trustee shall be compensated for his actions solely as Trustee acting on the instructions of the Beneficiaries as defined herein and will be paid a base amount of US$50.00 per year plus reasonable hourly compensation as defined in the 2021 Florida Statutes, Title XL, Chapter 689, Section 071. The Trustee will have the duty to provide the Beneficiaries with details of work undertaken and to provide such details as a Notice per paragraph 26. 8. Liability of Trustee. The Beneficiaries agree to indemnify, hold harmless and defend the Trustee from any and all liability incurred in his capacity as Trustee. If the Trustee shall pay or incur any liability to pay any money on account of this Trust, or incur any liability to pay any money on account of being made a party to any litigation as a result of holding title to the Trust Property or otherwise in connection with this Trust, without regard to the cause of action asserted or complaint filed, the Beneficiaries, jointly and severally, agree that the Trustee will have the absolute right to draw on any reserves of the Trust Property held by any party to pay such payments or liabilities, his expenses incurred in connection therewith including reasonable attorneys' fees, and any other sums advanced by the Trustee on behalf of the Trust for any reason whatsoever. These amounts, if not immediately paid to the Trustee, shall bear interest at the rate of ten (10%) percent per annum until paid in full. These amounts and any compensation due to the Trustee, until paid in full to the Trustee, shall constitute a lien on the Trust Property. Further, as long as these amounts or any compensation due to the Trustee remain unpaid, the Trustee shall not have any obligation to take any action with regard to the Trust Property. 9. Resignation or Death of the Trustee and Successor. The Trustee may resign by giving written notice to HouseBit Corp (Delaware) (“HouseBit”) or its assign, acting solely as a fiduciary for this purpose on behalf of the Beneficiaries, of his intention to resign. HouseBit on behalf of the Beneficiaries shall appoint a new Trustee in the event of his resignation and to file any required notice of change of Trustee with the office of register of deeds of the county in which the Trust Property is located. In the event of the death of the Trustee, HouseBit will have the right and responsibility within 30 days to appoint a new Trustee. All notices or changes related to the Trustee shall be published on a web site or successor web site as per paragraph 26 within 10 days of such notice or change. A successor Trustee shall have all of the rights, duties and powers of the original Trustee as if the successor Trustee was the original Trustee. The removal, resignation, dissolution or death of the Trustee shall not affect the lien of the Trustee upon the Trust Property for compensation or expenses owed to the Trustee. 10. Exculpation. The Trustee shall have no power to bind the Beneficiaries personally and, in every written contract he may enter into, reference shall be made to this declaration; and any person or corporation contracting with the Trustee, as well as any beneficiary, shall look to the funds and the Trust Property for payment under such contract, or for the payment of any debt, mortgage, judgment, or decree, or for any money that may otherwise become due or payable, whether by reason of failure of the Trustee to perform the contract, or for any other reason, and neither the Trustee nor the Beneficiaries shall be liable personally therefor. 11. Income Tax Returns. The Trustee shall be obligated to file any income tax returns with respect to the Trust, as required by law, and the Beneficiaries individually shall report and pay their share of income taxes on the earnings and avails of the Trust Property or growing out of their interest under this Trust. 12. Assignment. The interest of a Beneficiary, or any part of that interest, may be transferred through electronic transfer of the Beneficiary’s Token(s) to another party with such recording on the respective blockchain being sufficient evidence for the Trustee of such transfer. 13. Individual Liability of Trustee. The Trustee shall have no individual liability or obligation whatsoever arising from its ownership, as Trustee, of legal title to the Trust Property, or with respect to any act done or contract entered into or indebtedness incurred by it in dealing with the Trust Property or in otherwise acting under this Agreement, except only as far as the Trust Property and any trust funds in the actual possession of the Trustee shall be applicable to the payment and discharge of that liability or obligation. 14. Disclosure of Beneficiaries. The Trustee shall not disclose the identity of any Beneficiary except as may be required by law or at the direction of an order of court issued by a court of competent jurisdiction and any such disclosure shall be limited to the information available to the Trustee available on the Polygon (Ethereum) blockchain related to any wallets addresses holding ERC 20 or ERC 721 Polygon Mainnet (Ethereum) Smart Contract tokens related to this Land Trust. 15. Recording of Agreement. This Land Trust Agreement shall not be placed of record in any jurisdiction. If this agreement is placed of record, then it shall not be notice of any interest which may affect the title or the powers of the Trustee. 16. Entire Agreement. This Agreement contains the entire understanding between the parties and may not be amended, revoked, or terminated except as provided for in this Agreement. 17. Governing Law. This agreement, and all transactions contemplated hereby, shall be governed by, construed, and enforced in accordance with the laws of the State of Florida. The parties herein waive trial by jury and agree to submit to the personal jurisdiction and venue of a court of subject matter jurisdiction located in the County of Miami Dade County and in the State of Florida. In the event that litigation results from or arises out of this Agreement performance thereof, the parties agree to reimburse the prevailing party's reasonable attorney's fees, court costs, and all other expenses, whether or not taxable by the court as costs, in addition to any other relief to which the prevailing party may be entitled. In such event, no action shall be entertained by said court or any court of competent jurisdiction if filed more than one year subsequent to the date the cause(s) of action actually accrued regardless of whether damages were otherwise as of said time calculable 18. Binding Effect. The terms and conditions of this Agreement shall inure to the benefit of and be binding upon any successor trustee under It, as well as upon the executors, administrators, heirs, assigns and all other successors in interest of the Beneficiaries. 19. Trustee's Liability to Beneficiaries. The Trustee shall not be liable to the Beneficiaries for the value of their respective beneficial interests only to the extent of the property held in Trust by him hereunder and the Beneficiaries shall enforce such liability only against the Trust Property and not against the Trustee personally. 20. Annual Statements. There shall be no annual meeting of the Beneficiaries, but the Trustee shall prepare an annual report of their receipts and disbursements for the fiscal year preceding, which fiscal year shall coincide with the calendar year, and a copy of the report shall be made available on a web site established by the Trustee as per paragraph 26. 21. Right of Transfer of the Trust Property. Should any legal person hold all Ethereum Smart Contract tokens related to the Trust Property (the “Legal Person”) and can provide cryptographic evidence of such to the satisfaction of the Trustee, they will have the right to direct the Trustee to transfer the deed (or if the deed has not yet been issued, the right to the deed after it is issued) of the Trust Property to any legal person within the limits of the law. The Legal Person will be responsible for all costs associated with the transfer of the deed without limitation including any costs associated with the dissolution of the Land Trust and must contact the Trustee at landtrust@housebit.com to initiate this process. Upon completion of the transfer, the Trustee will terminate the Land Trust. 22. Termination. This Trust may not be terminated at except up disposition of the Property or as required by law. 23. Notice. Any notice that is given in connection with this Land Trust Agreement shall be given to the Trustee via the HouseBit web site (www.housebit.com) or successor web site and as such shall be deemed to be validly given. The Trustee will be obliged to publish any such notice including but not limited to, legal notices, financial statements and property updates on the HouseBit web site or successor web site within 10 days of receipt or availability and such notices will be deemed to be validly delivered to the Beneficiaries.   Exhibit A – Legal Description of the Trust Property Property Information Folio: 01-4137-051-1280 Sub-Division: THE LOFT DOWNTOWN CONDO Property Address: 234 NE 3 STREET UNIT 2106, MIAMI, FL, 33132, USA PA Primary Zone: 6401 COMMERCIAL Primary Land Use: 0407 RESIDENTIAL - TOTAL VALUE : CONDOMINIUM - RESIDENTIAL Beds / Baths / Half: 1 / 1 / 0 Floors: 0 Living Units: 1 Actual Area: N/A Living Area: 738 Sq.Ft Adjusted Area: 738 Sq.Ft Lot Size: 0 Sq.Ft Year Built: 2005 Land Use And Restrictions Community Development District: NONE Community Redevelopment Area: NONE Empowerment Zone: NORTH CENTRAL Enterprise Zone: CENTRAL Urban Development: INSIDE URBAN DEVELOPMENT BOUNDARY Zoning Code: T6-80-O - Existing Land Use: 180 - RESIDENTIAL PREDOMINANTLY (CONDOMINIUM/ RENTAL APARTMENTS WITH LOWER FLOORS OFFICE AND/OR RETAIL. HIGH DENSITY > 15 DWELLING UNITS PER AC, MULTI-STORY BUILDINGS (GENERALLY MORE THAN 5 STORIES). Assessment Information Year 2021 2020 2019 Land Value: $0 $0 $0 Building Value: $0 $0 $0 Extra Feature Value: $0 $0 $0 Market Value: $161,020 $161,020 $161,020 Assessed Value: $161,020 $161,020 $161,020 Taxable Value Information 2021 2020 2019 COUNTY Exemption Value $0 $0 $0 Taxable Value $161,020 $161,020 $161,020 SCHOOL BOARD Exemption Value $0 $0 $0 Taxable Value $161,020 $161,020 $161,020 CITY Exemption Value $0 $0 $0 Taxable Value $161,020 $161,020 $161,020 REGIONAL Exemption Value $0 $0 $0 Taxable Value $161,020 $161,020 $161,020 Full Legal Description THE LOFT DOWNTOWN CONDO UNIT 2106 UNDIV 0.0045347265% INT IN COMMON ELEMENTS OFF REC 23989-1281 OR 21981-4685 0104 2 COC 24163-4137 12 2005 1 Exhibit B – Purpose of the Trust Property The purpose of this trust is for the Trustee to take and hold title to the property conveyed to the Trustee and to preserve the same until its sale or other disposition as per 2021 Florida Statutes, Title XL, Chapter 689, Section 071. The Trustee shall not undertake any activity which is not strictly necessary to attainment of the foregoing objects and purposes, nor shall the Trustee transact business within the meaning of applicable state law, or any other law, nor shall this Land Trust Agreement be deemed to be, or create or evidence the existence of a corporation, de facto or de jure, or any other type of business trust, or an association in the nature of a corporation, or a co-partnership or joint venture by or between the Trustee and the Beneficiaries. Exhibit C – Beneficiaries 1- The holder of the single ERC 721 Polygon Mainnet (Ethereum) Smart Contract Non-Fungible Token identified as Occupancy Token: 0xFd546f9A3bbbfBE0C27607Ac68Cc248C50c4d059 defined herein at the Occupancy Non-Fungible Token (NFT) and held within a Polygon Mainnet (Ethereum) compatible cryptographic wallet and under its control. 2- Any holders of a minimum of one ERC 20 Polygon Mainnet (Ethereum) Smart Contract token listed in the Polygon Mainnet (Ethereum) Smart Contract identified as Ownership Tokens: 0xD8956CfF335Efc3d168aB2f6376c352f4B9Ee7A7 defined herein as Ownership Tokens and held within a Polygon Mainnet (Ethereum) compatible cryptographic wallet and under its control. IN WITNESS WHEREOF, we have executed this Land Trust Agreement on the day and year first above written. FOR THE BENEFICIARIES: Polygon Mainnet (Ethereum) Smart Contract Creator Wallet Address: 0x1160C4842FF025D9a284aac036926BAa493Ca782 Corresponding Creator Wallet Address Public key: 2b8048f71b93d01df8ddec39f14e501404dc0fb34e494d8ecfeb7d8596ed01281e292192cf1e01d4863a1c8a5f0af0c1b8ef3b62011b1742ff0241f5f8346383 ERC 20 Polygon Mainnet (Ethereum) Smart Contract: 0xD8956CfF335Efc3d168aB2f6376c352f4B9Ee7A7 ERC 721 Polygon Mainnet (Ethereum) Smart Contract: 0xFd546f9A3bbbfBE0C27607Ac68Cc248C50c4d059 FOR THE TRUSTEE: M. Lawry Trevor-Deutsch /s/ Lawry Trevor-Deutsch ACKNOWLEDGEMENT State of Florida County of Miami-Dade BEFORE ME, the undersigned authority, on this day personally appeared Lawry Trevor-Deutsch, known by me to be the person whose name is subscribed to the foregoing instrument, acknowledged and represent to me that he executed same as well as an ECDSA - Elliptic Curve secp256k1 cryptographic digest signature of this Land Trust text-based document expressed in Base64 using the signatory private key associated to the public key as described above and further confirmed the cryptographic signature for the purposes and consideration therein expressed. Given under my hand and seal of office this 19th day of April 2022. /s/ Paulina Casillas Notary Public, State of Florida GC 957941 --- End ---"