Common use of Records, Audits and Reports Clause in Contracts

Records, Audits and Reports. At the expense of the relevant Series, the LLC Managers jointly with the Series Managers associated with such Series shall maintain separate and distinct records and accounts of the operations and expenditures of such Series. At a minimum, the LLC Managers and each Series shall keep at the principal place of business of the Company the following records: (a) True and full information regarding the status of the business and financial condition of such Series and the Company; (b) Promptly after becoming available, a copy of the Company’s and each Series federal, state and local income tax returns for each year; (c) The current list of the name and last known business, residence or mailing address of each Member associated with each Series; (d) A copy of this Agreement, Separate Series Agreements and the Certificate of Formation, together with executed copies of any written powers of attorney pursuant to which this Agreement, Separate Series Agreements and the Certificate of Formation have been executed; (e) True and full information regarding the assets associated with each Series and the debts, liabilities and obligations of such Series. (f) True and full information regarding the amount of cash and a description and statement of the Gross Asset Value of any other property or services contributed by each Member to the Company with respect to such Series and which each Member associated with such Series has agreed to contribute in the future, and the date on which each became a Member; (g) Minutes of any meetings; (h) Any written consents obtained from Members associated with such Series for actions taken by such Members without a meeting; and (i) Unless contained in this Agreement, a writing prepared by the Members associated with such Series setting out the following: (i) The times at which or events on the happening of which any additional contributions agreed to be made by each Member associated with such Series are to be made; and (ii) Any right of a Member associated with such Series to receive distributions that include a return of all or any part of the Member’s contributions.

Records, Audits and Reports. At the expense of the relevant Series, the LLC Managers jointly with the Series Managers associated with such Series shall maintain separate and distinct records and accounts of the operations and expenditures of such Series. At a minimum, the LLC Managers and each Series shall keep at the principal place of business of the Company the following these records: (a) True and full information regarding the status of the business and financial condition of such Series and the Company; (b) Promptly after becoming available, a copy of the Company’s and each Series federal, state and local income tax returns for each year; (c) The current list of the name and last known business, residence or mailing address of each Member associated with each such Series; (d) A copy of this Agreement, Separate Series Agreements and the Certificate Articles of FormationOrganization, together with executed copies of any written powers of attorney pursuant to under which this Agreement, Separate Series Agreements and the Certificate Articles of Formation Organization have been executed; (e) True and full information regarding the assets associated with each Series and the debts, liabilities and obligations of such Series. (f) True and full information regarding the amount of cash and a description and statement of the Gross Asset Value of any other property or services contributed by each Member to the Company with respect to regarding such Series and which each Member associated with such Series has agreed to contribute in the futurecontribute, and the date on which each became a Member; (gf) Minutes of any meetingsevery meeting held, if any; (hg) Any written consents obtained from Voting Members associated with such Series for actions taken by such Voting Members without a meeting; and (ih) Unless contained in the Articles of Organization or this Agreement, a writing prepared by the Voting Members associated with such Series setting out the followingout: (i) The times at which or events on the happening of which any additional contributions agreed to be made by each Member associated with such Series are to be made; andmade;and (ii) Any right of a Member associated with such Series to receive distributions that include a return of all or any part of the Member’s contributions.

Records, Audits and Reports. At the expense of the relevant SeriesCompany, the LLC Managers jointly with following books and records (and such other books and records as the Series Managers associated with such Series Manager deems necessary or appropriate) shall maintain separate and distinct records and accounts of the operations and expenditures of such Series. At a minimum, the LLC Managers and each Series shall keep be maintained at the Company’s principal place of business of the Company the following recordsbusiness: (a) True and full information regarding the status of the business and financial condition of such Series and the Company; (b) Promptly after becoming available, a copy of the Company’s and each Series federal, state and local income tax returns for each year; (c) The A current list of the full name and last known business, residence residence, or mailing address of each Member associated with each Seriesand Manager both past and present; (db) A copy of this Agreement, Separate Series Agreements the Articles and the Certificate of Formationall amendments thereto, together with executed copies of any written powers of attorney pursuant to which this Agreement, Separate Series Agreements and the Certificate of Formation have any amendment has been executed; (c) Copies of the Company’s federal, state, and local income tax returns and reports, if any, for the three most recent years; (d) Copies of this Agreement, copies of any writings permitted or required with respect to a Member’s obligation to contribute cash, property, or services to the Company and copies of any financial statements of the Company for the three most recent years; (e) True Minutes of every meeting and full information regarding the assets associated with each Series and the debts, liabilities and obligations of such Series.every court-ordered meeting; (f) True Any written consents obtained from Members for actions taken by Members without a meeting; and, (g) Unless otherwise contained expressly in this Agreement or in Exhibit A of this Agreement, a statement prepared and full information regarding certified as accurate from each Member of the Company which describes: (i) The amount of cash and a description and statement of the Gross Asset Value agreed value of any such other property or services contributed by each the Member to the Company with respect to such Series and which each the Member associated with such Series has agreed to contribute in the future, and the date on which each became a Member; (gii) Minutes of any meetings; (h) Any written consents obtained from Members associated with such Series for actions taken by such Members without a meeting; and (i) Unless contained in this AgreementIf agreed upon, a writing prepared by the Members associated with such Series setting out the following: (i) The times at which which, or events on the happening of which which, any additional contributions agreed to be made by each such Member associated with such Series are to be made; (iii) If agreed upon, the time at which or the events on the happening of which, such Member may terminate his membership in the Company and the amount of, or the method of determining, the distribution to which he may be entitled respecting his Interest and the terms and conditions of the termination and distribution; and (iiiv) Any right of a such Member associated with such Series to receive distributions that which include a return of all or any part of the a Member’s contributionsAdjusted Capital Contribution.

Records, Audits and Reports. At the expense of the relevant SeriesCompany, the LLC Managers jointly with the Series Managers associated with such Series shall maintain separate and distinct records and accounts of the operations and expenditures of the Company. The members expressly acknowledge and consent to the terms of that certain Administrative Services Agreement between the Company and KFx dated of even date herewith, whereby KFx has agreed to provide certain accounting, bookkeeping and other administrative services to the Company in accordance with the terms and provisions contained in such Seriesagreement. At a minimum, minimum the LLC Managers and each Series Company shall keep at the its principal place of business of the Company the following records: (a) True and full information regarding the status of the business and financial condition of such Series and the Company; (b) Promptly after becoming available, a copy of the Company’s and each Series federal, state and local income tax returns for each year; (c) The A current list of the full name and last known business, residence or mailing address of each Member associated with each Series; (d) A copy of this Agreement, Separate Series Agreements and the Certificate of Formation, together with executed copies of any written powers of attorney pursuant to which this Agreement, Separate Series Agreements and the Certificate of Formation have been executed; (e) True and full information regarding the assets associated with each Series and the debts, liabilities and obligations of such Series. (f) True and full information regarding Economic Interest Owner setting forth the amount of cash each Member and Economic Interest Owner has contributed a description and statement of the Gross Asset Value agreed value of any the other property or services contributed by each Member to the Company with respect to such Series and which each Member associated with such Series Economic Interest Owner has contributed or has agreed to contribute in the future, and the date on which each became a Memberan Interest Holder; (gb) A copy of the Articles of Organization of the Company and all amendments thereto, together with executed copies of any powers of attorney pursuant to which any amendment has been executed; (c) Copies of the Company's federal, state, and local income tax returns and reports, if any, for the three most recent years; (d) Copies of the Company's currently effective written Operating Agreement, and copies of any financial statements of the Company for the three most recent years; (e) Minutes of any meetingsevery meeting; (hf) Any written consents obtained from Members associated with such Series for actions taken by such Members without a meeting; and (ig) Unless contained in this the Articles of Organization or the Operating Agreement, a writing prepared by the Members associated with such Series Managers setting out the following: (i1) The times at which or events on the happening of which any additional contributions agreed to be made by each Member associated with such Series and Economic Interest Owner are to be made; and. (ii2) Any right of a Member associated with such Series an Interest Holder to receive distributions that include a return of all or any part of the Member’s Interest Holder's contributions. (3) Any power of an Interest Holder to grant the right to become an assignee of any part of the Interest Holder's interest, and the terms and conditions of the power.

Records, Audits and Reports. At the expense of the relevant Series, the LLC Managers jointly with the Series Managers associated with such Series shall maintain separate and distinct records and accounts of the operations and expenditures of such Series. At a minimum, the LLC Managers and each Series shall keep at the principal place of business of the Company the following records: : (a) True and full information regarding the status of the business and financial condition of such Series and the Company; ; (b) Promptly after becoming available, a copy of the Company’s and each Series federal, state and local income tax returns for each year; ; (c) The current list of the name and last known business, residence or mailing address of each Member associated with each such Series; ; (d) A copy of this Agreement, Separate Series Agreements and the Certificate of Formation, together with executed copies of any written powers of attorney pursuant to which this Agreement, Separate Series Agreements and the Certificate of Formation have been executed; ; (e) True and full information regarding the assets associated with each Series and the debts, liabilities and obligations of such Series. (f) True and full information regarding the amount of cash and a description and statement of the Gross Asset Value of any other property or services contributed by each Member to the Company with respect to such Series and which each Member associated with such Series has agreed to contribute in the future, and the date on which each became a Member; ; (gf) Minutes of any meetings; every meeting held, if any; (hg) Any written consents obtained from Voting Members associated with such Series for actions taken by such Voting Members without a meeting; and and (ih) Unless contained in the Certificate of Formation or this Agreement, a writing prepared by the Voting Members associated with such Series setting out the following: (i) The times at which or events on the happening of which any additional contributions agreed to be made by each Member associated with such Series are to be made; and and (ii) Any right of a Member associated with such Series to receive distributions that include a return of all or any part of the Member’s contributions.

Records, Audits and Reports. At the expense of the relevant Series, the LLC The Managers jointly with the Series Managers associated with such Series shall maintain separate and distinct records --------------------------------------- and accounts of the d operations and expenditures of such Seriesthe Company. At a minimum, minimum the LLC Managers and each Series Company shall keep at the its principal place of business of the Company the following records: (a) True A current and a past list setting forth in alphabetical order the full information regarding the status of the business and financial condition of such Series and the Company; (b) Promptly after becoming available, a copy of the Company’s and each Series federal, state and local income tax returns for each year; (c) The current list of the name and last known business, residence or mailing address of each Member associated with each Series; Member, Economic Interest Owner and Manager, both past and present; (db) A copy of this Agreement, Separate Series Agreements the Articles of Organization of the Company and the Certificate of Formationall amendments thereto, together with executed copies of any written powers of attorney pursuant to which this Agreement, Separate Series Agreements and the Certificate any articles of Formation amendment have been executed; ; (c) Copies of the company's federal, state and local income tax returns and financial statements for the three most recent years, or, if such returns or statements were not prepared for any reason, copies of the information and statements provided to, or which should have been provided to, the Members to enable them to prepare their federal, state and local tax returns for such period; (d) Copies of the Company's current effective written Operating Agreement and all amendments thereto and copies of any written operating agreements no longer in effect; (e) True and full information regarding the assets associated with each Series and the debts, liabilities and obligations of such Series. (f) True and full information regarding A writing setting forth the amount of cash cash, if any, and a description and statement of the Gross Asset Value agreed value of any other property or services contributed by each Member to the Company with respect to such Series and which each Member associated with such Series has agreed to contribute in the future, and the date on which each became a Member; (g) Minutes of any meetings; (h) Any written consents obtained from Members associated with such Series for actions taken by such Members without a meeting; and (i) Unless contained in this Agreement, a writing prepared by the Members associated with such Series setting out the following: (i) The times at which or the events on upon the happening of which any additional contributions agreed are to be made by each Member associated with such Series are Member; (f) A writing stating events, if any, upon the happening of which the Company is to be madedissolved and its affairs wound up; and (iig) Any right of Other writings, if any, prepared pursuant to a Member associated with such Series to receive distributions that include a return of all or any part of the Member’s contributions.requirement in this Operating Agreement;