Limited Liability Company Agreement

　　3.5. de minimis adjustments. if the amount of any adjustment of the purchase price per share required pursuant to this section 3 would be less than $.02, such amount shall be carried forward and adjustment with respect thereto made at the time of and together with any subsequent adjustment which, together with such amount and any other amount or amounts so carried forward, shall aggregate a change in the purchase price of at least $.02 per share. all calculations under this warrant shall be made to the nearest .001 of a cent or to the nearest onehundredth of a share, as the case may be.

　　3.6. abandoned dividend or distribution. if the company shall take a record of the holders of its common stock for the purpose of entitling them to receive a dividend or other distribution (which results in an adjustment to the purchase price under the terms of this warrant) and shall, thereafter, and before such dividend or distribution is paid or delivered to stockholders entitled thereto, legally abandon its plan to pay or deliver such dividend or distribution, then any adjustment made to the purchase price and number of shares of common stock purchasable upon warrant exercise by reason of the taking of such record shall be reversed, and any subsequent adjustments, based thereon, shall be recomputed.

　　3.7. ipo restructuring. notwithstanding anything else contained in this warrant, upon the occurrence of an ipo, this warrant, including the purchase price and the number of common units being offered under this warrant, as adjusted, shall be adjusted and converted into a warrant entitling the holder to purchase that number of shares of common stock as shall be determined in accordance with the ratio used to convert the common units into common stock upon the ipo, and that the purchase price shall be adjusted accordingly to reflect the conversion.

　　4. consolidation, merger, etc.

　　4.1. adjustments for consolidation, merger, sale of assets, reorganization, etc. in case the company after the date hereof (a) shall consolidate with or merge into any other person and shall not be the continuing or surviving corporation of such consolidation or merger, or (b) shall permit any other person to consolidate with or merge into the company and the company shall be the continuing or surviving person but, in connection with such consolidation or merger, the common stock or other securities shall be changed into or exchanged for stock or other securities of any other person or cash or any other property, or (c) shall transfer all or substantially all of its properties or assets to any other person, or (d) shall effect a capital reorganization or reclassification of the common stock or other securities, then, and in the case of each such transaction, proper provision shall be made so that, upon the basis and the terms and in the manner provided in this warrant, the holder of this warrant, upon the exercise hereof at any time after the consummation of such transaction, shall be entitled to receive (at the aggregate purchase price in effect at the time of such consummation for all common stock or other securities issuable upon such exercise immediately prior to such consummation), in lieu of the common stock or other securities issuable upon such exercise prior to such consummation, the highest amount of securities, cash or other property to which such holder would actually have been entitled as a stockholder upon such consummation if such holder had exercised this warrant immediately prior thereto, subject to adjustments (subsequent to such consummation) as nearly equivalent as possible to the adjustments provided for in sections 3 through 5.