Formation

1.1 Formation. The Company was formed as a limited liability company under the New Mexico Limited Liability Company Act by the filing of its Articles of Organization with the New Mexico Secretary of State, effective April 30, 2026 (Entity ID 0008099712).

1.2 Name. The legal name of the Company is “Frisky Developments LLC.” The Company may conduct business under the assumed/trade name “HostCasa” and such other trade names as the Member may designate.

1.3 Principal Office. The principal mailing address of the Company is 8206 Louisiana Blvd NE, Ste A #9405, Albuquerque, NM 87113, USA, or such other place as the Member may determine.

1.4 Registered Agent. The Company’s registered agent in New Mexico is Republic Registered Agent Services Inc., 8206 Louisiana Blvd NE, Ste A, Albuquerque, NM 87113.

1.5 Term. The Company commenced on its formation date and shall continue perpetually unless dissolved in accordance with this Agreement or applicable law.

Purpose & Powers

2.1 Purpose. The Company is organized to engage in the business of software development, software-as-a-service (SaaS), and digital operations and related professional, technical and consulting services (operating under the HostCasa brand), and to engage in any and all lawful acts or activities for which a limited liability company may be organized in the State of New Mexico.

2.2 Powers. The Company shall have all powers necessary or convenient to carry out its purposes, including the power to contract, hold and dispose of property, open and maintain bank and payment-processor accounts, and otherwise conduct business.

The Member

3.1 Sole Member. The sole member of the Company is Francisco Alvarez, holding a 100% membership interest. The Member’s address of record is 8206 Louisiana Blvd NE, Ste A #9405, Albuquerque, NM 87113, USA.

3.2 Capital Contribution. The Member has contributed, or shall contribute, the initial capital necessary to commence operations. The Member may, but is not obligated to, make additional capital contributions.

3.3 Capital Account. A capital account shall be maintained for the Member reflecting contributions, allocations of profit and loss, and distributions.

3.4 No Personal Liability. The Member shall not be personally liable for the debts, obligations, or liabilities of the Company solely by reason of being a member, except as required by law.

Allocations & Distributions

4.1 Profits and Losses. All profits and losses of the Company shall be allocated entirely to the Member.

4.2 Distributions. Distributions of cash or property shall be made to the Member at such times and in such amounts as the Member determines in their sole discretion, subject to the Company retaining sufficient funds for its obligations.

Management

5.1 Member-Managed. The Company is managed by its Member. The Member has full and exclusive authority to manage and control the business and affairs of the Company and to make all decisions on its behalf.

5.2 Authority & Banking. The Member is authorized to act for and bind the Company, including to open, operate, and close bank accounts and payment-processing accounts (including with Mercury, Stripe, and similar institutions), execute contracts, and appoint agents and officers.

5.3 Officers. The Member may designate officers or authorized signatories and delegate duties as the Member deems appropriate.

Tax Treatment

6.1 Default Classification. The Company is a single-member LLC and, by default, is treated as a disregarded entity for U.S. federal income tax purposes. The Member may elect an alternative classification (e.g., corporation) by filing the appropriate IRS election.

6.2 Foreign-Owned Disregarded Entity. The Member acknowledges that, as a foreign-owned U.S. disregarded entity, the Company is required to obtain an EIN and to file Form 5472 together with a pro forma Form 1120 with the IRS annually, including in years with no income, and to maintain adequate records to support such filings.

Liability & Indemnification

7.1 Limited Liability. Consistent with the New Mexico Limited Liability Company Act, the Member’s liability is limited to the Member’s capital contribution, and the Company’s assets alone shall be liable for its debts and obligations.

7.2 Indemnification. The Company shall, to the fullest extent permitted by law, indemnify and hold harmless the Member (and any officer or agent) against claims, liabilities, and expenses arising from acts performed in good faith on behalf of the Company.

Books, Records & Fiscal Year

8.1 Records. The Company shall maintain complete and accurate books and records at its principal office, separate from the personal records of the Member.

8.2 Fiscal Year. The Company’s fiscal year ends on December 31.

8.3 Separateness. The Member shall keep Company funds and assets separate from personal funds and shall observe formalities sufficient to preserve the Company’s limited liability.

Transfer, Dissolution & Amendment

9.1 Transfer of Interest. The Member may assign, in whole or in part, the membership interest, and may admit additional members, upon a written amendment to this Agreement.

9.2 Dissolution. The Company shall dissolve upon the written election of the Member or as required by law. Upon dissolution, the Company’s assets shall be applied first to creditors, then to the Member.

9.3 Amendment. This Agreement may be amended only by a written instrument executed by the Member.

9.4 Governing Law. This Agreement is governed by the laws of the State of New Mexico. If any provision is held invalid, the remainder shall continue in full force.

9.5 Entire Agreement. This Agreement constitutes the entire operating agreement of the Company and supersedes any prior understanding.