Common use of MEMBERSHIP UNITS; MEMBERS Clause in Contracts

MEMBERSHIP UNITS; MEMBERS. 19 6.1 Membership Units 19 6.2 Certificates; Surrender for Transfer 20 6.3 Members 20 6.4 Additional Members 20 6.5 Members’ Voting Rights 20 6.6 Member Meetings 20 6.7 Place of Meeting 20 6.8 Conduct of Meetings 20 6.9 Notice 20 6.10 Contents of Notice 21 6.11 Adjourned Meetings 21 6.12 Waiver of Notice 21 6.13 Fixing of Record Date 21 6.14 Quorum and Proxies 21 6.15 Voting; Action by Members 21 6.16 Termination of Membership 22 6.17 Continuation of the Company 22 6.18 No Member Right of Redemption or Return of Capital 22 6.19 Waiver of Dissenters Rights 22 6.20 Loans 22 6.21 Limitation of Ownership 22 ARTICLE VII. ACCOUNTING, BOOKS AND RECORDS 22 7.1 Accounting, Books and Records 22 7.2 Delivery to Members and Inspection 23 7.3 Reports 23 7.4 Tax Matters 24 ii Page

MEMBERSHIP UNITS; MEMBERS. 19 20 6.1 Membership Units 19 20 6.2 Certificates; Surrender for Transfer 20 21 6.3 Members 20 21 6.4 Additional Members 20 21 6.5 Members’ Voting Rights 20 21 6.6 Member Meetings 20 21 6.7 Place of Meeting 20 21 6.8 Conduct of Meetings 20 21 6.9 Notice 20 21 6.10 Contents of Notice 21 22 6.11 Adjourned Meetings 21 22 6.12 Waiver of Notice 21 22 6.13 Fixing of Record Date 21 22 6.14 Quorum and Proxies 21 22 6.15 Voting; Action by Members 21 22 6.16 Termination of Membership 22 23 6.17 Continuation of the Company 22 23 6.18 No Member Right of Redemption or Return of Capital 22 23 6.19 Waiver of Dissenters Rights 22 23 6.20 Loans 22 23 6.21 Limitation of Ownership 22 23 ARTICLE VII. ACCOUNTING, BOOKS AND RECORDS 22 23 7.1 Accounting, Books and Records 22 23 7.2 Delivery to Members and Inspection 23 24 7.3 Reports 23 24 7.4 Tax Matters 24 25 ii PagePage ARTICLE VIII. AMENDMENTS 25 8.1 Amendments 25 ARTICLE IX. TRANSFERS 26 9.1 Restrictions on Transfers 26 9.2 Permitted Transfers 26 9.3 Conditions Precedent to Transfers 26 9.4 Prohibited Transfers 27 9.5 No Dissolution or Termination 27 9.6 Prohibition of Assignment 27 9.7 Rights of Unadmitted Assignees 28 9.8 Admission of Substitute Members 28 9.9 Representations Regarding Transfers 28 9.10 Distributions And Allocations In Respect of Transfer Units 29 9.11 Additional Members 29

MEMBERSHIP UNITS; MEMBERS. 19 6.1 Membership Units 19 6.2 Certificates; Surrender for Transfer 20 19 6.3 Members 20 19 6.4 Additional Members 20 19 6.5 Members’ Voting Rights 20 6.6 Member Meetings 20 6.7 Place of Meeting 20 6.8 Conduct of Meetings 20 6.9 Notice 20 6.10 Contents of Notice 21 20 6.11 Adjourned Meetings 21 20 6.12 Waiver of Notice 21 20 6.13 Fixing of Record Date 21 6.14 Quorum and Proxies 21 6.15 Voting; Action by Members 21 6.16 Termination of Membership 22 21 6.17 Continuation of the Company 22 21 6.18 No Member Right of Redemption or Return of Capital 22 21 6.19 Waiver of Dissenters Rights 22 21 6.20 Loans 22 6.21 Limitation of on Ownership 22 ARTICLE VII. ACCOUNTING, BOOKS AND RECORDS 22 7.1 Accounting, Books and Records 22 7.2 Delivery to Members and Inspection 23 22 7.3 Reports 23 22 7.4 Tax Matters 23 ARTICLE VIII. AMENDMENTS 23 8.1 Amendments 23 ARTICLE IX. TRANSFERS 23 9.1 Restrictions on Transfers 23 9.2 Permitted Transfers 23 9.3 Right of First Refusal 23 9.4 Conditions Precedent to Transfers 24 ii Page9.5 Prohibited Transfers 25 9.6 No Dissolution or Termination 25 9.7 Prohibition of Assignment 25 9.8 Rights of Unadmitted Assignees 26 9.9 Admission of Substitute Members 26 9.10 Representations Regarding Transfers 26 9.11 Distributions And Allocations In Respect of Transfer Units 27 9.12 Additional Members 27

MEMBERSHIP UNITS; MEMBERS. 19 6.1 Membership Units 19 6.2 Certificates; Surrender for Transfer 20 19 6.3 Members 20 19 6.4 Additional Members 20 19 6.5 Members’ Voting Rights 20 19 6.6 Member Meetings 20 19 6.7 Place of Meeting 20 19 6.8 Conduct of Meetings 20 6.9 Notice 20 6.10 Contents of Notice 21 20 6.11 Adjourned Meetings 21 20 6.12 Waiver of Notice 21 20 6.13 Fixing of Record Date 21 20 6.14 Quorum and Proxies 21 6.15 Voting; Action by Members 21 6.16 Termination of Membership 22 21 6.17 Continuation of the Company 22 21 6.18 No Member Right of Redemption or Return of Capital 22 21 6.19 Waiver of Dissenters Rights 22 21 6.20 Loans 22 6.21 Limitation of Ownership 22 21 ARTICLE VII. ACCOUNTING, BOOKS AND RECORDS 22 21 7.1 Accounting, Books and Records 22 21 7.2 Delivery to Members and Inspection 23 22 7.3 Reports 23 22 7.4 Tax Matters 22 ARTICLE VIII. AMENDMENTS 23 8.1 Amendments 23 ARTICLE IX. TRANSFERS 23 ii Page 9.1 Restrictions on Transfers 23 9.2 Permitted Transfers 23 9.3 Conditions Precedent to Transfers 23 9.4 Prohibited Transfers 24 ii Page9.5 No Dissolution or Termination 25 9.6 Prohibition of Assignment 25 9.7 Rights of Unadmitted Assignees 25 9.8 Admission of Substitute Members 25 9.9 Representations Regarding Transfers 25 9.10 Distributions And Allocations In Respect of Transfer Units 26 9.11 Additional Members 26

MEMBERSHIP UNITS; MEMBERS. 19 6.1 Membership Units 19 6.2 Certificates; Surrender for Transfer 20 19 6.3 Members 20 19 6.4 Additional Members 20 19 6.5 Members’ Voting Rights 20 19 6.6 Member Meetings 20 6.7 Place of Meeting 20 6.8 Conduct of Meetings 20 6.9 Notice 20 6.10 Contents of Notice 21 20 6.11 Adjourned Meetings 21 20 6.12 Waiver of Notice 21 20 6.13 Fixing of Record Date 21 6.14 Quorum and Proxies 21 6.15 Voting; Action by Members 21 6.16 Termination of Membership 22 21 6.17 Continuation of the Company 22 21 6.18 No Member Right of Redemption or Return of Capital 22 21 6.19 Waiver of Dissenters Rights 22 21 6.20 Loans 22 6.21 Limitation of Ownership 22 21 ARTICLE VII. ACCOUNTING, BOOKS AND RECORDS 22 7.1 Accounting, Books and Records 22 7.2 Delivery to Members and Inspection 23 22 7.3 Reports 23 22 7.4 Tax Matters 23 ARTICLE VIII. AMENDMENTS 23 8.1 Amendments 23 ARTICLE IX. TRANSFERS 23 9.1 Restrictions on Transfers 23 9.2 Permitted Transfers 23 9.3 Conditions Precedent to Transfers 24 ii Page9.4 Prohibited Transfers 25 9.5 No Dissolution or Termination 25 9.6 Prohibition of Assignment 25 9.7 Rights of Unadmitted Assignees 25 9.8 Admission of Substitute Members 25 9.9 Representations Regarding Transfers 26 9.10 Distributions And Allocations In Respect of Transfer Units 27 9.11 Additional Members 27