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DocuSign Envelope ID:CCABACD4-6EDA-474F-A230-6C6849B95834 <br /> 4.6 Remuneration to Members. Except as otherwise authorized in, or pursuant to, this <br /> Agreement or for services rendered as an employee or consultant to Company, no Member is <br /> entitled to remuneration for acting in Company business, subject to the entitlement of the Manager <br /> or Members winding up the affairs of Company to reasonable compensation pursuant to Section <br /> 9.3 hereof. <br /> 4.7 Members Are Not Agents. Pursuant to Section 5.1 hereof and the Articles, the <br /> management of Company is vested in the Manager. No Member, acting solely in the capacity as a <br /> Member, is an agent of Company nor can any Member in such capacity bind nor execute any <br /> instrument on behalf of Company. <br /> 4.8 Voting Rights. Except as expressly provided in this Agreement or the Articles, <br /> Members shall have no voting, approval, or consent rights. As more fully described in Article V <br /> hereof, all governance, operational, management, and financial decisions concerning Company <br /> and any of its affairs shall vest solely with the Manager. <br /> 4.9 Meetings of Members. No annual or regular meetings of the Members are required. <br /> If meetings are held, such meetings shall be noticed, held, and conducted pursuant to the Act. Any <br /> action required or permitted to be taken by the Members may be taken by the written consent of <br /> Members having not less than the minimum number of votes that would be necessary to authorize <br /> or take action at a meeting at which all Members entitled to vote on that action at a meeting were <br /> present and voted. <br /> 4.10 Certificate of Membership Interest. <br /> A. Certificate. A Membership Interest may be represented by a certificate of <br /> membership. The exact contents of a certificate of membership may be determined by action of <br /> the Manager but shall be issued substantially in conformity with the following requirements. The <br /> certificates of membership shall be respectively numbered serially, as they are issued, and shall be <br /> signed by the Manager or officers of Company. Each certificate of membership shall state the <br /> name of Company, the name of the Person to whom issued, the date of issue, and the Percentage <br /> Interests represented thereby. Each certificate of membership shall be otherwise in such form as <br /> may be determined by the Manager. <br /> B. Cancellation of Certificate. All certificates of membership surrendered to <br /> Company for transfer shall be canceled and no new certificates of membership shall be issued in <br /> lieu thereof until the former certificates for a like number of Membership Interests shall have been <br /> surrendered and canceled, except as herein provided with respect to lost, stolen, or destroyed <br /> certificates. <br /> 8 <br />