EFTA01583626

B. Scverabilitv. The invalidity or unenforecability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be curistnied in all respects as if such invalid or unenforceable provisions were omitted. C. amend en. This Agreement may be amended or revoked at any time, in writing. with the consent of the Sole Member. No change or modification to this Agreement shall be valid unless in writing and signed by the Sole Member. D. Binding Effect Subject to the provisions of this Agreement relating to transferability, this Agreement will be binding upon and *all inure to the benefit of the parties. and their respective distributers, heirs, successors and assigns. E. Ouvernint Law. Regardless of the place where this Agfecme:U may be executed by the Sole Member, the rights and obligations of the Sole Member, and any claims and disputes relating thereto, shall be subject to and governed by, and construed and enforced in accordance with the laws of the Territory of the US. Virgin Islands. IN WITNESS WHEREOF, the Sole Member makes and executes this Operating Agreement on the day and year first written above. WITNESSETH: SQLQ(Brt: Jeffrey\ Epsieiri DESIGNATION AS MANAGER AND THE TERMS HEREOF APPLICABLE TO THE MANAGER ARE ACCEPTAED : turned Visoski Confidential Treatment Requested by JPMorgan Chase JPM-SDNY-00063326 EFTA01583626