uch Unaffiliated Member pursuant to Section 3.3.3 on or prior to such distribution date; (b) second, 100% to such Unaffiliated Member, until such Unaffiliated Member's Unpaid Preferred Return is reduced to zero (0); (c) third: until the sum of the remaining Reapportionable Proceeds and the cumulative amount of a

d capital from) all Members pro rata based on their respective Capital Commitments without giving any priority to the Affiliated Members, then such Unaffiliated Member's Capital Commitment and unfunded Capital Commitment shall be deemed to have been reduced by the same proportion as the reduction of its level of par

capital from) all Members pro rata based on their respective Capital Commitments without giving any priority to the Affiliated Members, then such Unaffiliated Member's Capital Commitment and unfunded Capital Commitment shall be deemed to have been reduced by the same proportion as the reduction of its level of p