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Page 5—OPERATING AGREEMENT 5.10 Meetings of Managers and Action Without a Meeting. If there is more than one Manager serving,meetings of the Managers may be called by any Manager. Meetings of the Managers will be held at the principal office of the Company,unless another place is fixed by action of the Managers. Notice of the date, time,and place of all meetings must be given to each Manager at least 24 hours prior to the meeting. The notice may be oral or written. Oral notice will be effective when given. Written notice will be effective at the earliest of the following times: (a)when received by the Manager, (b)when sent by facsimile or other form of electronic communication reasonably expected to be received immediately at the Manager's place of business, or(c)three days after ailing. A majority of Managers will constitute a quorum for any meeting of the Managers. Each Manager will be entitled to one vote,and a matter submitted to a vote at a meeting of the Managers will be approved if a majority of the Managers voting on the matter wrote in favor of the matter. If all of the Managers hold a meeting at any time or place,and not Manager objects to the lack of notice,the meeting will be valid even if there was no notice or the notice given was insufficient, and any action taken at the meeting will be the action of the Managers. Any action required or permitted to be taken by the Managers at a meeting may be taken without a meeting if a written consent setting forth the action taken is signed by all of the Managers. All written consents of the Managers must be retained as part of the Company's records of meetings. 6. ACCOUNTING AND RECORDS 6.1 Accounting. The Managers must keep such books and records relating to the operation of the Company as are appropriate and adequate for the Company's business. The books and records are to be available for inspection by the member at the principal offices of the Company. 6.2 Maintenance of Records. The funds,assets, properties, and accounts of the Company must be maintained separately,and may not be commingled with those of the Member or any other person. 6.3 Fiscal Year. The fiscal year of the Company will be the calendar year.