Limited Liability Company Agreement

　　9.4 distributions. except as provided in sections 8.3(c) (with respect to liquidating distributions), section 10.5 with respect to the put right, and section 9.5 (with respect to limitations on distributions), the manager shall distribute distributable cash to the equity owners not less frequently than quarterly as follows:

　　(a) distributions made before the dissolution of the company shall be to the holders of the common units, proportionately.

　　(b) distributions made after the dissolution of the company shall be to the equity owners in accordance with their positive capital accounts, provided, however, that all liquidating distributions shall be made first to the holders who hold preferred units at the time of dissolution, if any, until such holders have received a liquidating distribution equal to $,_________ per preferred unit plus the accretion amount.

　　9.5 limitation upon distributions. no distribution shall be made if such distribution would violate the act.

　　9.6 accounting principles. for financial reporting purposes, the company shall use accounting principles applied in accordance with generally accepted accounting principles using the accrual method of accounting, unless the company is required to use a different method of accounting for federal income tax purposes, in which case that method of accounting shall be the company's method of accounting.

　　9.7 interest on and return of capital contributions. no member shall be entitled to interest on its capital contribution or to return of its capital contribution, except as otherwise specifically provided for herein.

　　9.8 loans to company. nothing in this agreement shall prevent any member from making secured or unsecured loans to the company by agreement with the company.

　　9.9 accounting period. the company's accounting period shall be the fiscal year.

　　9.10 records and reports. at the expense of the company, the manager shall maintain records and accounts of all operations and expenditures of the company as follows:

　　(a) at a minimum the company shall keep at its principal place of business the following records:

　　(1) a current list of the full name and last known business, residence, or mailing address of each equity owner and manager, both past and present;

　　(2) a copy of the certificate of formation of the company and all amendments thereto, together with executed copies of any powers of attorney pursuant to which any amendment has been executed;

　　(3) copies of the company's federal, state, and local income tax returns and reports, if any, for the four (4) most recent fiscal years;