With regard to point 3
…"4. Terms of the DROP Tokens
A. The DROP Tokens shall have the terms and conditions described in the
Offering Materials, which will be available to the Investor for review.
B. The DROP Tokens will not have a fixed maturity. Rather, Underlying
Assets will be generated, and collections will be made in respect of the Underlying
Assets, by the Issuer on an ongoing basis. The Investor will not receive any payments
of principal or interest in respect of any DROP Tokens until such time as the Investor
elects to redeem such DROP Tokens in the manner described herein. Until such
redemption, all amounts payable to the Investor in connection with the DROP Tokens
will be either (i) held in cash by the Issuer, free and clear of any liens or encumbrances,
or (ii) deployed by the Issuer to fund the generation of new Underlying Assets.
C. The Investor, and each holder of DROP Tokens, may redeem all or a
portion of their respective DROP Tokens by triggering redemption of all or a portion
thereof (each, a “Redemption Request”) in accordance with the Terms of the DROP
Tokens (as defined below). The Investor may submit no more than one Redemption
Request per each specified redemption period (each such period, an “Epoch”). The
initial duration of each Epoch will be specified to the Investor in the Executive Summary.
The Issuer may change the duration of subsequent Epochs upon written notice to the
D. Payments of interest and principal by the Issuer to the Investor in
respect of any DROP Tokens will be subject to the terms of (i) the Executive Summary,
including any updates thereto in effect as of the date of the applicable Redemption
Request, and (ii) the smart contracts that govern the Tinlake Protocol (the “Terms of
the DROP Tokens”). The DROP Tokens have a fixed interest rate that gets paid first,
while the TIN Tokens receive the pool’s residual cash flows and are subjected to the
E. Amounts payable by the Issuer to the Investor in respect of each DROP
Token redeemed by the Investor pursuant to a Redemption Request will be paid
promptly, but in any event no later than [two (2)] business days following receipt of such
[ISSUER SERIES] DROP TOKENS SUBSCRIPTION AGREEMENT
Redemption Request; provided, that, in the event that the Issuer has insufficient funds
available to fully satisfy all Redemption Requests received during an Epoch after giving
effect to any Priority Redemptions (as defined below), (i) the Issuer will fulfill the
Redemption Requests received during such Epoch on a pro rata basis among all
redeeming investors in accordance with the amount of their respective Redemption
Requests, and (ii) any DROP Tokens for which a Redemption Request was received
but not fully satisfied in such Epoch (each, a “Priority Redemption”) will be fulfilled in
one or more subsequent Epochs pro rata with any and all other Priority Redemptions
not yet fully satisfied. No amount will be paid by the Issuer in respect of any TIN Token
in any Epoch unless and until all Redemption Requests in respect of DROP Tokens
then outstanding have been fully satisfied, regardless of the Epoch in which the request
for redemption of any TIN Tokens was received.
F. From time to time during the term of this Agreement, the Issuer may
change certain terms and conditions of the Investor’s prospective continuing investment
in the DROP Tokens, including without limitation the ratio of DROP Tokens to TIN
Tokens outstanding, from those terms and conditions described in the Executive
Summary then in effect upon no less than  () weeks written notice, delivered via
email, of any such changes to the Investor.
G. The Investor understands the Investor will not have a security interest in
the assets of the Issuer in connection with their purchase of the DROP Tokens, and that
the DROP Tokens are non-recourse to the assets, funds and accounts of Issuer and
any affiliates and subsidiaries thereof, except to the extent of payments actually
received by Issuer in respect of the Underlying Assets.
H. The Investor understands that amounts due in respect of the DROP
Tokens will be payable only to the extent that payments on the Underlying Assets have
been received by Issuer from the Payment Obligors. In each Epoch, amounts due in
respect of the TIN Tokens will be payable only after payments due and payable in
respect of all Redemption Requests then outstanding have been paid in full."…
G and H, even if standard for the industry, seem to me to be a pretty specific part of the terms. These appear to my layman’s eyes, to sever any direct claim by any and all investors on the underlying assets and protect the issuer from any financial risk.