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r <br /> 1.4 Registered Agent <br /> Marianne shall be the Company's initial registered agent in Oregon, and the initial <br /> registered office shall be 3661 Kashmir Way SE, Salem, Oregon 97317. The Company may <br /> change the registered agent and its registered office from time to time. <br /> 1.5 Term <br /> The duration of the Company shall be perpetual. <br /> 1.6 No Partnership intended for Non-tax Purposes <br /> The Members do not intend to be partners with one another, or partners with any third <br /> party. Any Member who, by word or action, represents to another person that any of the <br /> Members are partners or that the Company is a partnership shall be liable to any other Member <br /> who incurs personal liability by reason of such wrongful representation. <br /> 2. Members,Contributions,and Interests <br /> 2.1 Names,Addresses,and Ownership interest <br /> The names and addresses of the initial Members of the Company, and their percentage <br /> ownership interests("Ownership Interest")are listed on Schedule 2.1, which is attached hereto <br /> and by this reference made a part hereof. Richard contributed all of his right,title and interest <br /> • to the real property described in Exhibit 1 as an initial capital contribution. <br /> 2.2 Admission of Additional Members <br /> No additional member may be admitted to the Company without the prior written <br /> approval of all of the Members. After such approval is obtained, the proposed additional <br /> member shall be deemed admitted only after becoming a party to this Agreement and executing <br /> any admission agreement required by the Company. <br /> 2.3 Additional Capital Contributions <br /> Additional capital contributions shall be accepted from existing Members only if the <br /> Members holding a Majority of the Ownership Interests approve and set the maximum total <br /> amount of the additional capital contributions. If the Members decide to do so, the Members <br /> shall have the opportunity(but not the obligation)to make such additional capital contributions <br /> on a pro rata basis in accordance with their respective Ownership Interest. If any Member elects <br /> to make less than the Member's pro rata share of any additional capital contributions, the <br /> others may contribute the difference on a pro rata basis in accordance with their respective <br /> Ownership Interests or on any other basis they may agree upon.The Ownership Interests of the <br /> contributing Members shall be adjusted to reflect their additional contributions to the capital of <br /> the Company. <br /> OPERATING AGREEMENT(36m5rREErPRoPERrr,LLC) 2 <br /> 41613-00001(WAK•smk/agu) <br /> @ 2022 SGLaw.All Rights Reserved. <br /> 4891-6152-3465,v.2 • <br />