The
Member
shall
elect
and
may
remove
the
Manager(s)
by
majority
vote.
The
authority
shall
be
held
by
the
Member
to
take
all
necessary
and
proper
a ctions
i n
o rder
t o
c onduct
t he
b usiness
o f
t he
L LC.
Any
Manager
can
take
any
appropriate
action
on
behalf
of
the
LLC,
including,
but
not
limited
to
signing
checks,
executing
leases,
and
signing
l oan
d ocuments
e xcept
f or
d ecisions
c oncerning
d istributions.
With
or
without
the
notice
of
a
meeting,
the
action
of
the
Manager
shall
be
based
on
a
majority
vote
of
the
Managers
when
determining
the
t iming
a nd
t otal
a mount
o f
d istribution
t o
t he
M embers.
The
compensation
to
the
Manager(s)
shall
be
in
the
discretion
of
the
Member
o f
t he
L LC.
XII.
OFFICERS
AND
RELATING
PROVISIONS.
If
the
Member
decides
to
manage
the
LLC,
rather
than
appointing
a
Manager,
the
Member
shall
appoint
o fficers
f or
t he
L LC
a nd
t he
f ollowing
p rovisions
s hall
a pply:
(a)
OFFICERS.
T he
o fficers
o f
t he
L LC
s hall
c onsist
o f
a
p resident,
a
treasurer
a nd
a
s ecretary,
o r
o thers
t hat
m ay
b e
e lected
a nd
appointed
by
the
Member.
A
Member
may
hold
more
than
one
or
all
offices.
The
officers
shall
supervise
the
operation
of
the
LLC
under
the
direction
and
management
of
the
Member,
a s
f urther
d escribed
b elow.
(b)
TERM
OF
OFFICE/ELECTION.
The
Member
shall
elect
the
officers
of
the
LLC
annually
by
a
majority
vote.
Vacancies
may
be
filled
or
new
offices
created
and
filled
at
any
meeting
of
the
Member.
All
officers
shall
hold
their
office
positions
unless
until
their
death,
removal
of
office,
or
resignation.
Election
or
appointment
of
an
officer
or
agent
shall
n ot
o f
i tself
c reate
a
c ontract
r ight.
(c)
REMOVAL.
The
Member
may
decide
to
remove
any
officer
or
agent
b y
a
m ajority
v ote
w henever
t hey
d ecide
t hat
t he
b est
interest
of
the
company
would
be
served
thereby.
If
an
officer
or
agent
is
removed,
it
shall
be
without
prejudice
to
the
c ontract
r ights.
(d)
PRESIDENT.
The
President
shall
be
the
chief
executive
officer
of
the
LLC
and
shall
be
present
at
all
meetings
with
the
Member.
The
president
shall
have
all
powers
to
perform
such
d uties
t hat
a re
o utlined
i n
t his
A greement.
(e)
THE
TREASURER.
The
Treasurer
shall
be
the
chief
financial
officer
o f
t he
L LC.
T he
T reasurer
i s
r esponsible
f or
a ll
f unds