he Sole Member shall be required for the Manager to: 1. Issue or sell, or approve the transfer, assignment, conveyance or other disposition of any Membership Units or Membership Interest in the Company; 2. Adopt, amend or repeal the Operating Agreement of the Company; 4 EFTA00301839 3. Appoint or fill the vacancy of the Manager

he Sole Member shall be required for the Manager to: 1. Issue or sell, or approve the transfer, assignment, conveyance or other disposition of any Membership Units or Membership Interest in the Company; 2. Adopt, amend or repeal the Operating Agreement of the Company; 4 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-004

ion with any debt referred to is dame 7 or 3 above. 5. !nix or sell, ur apprut e the transfer, assignment, conseyiuxe or other disposition of any Membership Units or Membership Interest in the Company: 6. Adopt, amend or repeal the Operating Agreement of the Company; 7. Appoint or fill the vacancy] of the Manager 8. Approve a p

f the Sole Member shall be required for the Manager to: Issue or sell, or approve the transfer, assignment, conveyance or other disposition of any Membership Units or Membership Interest in the Company; Adopt, amend or repeal the Operating Agreement of the Company; 1. 2. 4 3. Appoint or fill the vacancy of the Manager; Approve