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MEMBERS' ACCOUNTS; ALLOCATIONS OF PROFIT <br /> AND LOSS; DISTRIBUTIONS <br /> 3.1 Member Accounts. A separate Member Account shall be maintained for each <br /> Member. Initially,each Member Account shall reflect the amounts specified in Section 2.1;and,if a <br /> Member merely has promised to contribute the amount specified in Section 2.1,the Company shall <br /> maintain a corresponding subscription receivable on behalf of that Member. Except as expressly <br /> granted herein, no Member shall withdraw any part of his or her Member Account without the <br /> approval of the Managers. If an additional contribution is required of the Members pursuant to <br /> Section 2.2, the amount of such additional contribution shall be added to the balance in the <br /> Member's account immediately upon receipt. At least annually, Company profits, losses, gains, <br /> deductions,and credits shall be charged or credited to the separate Member Accounts. The profits, <br /> losses, gains, deductions, and credits of the Company shall be allocated among the Members as <br /> provided in Section 3.2. No interest shall be paid on any credit balance in a Member Account. <br /> 3.2 Allocations Among Members. The profits and gains of the Company shall be <br /> divided and the losses, deductions, and credits of the Company shall be allocated in the following <br /> proportions: <br /> Name Proportion <br /> Trenton Korby 28.95% <br /> Craig Rasmuson 28.95% <br /> James Chick 28.95% <br /> Michael Lordemann and Julie 13.15% <br /> Lordemann as Joint Tenants <br /> 3.3 Disproportionate Member Accounts. No interest or additional allocation of profits, <br /> losses, gains, deductions, and credits shall inure to any Member by reason of his or her Member <br /> Account being proportionately in excess of the Member Accounts of the other Members. <br /> 3.4 Distribution of Assets. <br /> 3.4.1 All distributions of assets of the Company,including cash,shall be made in the <br /> same allocations among Members as described in Section 3.2. <br /> 3.4.2 The Manager(s) shall determine, in their discretion, whether distributions of <br /> assets of the Company should be made to the Members;provided,however, no distribution <br /> of assets may be made to a Member if, after giving effect to the distribution,all liabilities of <br /> the Company,other than liabilities to Members on account of their Member Accounts,would <br /> exceed the fair value of the Company assets. <br /> 3.4.3 A Member has no right to demand and receive any distribution from the <br /> Company in any form other than cash. <br /> 4 <br />