Common use of Ownership Limitations Clause in Contracts

Ownership Limitations. (a) No Transfer of any Economic Members Share, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. (b) No Transfer of any Economic Member’s Shares, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (i) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing Law; (iii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) require registration of the Company, any Series or any Shares under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (v) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager may require a single trustee or nominee to be designated to represent, a portion of or the entire interest transferred, as the Record Holder and for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares transferred to such transferee and to transfer such Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit or REIT Aggregate Ownership Limit for any Series taxed as a REIT; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) of the Exchange ActInterests, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager . (i) Any Transfer which violates this Section or other provision of this Agreement shall be void and the purported buyer, assignee, transferee, pledgee, chargee, mortgagee, or other recipient shall have no interest in its sole discretion may waive all or rights to Company assets, profits, losses or distributions and neither the Managing Member nor the Company shall be required to recognize any part of these costs and expensessuch interest or rights.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.05, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager Managing Member in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series Assets to constitute plan assets for purposes of the Plan Governing LawERISA; (iii) adversely affect the Company or such SeriesCompany, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) require registration of the Company, any Series Company or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (v) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and written notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Member’s interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she such transferee becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii12g-1(b)(1) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest Member’s Interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and Interest transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Member’s interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Manager’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterest, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (i) result in there being 2,000 the transferee directly or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified indirectly owning in Section 12(g)(1)(A)(ii) excess of the Exchange Act, unless such Shares have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretionAggregate Ownership Limit; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (v) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(v) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest Member’s Interest in the Company, the Administrative Manager may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and Interest transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence Joinder Agreement (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members Series Member’s Class A Share, whether voluntary or involuntaryInvoluntary, shall be valid or effective, and no transferee shall become a substituted Economic Substitute Series Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in 4.2, or unless the form Transfer is to (i) an immediate family member or an Affiliate of instructions the transferor, (ii) to any third party registrar and transfer agent appointed a trust or other entity for estate or tax planning purposes if the transferor maintains control of the trust or entity, (iii) as a charitable gift, or (iv) pursuant to a trade executed by the Administrative Manager, and may be in Executing Broker on the form of blanket or standing instructions to such personTrading Platform. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Class A Shares may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor to hold the Class A Shares under applicable law. (b) No Transfer of any Economic Member’s Class A Shares, whether voluntary or involuntaryInvoluntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in there being 2,000 a Benefit Plan Investor acquiring direct or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) ownership of the Exchange Act, unless such Class A Shares have been registered under subject to the Exchange Act Transfer or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iviii) require registration of the Company, any Series or any Class A Shares under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (viv) violate or be inconsistent with any representation or warranty made by the transferring Economic transferee Series Member. (c) The transferring Economic Series Member, or such Economic Members Series Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(v) above. If a Transfer occurs by reason of the death of an Economic Series Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Series Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest Class A Shares in the Company, the Administrative Manager Managing Member may require a single trustee or nominee one Person to be designated to represent, a portion of or the entire interest transferred, as the Record Holder and with respect to the Class A Shares for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Series Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Class A Shares transferred to such transferee and to transfer such Class A Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Series Member as a result of such Transfer until he or she becomes a Substitute Economic Series Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Series Member as the Record Holder of the transferred Class A Share until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member transferee of a Class A Share shall be bound by the provisions hereofhereof even though not admitted as a Series Member. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Series Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Series Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, know your customer, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Series Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member transferee of a Class A Share shall be admitted to the Company as an Economic a Series Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The Subject to the last sentence of this subsection (h), the transferring Economic Series Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Notwithstanding the foregoing, it is understood and agreed that the transferor and transferee shall each pay (i) 50% of the commissions and fees due to the Executing Broker executing the trade on the Transfer Platform (such total commission and fee is expected to total 2% of the gross proceeds received by the transferring Series Member in the trade), plus (ii) 50% of the transfer fee due to the Asset Manager in its sole discretion may waive all or any part (such fee shall equal 3% of these costs and expensesthe total Offering Price of the Class A Shares subject to the Transfer).

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.06, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after any consultation in the sole discretion of the Company with legal counsel acting for the Company Company, that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager Managing Member in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (v) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow the Company and legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Unless waived by the Managing Member, no Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company Managing Member determines that such Transfer will not, unless waived by not (clauses (i) through (vi) below are the Administrative Manager:“Ownership Restrictions”): (i) result in the transferee (except for the Managing Member and its Affiliates) directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Unless waived by the Managing Member, no Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company Managing Member determines that such Transfer will not, unless waived by not (clauses (i) through (vi) below are the Administrative Manager:“Ownership Restrictions”): (i) result in the transferee (except for the Managing Member and its Affiliates) directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members Series Member’s Class A Share, whether voluntary or involuntaryInvoluntary, shall be valid or effective, and no transferee shall become a substituted Economic Series Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in 4.2, or unless the form Transfer is to (i) an immediate family member or an Affiliate of instructions the transferor, (ii) to any third party registrar and transfer agent appointed a trust or other entity for estate or tax planning purposes if the transferor maintains control of the trust or entity, (iii) as a charitable gift, or (iv) pursuant to a traded executed by the Administrative Manager, and may be in Executing Broker on the form of blanket or standing instructions to such personTrading Platform. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Class A Shares may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor to hold the Class A Shares under applicable law. (b) No Transfer of any Economic Member’s Class A Shares, whether voluntary or involuntaryInvoluntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in there being 2,000 a Benefit Plan Investor acquiring direct or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) ownership of the Exchange Act, unless such Class Shares have been registered under subject to the Exchange Act Transfer or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iviii) require registration of the Company, any Series or any Class A Shares under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (viv) violate or be inconsistent with any representation or warranty made by the transferring Economic transferee Series Member. (c) The transferring Economic Series Member, or such Economic Series Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(v) above. If a Transfer occurs by reason of the death of an Economic Series Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Series Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest Class A Shares in the Company, the Administrative Manager Managing Member may require a single trustee or nominee one Person to be designated to represent, a portion of or the entire interest transferred, as the Record Holder and with respect to the Class A Shares for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Series Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Class A Shares transferred to such transferee and to transfer such Class A Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Series Member as a result of such Transfer until he or she becomes a Substitute Economic Series Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Series Member as the Record Holder of the transferred Class A Share until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member transferee of a Class A Share shall be bound by the provisions hereofhereof even though not admitted as a Series Member. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Series Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Series Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, know your customer, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Series Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member transferee of a Class A Share shall be admitted to the Company as an Economic a Series Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The Subject to the last sentence of this subsection (h), the transferring Economic Series Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Notwithstanding the foregoing, it is understood and agreed that the transferor and transferee shall each pay (i) 50% of the commissions and fees due to the Broker executing the trade on the Transfer Platform (such total commission and fee is expected to total 2% of the gross proceeds received by the transferring Series Member in the trade), plus (ii) 50% of the Transfer Fee due to the Asset Manager in its sole discretion may waive all or any part (such fee shall equal 3% of these costs and expensesthe total Offering Price of the Class A Shares subject to the Transfer).

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. Subject to the restrictions on transfer contained in this Section 4.2, in any subscription agreement or in any other agreement between the Company and the Members related to the transferability of Interests, the Interests shall be freely transferable, and transferees shall be admitted to the Company without the need to execute this Agreement but shall be bound hereby. (a) No Transfer of any Economic Members Share, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company company, cause the Company to fail to qualify as a REIT, or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares under Interests under, or cause the Company or any Series to violate, any securities laws of the United States of America, any state thereof or any other jurisdiction, domestic or foreign; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (cb) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (dc) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the CompanyMember’s Interests, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and Interest transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (ed) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (fe) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (gf) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (hg) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker Broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.06, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager Managing Member in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (v) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managers consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (ia) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iib) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiic) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivd) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (ve) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(v) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager may require, in its sole discretion: (ia) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (iib) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iiic) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (ivd) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member's legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managers consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit or REIT Aggregate Ownership Limit for any Series taxed as a REIT; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) of the Exchange ActInterests, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative . (i) Any Transfer which violates this Section or other provision of this Agreement shall be void and the purported buyer, assignee, transferee, pledgee, chargee, mortgagee, or other recipient shall have no interest in or rights to Company assets, profits, losses or distributions and neither the Manager in its sole discretion may waive all nor the Company shall be required to recognize any such interest or any part of these costs and expensesrights.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager may require a single trustee or nominee to be designated to represent, a portion of or the entire interest transferred, as the Record Holder and for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares transferred to such transferee and to transfer such Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Managing Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) Accredited Investors of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company Company, that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) 30 days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any Notwithstanding any other provision of this Agreement to the contrary notwithstandingcontrary, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, Member unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waivedwaived by the Managing Member. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.06, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after any consultation in the sole discretion of the Company with legal counsel acting for the Company Company, that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in a transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager Managing Member in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow the Company and legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.06, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after any consultation in the sole discretion of the Company with legal counsel acting for the Company Company, that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in a transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager Managing Member in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow the Company and legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesMembers Interests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Member’s interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Unless waived by the Managing Member, no Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company Managing Member determines that such Transfer will not, unless waived by not (clauses (i) through (vi) below are the Administrative Manager:“Ownership Restrictions”): (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. To qualify as a REIT under the Internal Revenue Code of 1986, as amended (a) No Transfer the “Code”), our shares must be beneficially owned by 100 or more persons during at least 335 days of any Economic Members Sharea taxable year of 12 months or during a proportionate part of a shorter taxable year. Also, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent not more than 50% of the Administrative Manager has been obtained, which consent value of our outstanding shares (after taking into account options to acquire shares) may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed owned, directly, indirectly or through attribution, by the Administrative Manager, and may be in the form of blanket five or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. (b) No Transfer of any Economic Member’s Shares, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (i) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors fewer individuals (as defined in the Code to include certain entities) during the last half of a taxable year. To maintain our qualification as a REIT, our declaration of trust provides that: • no person, other than an excepted holder or a designated investment entity (each as defined in our declaration of trust and as described below), may own directly or indirectly, or be deemed to own by virtue of the attribution provisions of the Code, more than 3%, in value or number, whichever is more restrictive, of the outstanding shares of any class or series of common shares; • no person, other than a designated investment entity or an excepted holder (each as defined in our declaration of trust and as described below), may own directly or indirectly, or be deemed to own through attribution, more than 9.9% in value or number, whichever is more restrictive, of the outstanding shares of any class or series of preferred shares or equity shares; • no excepted holder, which means certain members of the ▇▇▇▇▇▇ family, certain trusts established for the benefit of members of the ▇▇▇▇▇▇ family, certain related entities, as well as persons whose ownership of shares would cause members of the ▇▇▇▇▇▇ family to be deemed to own shares pursuant to application of attribution rules under the Securities Act) Code, may own directly or indirectly common shares if, under the applicable tax attribution rules of the Code, any single excepted holder who is treated as an individual would own more than 35.66%, in value or number, whichever is more restrictive, of any Series class or series of Sharesthe outstanding common shares, any two excepted holders treated as individuals would own more than 38.66%, in value or number, whichever is more restrictive, of any class or series of the outstanding common shares, any three excepted holders treated as individuals would own more than 41.66%, in value or number, whichever is more restrictive, of any class or series of the outstanding common shares, any four excepted holders treated as individuals would own more than 44.66%, in value or number, whichever is more restrictive, of any class or series of the outstanding common shares, or any five excepted holders treated as individuals would own more than 47.66%, in value or number, whichever is more restrictive, of any class or series of the outstanding common shares; • no excepted holder, as specified described above, may own directly or indirectly, or be deemed to own through attribution, more than 15% in value or number, whichever is more restrictive, of the outstanding shares of any class or series of equity shares; there is no special limit specifically applicable to preferred shares except the general ownership limit; • no designated investment entity may acquire or hold, directly or indirectly (or through attribution), shares in excess of the designated investment entity limit of 9.9%, in value or number, whichever is more restrictive, of the outstanding shares of any class or series of common shares; • a designated investment entity may acquire or hold, directly or indirectly (or through attribution), 100% of the outstanding shares of any class or series of preferred shares or equity shares; • no person shall actually or beneficially own our shares to the extent that such ownership would result in us being “closely held” under Section 12(g)(1)(A)(ii856(h) of the Exchange Act, unless Code or otherwise cause us to fail to qualify as a REIT at any time; and • no person shall transfer our shares if such Shares have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived transfer would result in our shares being owned by the Administrative Manager fewer than 100 persons at any time. The excepted holder limit was established in its sole discretion; (ii) cause all or any portion light of the assets fact that the ▇▇▇▇▇▇ family and certain related trusts and entities owned a significant percentage of our common shares and had the right to acquire additional common shares. We believe that the excepted holder limit will not jeopardize our status as a REIT because no five excepted holders can own more than 47.66% of any class or series of our outstanding common shares and, thus, we will be in compliance with the REIT qualification requirement prohibiting five or fewer individuals from owning more than 50% of the Company or any Series to constitute plan assets for purposes value of the Plan Governing Law; (iii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager or any our outstanding shares. Our declaration of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as trust defines a limited liability company or subject the Company, any Series, the Managing Member, any Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) require registration of the Company, any Series or any Shares under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (v) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager may require a single trustee or nominee to be “designated to represent, a portion of or the entire interest transferred, as the Record Holder and for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares transferred to such transferee and to transfer such Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager may require, in its sole discretioninvestment entity” as: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members Series Member’s Class A Share, whether voluntary or involuntaryInvoluntary, shall be valid or effective, and no transferee shall become a substituted Economic Substitute Series Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in 4.2, or unless the form Transfer is (i) to an immediate family member or an Affiliate of instructions the transferor, (ii) to any third party registrar and transfer agent appointed a trust or other entity for estate or tax planning purposes if the transferor maintains control of the trust or entity, (iii) as a charitable gift, or (iv) pursuant to a trade executed by the Administrative Manager, and may be in Executing Broker on the form of blanket or standing instructions to such personTrading Platform. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Class A Shares may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor to hold the Class A Shares under applicable law. (b) No Transfer of any Economic Member’s Class A Shares, whether voluntary or involuntaryInvoluntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in there being 2,000 a Benefit Plan Investor acquiring direct or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) ownership of the Exchange Act, unless such Class A Shares have been registered under subject to the Exchange Act Transfer or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiii) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iviii) require registration of the Company, any Series or any Class A Shares under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (viv) violate or be inconsistent with any representation or warranty made by the transferring Economic transferee Series Member. (c) The transferring Economic Series Member, or such Economic Members Series Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(v) above. If a Transfer occurs by reason of the death of an Economic a Series Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Series Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest Class A Shares in the Company, the Administrative Manager Managing Member may require a single trustee or nominee one Person to be designated to represent, a portion of or the entire interest transferred, as the Record Holder and with respect to the Class A Shares for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Series Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Class A Shares transferred to such transferee and to transfer such Class A Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Series Member as a result of such Transfer until he or she becomes a Substitute Economic Series Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Series Member as the Record Holder of the transferred Class A Share until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member transferee of a Class A Share shall be bound by the provisions hereofhereof even though not admitted as a Series Member. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Series Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Series Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, know your customer, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Series Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member transferee of a Class A Share shall be admitted to the Company as an Economic a Series Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The Subject to the last sentence of this subsection (h), the transferring Economic Series Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Notwithstanding the foregoing, it is understood and agreed that the transferor and transferee shall each pay (i) 50% of the commissions and fees due to the Executing Broker executing the trade on the Transfer Platform (such total commission and fee is expected to total 2% of the gross proceeds received by the transferring Series Member in the trade), plus (ii) 50% of the transfer fee due to the Asset Manager in its sole discretion may waive all or any part (such fee shall equal 3% of these costs and expensesthe total Offering Price of the Class A Shares subject to the Transfer).

Ownership Limitations. (a) No 4.2. 1No Transfer of any Economic Members Member’s Share, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Shares may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No 4.2. 2No Transfer of any Economic Member’s Shares, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (iA) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (B) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiC) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiD) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of DocuSign Envelope ID: 6B6ED8EE-9735-40CC-9571-A5A737D44DF0 their respective Affiliates to any tax to which it would not otherwise be subject;; DocuSign Envelope ID: 6B6ED8EE-9735-40CC-9571-A5A737D44DF0 (ivE) require registration of the Company, any Series or any Shares under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vF) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager may require a single trustee or nominee to be designated to represent, a portion of or the entire interest transferred, as the Record Holder and for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares transferred to such transferee and to transfer such Shares in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesSeries, which may trigger registration as specified in Section 12(g)(1)(A)(ii12(g) of the Exchange Act, unless an exemption from such Shares limitations is available under Exchange Act regulations, such Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Member’s interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an am Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Manager consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of Shares, as specified in Section 12(g)(1)(A)(ii) of the Exchange ActInterests, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative Manager), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative . (i) Any Transfer which violates this Section or other provision of this Agreement shall be void and the purported buyer, assignee, transferee, pledgee, chargee, mortgagee, or other recipient shall have no interest in or rights to Company assets, profits, losses or distributions and neither the Manager in its sole discretion may waive all nor the Company shall be required to recognize any such interest or any part of these costs and expensesrights.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Members’ interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-anti- money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) Subject to the restrictions on transfer contained in this Section 4.2, in any subscription agreement or in any other agreement between the Company and the Members related to the transferability of Interests, the Interests shall be freely transferable, and transferees shall be admitted to the Company without the need to execute this Agreement but shall be bound hereby. No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Substitute Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.024.2. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative Manager: (i) Managing Member: result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (ii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing Law; (iii) ERISA; adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company company, cause the Company to fail to qualify as a REIT, or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (iv) ; require registration of the Company, any Series or any Shares under Interests under, or cause the Company or any Series to violate, any securities laws of the United States of America, any state thereof or any other jurisdiction, domestic or foreign; or (v) or violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) . The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative Manager. (d) Managing Member. In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the CompanyMember’s Interests, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and Interest transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) . A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) . The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) . Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) : the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) Managing Member; each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) ; each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) and payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Member’s interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members Member’s interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative Manager; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative Manager); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative Manager, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareMember’s Interest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person4.2. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.6, assignment of the economic benefits of ownership of Interests may be made without the Managing Member’s consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after consultation with legal counsel acting for the Company that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly exceeding the Individual Aggregate 12-Month Investment Limit or owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members Member’s legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(bparagraphs (b)(i) through (b)(vi) above. If a Transfer occurs by reason of the death of an Economic a Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the CompanyMember’s Interests, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and Interest transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic a Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic a Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02Section, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h)paragraph (h) below, and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic a Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker Broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.

Ownership Limitations. (a) No Transfer of any Economic Members ShareInterest, whether voluntary or involuntary, shall be valid or effective, and no transferee shall become a substituted Economic Member, unless the written consent of the Administrative Manager Managing Member has been obtained, which consent may be withheld in its sole and absolute discretion as further described in this Section 4.02. Such written consent may be communicated in the form of instructions to any third party registrar and transfer agent appointed by the Administrative Manager, and may be in the form of blanket or standing instructions to such person. In the event of any Transfer, all of the conditions of the remainder of this Section 4.02 must also be satisfied. Notwithstanding the foregoing but subject to Section 3.06, assignment of the economic benefits of ownership of Interests may be made without the Managing Members consent, provided that the assignee is not an ineligible or unsuitable investor under applicable law. (b) No Transfer of any Economic Member’s SharesInterests, whether voluntary or involuntary, shall be valid or effective unless the Administrative Manager Managing Member determines, after any consultation in the sole discretion of the Company with legal counsel acting for the Company Company, that such Transfer will not, unless waived by the Administrative ManagerManaging Member: (i) result in the transferee directly or indirectly owning in excess of the Aggregate Ownership Limit; (ii) result in there being 2,000 or more beneficial owners (as such term is used under the Exchange Act) or 500 or more beneficial owners that are not accredited investors (as defined under the Securities Act) of any Series of SharesInterests, as specified in Section 12(g)(1)(A)(ii) of the Exchange Act, unless such Shares Interests have been registered under the Exchange Act or the Company is otherwise an Exchange Act reporting company; provided that such limitations may be waived by the Administrative Manager Managing Member in its sole discretion; (iiiii) cause all or any portion of the assets of the Company or any Series to constitute plan assets for purposes of the Plan Governing LawERISA; (iiiiv) adversely affect the Company or such Series, or subject the Company, the Series, the Managing Member, Administrative Manager, any Asset Manager Member or any of their respective Affiliates to any additional regulatory or governmental requirements or cause the Company to be disqualified as a limited liability company or subject the Company, any Series, the Managing Member, any Manager Member or any of their respective Affiliates to any tax to which it would not otherwise be subject; (ivv) require registration of the Company, any Series or any Shares Interests under any securities laws of the United States of America, any state thereof or any other jurisdiction; or (vvi) violate or be inconsistent with any representation or warranty made by the transferring Economic Member. (c) The transferring Economic Member, or such Economic Members legal representative, shall give the Administrative Manager Managing Member prior written notice before making any voluntary Transfer and notice within thirty (30) days after any involuntary Transfer (unless such notice period is otherwise waived by the Administrative ManagerManaging Member), and shall provide sufficient information to allow the Company and legal counsel acting for the Company to make the determination that the proposed Transfer will not result in any of the consequences referred to in Section 4.02(b) above. If a Transfer occurs by reason of the death of an Economic Member or assignee, the notice may be given by the duly authorized representative of the estate of the Economic Member or assignee. The notice must be supported by proof of legal authority and valid assignment in form and substance acceptable to the Administrative ManagerManaging Member. (d) In the event any Transfer permitted by this Section 4.02 shall result in beneficial ownership by multiple Persons of any Economic Members interest in the Company, the Administrative Manager Managing Member may require a single trustee one or nominee more trustees or nominees to be designated to represent, represent a portion of or the entire interest transferred, as the Record Holder and transferred for the purpose of receiving all notices which may be given and all payments which may be made under this Agreement, and for the purpose of exercising the rights which the transferor as an Economic Member had pursuant to the provisions of this Agreement. (e) A transferee shall be entitled to any future distributions attributable to the Shares Interests transferred to such transferee and to transfer such Shares Interests in accordance with the terms of this Agreement; provided, however, that such transferee shall not be entitled to the other rights of an Economic Member as a result of such Transfer until he or she becomes a Substitute Economic Member. (f) The Company and each Series shall incur no liability for distributions made in good faith to the transferring Economic Member until a written instrument of Transfer has been received by the Company or its assignee and recorded on its books and the effective date of Transfer has passed. (g) Any other provision of this Agreement to the contrary notwithstanding, any Substitute Economic Member shall be bound by the provisions hereof. Prior to recognizing any Transfer in accordance with this Section 4.02, the Administrative Manager Managing Member may require, in its sole discretion: (i) the transferring Economic Member and each transferee to execute one or more deeds or other instruments of Transfer in a form satisfactory to the Administrative ManagerManaging Member; (ii) each transferee to acknowledge its assumption (in whole or, if the Transfer is in respect of part only, in the proportionate part) of the obligations of the transferring Economic Member by executing a Form of Adherence (or any other equivalent instrument as determined by the Administrative ManagerManaging Member); (iii) each transferee to provide all the information required by the Administrative Manager or its designee, including any trading forum selected by the Administrative Manager, Managing Member to satisfy itself as to anti-money laundering, counter-terrorist financing and sanctions compliance matters; and (iv) payment by the transferring Economic Member, in full, of the costs and expenses referred to in Section 4.02(h), and no Transfer shall be completed or recorded in the books of the Company, and no proposed Substitute Economic Member shall be admitted to the Company as an Economic Member, unless and until each of these requirements has been satisfied or, at the sole discretion of the Administrative ManagerManaging Member, waived. (h) The transferring Economic Member shall bear all costs and expenses arising in connection with any proposed Transfer, whether or not the Transfer proceeds to completion, including any legal fees incurred by the Company or any broker or dealer, any costs or expenses in connection with any opinion of counsel, and any transfer taxes and filing fees. The Administrative Manager in its sole discretion may waive all or any part of these costs and expenses.