hich (x) a record is to be taken for the purpose of such dividend or distribution or (y) such reorganization, reclassification, recapitalization or Liquidation Event is to take place and the date, if any is to be fixed, as of which holders of capital stock of record shall be entitled to exchange their shares of

hand, and any Member or an Affiliate of a Member on the other hand; (xiii) Dissolve, wind-up or liquidate the Company; or (xiv) Approve any other Liquidation Event. -26- EFTA00805840 8.4 Appointment and Removal of Manner. Subject to the Manager designation rights set forth in Section 8.1(a), the Manager ma

t cost upon termination of service or the exercise by the Company of contractual rights of first refusal over such shares, (iv) consummation of any Liquidation Event, (v) any increase or decrease in the number of authorized shares of Series B Preferred Stock or Common Stock, (vi) creation or authorization of any