Cleveland by Jay

Catalyst Seed

Written by

Keegan Rosett

in

,

Investment Agreement

 

Between:

 

Investor(s):

and

J. Silva Ecosystem (“Ecosystem”), represented by:

Jay Augusto Silva (João Augusto Rosa e Silva)

Founder & Managing Partner of:

  • GeegTech Co. – U.S.-based operator of 20 short-term rental units in Cleveland, Ohio

  • Catalyst Win Consulting – Brazil sole proprietorship coordinating investment and franchise operations

  • Studio.Haus – Boutique Airbnb-style franchise brand (50% owned by J. Silva)

  • CEO’s Grind Podcast – Media and growth platform (60% owned by J. Silva)

 

 

1. Purpose of the Investment

 

The Investor contributes USD $10,000 (Ten Thousand Dollars) into the J. Silva Ecosystem.

The funds will be strategically applied across interrelated projects managed under the ecosystem umbrella, including:

  1. Perlamar Garden’s Villa — a flagship mixed-use lifestyle development in Jardim Perlamar, Araçoiaba da Serra, São Paulo, designed by Studio 23 and coordinated by Catalyst Win Consulting.

    • Goal: Complete foundation, showroom, and billboard installation, establishing visible proof of project activity.

    • Supported by partners such as Santander, CBVA (Brazilian Confederation of Adapted Volleyball), and CEO’s Grind.

     

  2. Quatá 751 (Vila Olímpia, São Paulo) — Studio.Haus franchise location.

    • Goal: Finalize renovation and operational launch to establish a revenue-producing showcase unit, even if a third-party franchisee has not yet been finalized.

     

 

This investment empowers the Ecosystem to allocate resources to whichever project phase most efficiently advances brand growth and asset performance.

 

2. Nature of Investment and Returns

 

  • This is a private investment in the J. Silva Ecosystem, not a purchase of equity or franchise rights.

  • The Investor receives a guaranteed return of 9% per annum, commencing 30 days after the date of investment.

  • Once the São Paulo unit (Quatá 751) or another designated project begins generating operational revenue, returns increase to 2% monthly (≈24% annualized), based on the Studio.Haus franchise yield model proven in similar operations.

  • Payments are made monthly to the Investor via electronic transfer or Stripe payout, as applicable.

 

 

3. Guarantee & Conversion Clause

 

  • The investment is backed by the performance and distributable returns of GeegTech Co., which serves as the parent operating entity for the J. Silva Ecosystem.

  • In the event that the São Paulo franchise project or any related Studio.Haus initiative does not reach operational status within a commercially reasonable period, the investment automatically converts into a holding equivalent to a 9% annual dividend position in GeegTech Co., calculated on the original investment amount of USD $10,000.

  • This conversion represents the Investor’s continued participation in the broader ecosystem and replaces any project-specific return schedule.

  • As with any investment of this nature, there are no personal guarantees and no assurance of principal protection beyond the financial performance of the company. Returns are contingent upon the profitability and cash flow of GeegTech Co. and its subsidiaries.

 

 

4. Term & Governance

 

  • Returns begin 30 days post-funding and continue until full repayment of principal plus accrued returns.

  • This agreement is governed by the laws of the State of Ohio (U.S.), with recognition of Brazilian jurisdiction for matters relating to physical assets located in Brazil.

 

 

5. Relationship of the Parties

 

  • The Investor is a private partner and early-stage backer of the J. Silva Ecosystem.

  • No ownership, management, or voting rights are implied by this contribution.

  • Participation is open only to like-minded individuals who align with the values and vision of the Ecosystem.

 

 

6. Acknowledgement

 

The Investor understands that this investment supports the development of early-stage hospitality, media, and real estate projects under the J. Silva Ecosystem. While returns are guaranteed by Jay Silva and GeegTech Co., all projects are subject to standard business risks inherent to startup environments.

 

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