Limited Liability Company Agreement

　　(i) the manager may appoint a controller who shall keep or cause to be kept in the books of the company provided for that purpose a true account of all transactions, and of the assets and liabilities, of the company. the controller shall prepare and submit to the chairman or the president such financial statements and schedules as may be required to keep such officer currently informed of the operations and financial condition of the company, and shall perform such other duties as may be assigned by the manager, the chairman or the president.

　　(j) in case of the absence of any officer of the company, or for any other reason that the manager may deem sufficient, the manager may delegate, for the time being, any or all of the powers or duties of such officer to any other officer.

　　(k) the manager may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the company. such authority may be general or confined to specific instances. no loans shall be contracted on behalf of the company and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the manager. all checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the company shall be signed by the president, or by such officer or officers, agent or agents of the company as authorized by the manager and in such manner as shall from time to time be determined by written resolution of the manager.

　　article 6.

　　rights and obligations of equity owners

　　6.1 limitation of liability. except as otherwise provided by the nonwaivable provisions of the act or by this agreement, no equity owner shall be liable for an obligation of the company solely by reason of being or acting as an equity owner.

　　6.2 list of equity owners. upon written request of any member made in good faith and for a purpose reasonably related to the member's rights as member under this agreement (which reason shall be set forth in the written request), the manager shall provide a list showing the names, addresses and ownership interests of all equity owners. economic interest owners shall have no rights to information under this section 6.2.

　　6.3 equity owners have no agency authority. except as expressly provided in this agreement, the equity owners (in their capacity as equity owners) shall have no agency authority on behalf of the company.

　　6.4 company books. in accordance with section 9.10 herein, the manager shall maintain and preserve, during the term of the company, and for five (5) years thereafter, all accounts, books, and other relevant company documents. upon reasonable request, each member shall have the right, during ordinary business hours, to inspect and copy such company documents at the requesting member's expense.