Limited Liability Company Agreement

　　13.2 books of account and records. proper and complete records and books of account shall be kept or shall be caused to be kept by the manager, in which shall be entered fully and accurately all transactions and other matters relating to the company's business in such detail and completeness as is customary and usual for businesses of the type engaged in by the company. such books and records shall be maintained as provided in section 9.10. the books and records shall at all times be maintained at the principal executive office of the company and shall be open to the reasonable inspection and examination of the equity owners or their duly authorized representatives during reasonable business hours.

　　13.3 application of state law. this agreement, and the application and interpretation hereof, shall be governed exclusively by its terms and by the laws of the state, and specifically the act.

　　13.4 waiver of action for partition. each equity owner irrevocably waives during the term of the company any right that it may have to maintain any action for partition with respect to the company property.

　　13.5 amendments. this agreement may be amended only with the written agreement of members holding not less than ninety percent (90%) of the voting interests. no amendment which has been agreed to in accordance with the preceding sentence shall be effective to the extent that such amendment has a material adverse effect upon one or more equity owners who did not agree in writing to such amendment. for purposes of the preceding sentence, 'material adverse effect' shall mean any modification of the relative rights to distributions by the company (including allocations of profits and losses which are reflected in the capital accounts). without limiting the generality of the foregoing: an amendment which has a proportionate effect on all equity owners (or in the case of a redemption of ownership interests or issuance of additional ownership interests, an amendment which has a proportionate effect on all equity owners immediately after such redemption or issuance) with respect to their rights to distributions shall be deemed to not have a material adverse effect on equity owners who do not agree in writing to such amendment. notwithstanding the foregoing provisions of this section 13.5, no amendment shall be made to a provision herein which requires the vote, approval or consent of the members holding more than ninety percent (90%) of the voting interests, unless members holding such greater voting interests approve of such amendment.