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APPROVED AND FILED <br />DIEGO MORALES <br />INDIANA SECRETARY OF STATE <br />05/03/2024 03:16 PM <br />Section 3.5. Member Loans or Services. Loans or services by the Member to the Company <br />shall not be considered Capital Contributions unless otherwise designated by the Member. <br />Section 3.6. Admission of Additional Members. The Member may admit Additional <br />Members to the Company, who will be entitled to participate in the rights of Members as described <br />herein, with admission thereof on such terms as are determined by the Member. Any such Additional <br />Members shall be allocated net income, gains, losses, deductions and credits by such method as may <br />be provided in this Agreement or any successor agreement hereto. <br />Section 3.7. Liability. The Member shall not be liable for the debts, obligations or liabilities <br />of the Company by reason of being a Member of the Company. <br />ARTICLE IV <br />MANAGEMENT OF THE COMPANY <br />Section 4.1. Board of Managers. <br />(a) Managers. The governance of the Company shall be exclusively vested in a Board <br />of Managers (each, a "Manager" and collectively, the "Board of Managers"). The Board of Managers <br />shall consist of not fewer than five (5) managers. <br />(b) Appointment and Term. All Managers shall be appointed by the Member and a <br />Manager shall serve until the next annual meeting of the Member and until his or her successor has <br />been duly appointed and qualified. The Chief Executive Officer of the Member shall serve on the <br />Board of Managers and may appoint Managers to serve on an interim basis between meetings of the <br />Member Board of Directors. Interim appointments shall be submitted for ratification at the <br />subsequent meeting of the Member. Such appointments shall be recorded in the records of the <br />Company. <br />(c) Removal. The Member may remove all or any lesser number of Managers with or <br />without cause. Any removal of a Manager shall become effective when written notice thereof is <br />given by the Member to the Manager unless a later effective date is specified in suchnotice. Such <br />notice must be delivered to the Manager being removed, any remaining Managers and the Manager <br />appointed to replace the removed Manager. <br />- Page 7 of 23 - <br />