EFTA01480201

OPERATING AGREEMENT OF JEGE, A U.S. Virgin Islands Limited Liability Company THIS OPERATING AGREEMENT (this "Agreement") is made and entered into as of Cktoher 19, 2012 by Jeffrey C Epstein (hereinafter referred to as "Sole Member"), with an address at 6100 Red Hook Quarter. 33, St. Thomas, USVI 00802. who hereby forms MGE. LLC. a U.S. Virgin Islands liability company (the "Company") pursuant to the US. Virgin Islands Uniform Limited Liability Company Act (the 'Act") upon the following terms and conditions: SECTION I ORGANIZATION & FoRma.nory A_ Formation. The Company has been organized as a 11.S. Virgin islands limited liability company under and pursuant to the U.S Virgin Islands l irnitcd liability Company Act (tlte "Act-) by the filing of Articles of Organirrion (".Artieles") with Oa Office of the Lkutenant Governor, on October 19, 2012, as required by the Act B. &mg. The name of the Contpany shall he 'AGE. LLC". The Company upon proper notice and filing with the. Mee of the Lieutenant Goonnot of the U.S. Virgin islands may Lirld,..ki its operations under one or more assumed names. C. Poem-sec The pirpose of the Company is to engage in any lawf;:l Activity, operate any lassful enterprise or to have any other lawful purpose permitted by the law of the territory of the U.S Vugin Islands The Company shall have all the pours necessary or convenient to affect any purpose for which it is fanned including all powers granted by the Act I). Notion. The Company shall continue in existence perpetually. beginning no the date of filing of the Articles, wiles, terminated by law or dissolved and terminated. E. Esgisce4 Office and Resident Meru and Place of Business. The Registered Office and Resident Agent of the Company for service of process within the territory shall be: Business Basics VI, LLC, at 9100 Putt of Sale Mall, Suite 15, St Thomas, U.S. Virgin Islands 00802. The Company's principal place of business shell be MOO Rod I look Quarter, lit St. Thomas U.S. Virgin islands 00802 or such other place o; places as the Sole Member may hereafter determine Confidential Treatment Requested by JPMorgan Chase CONFIDENTIAL JPM-SDNY-00002295 SDNY_GM_00271493 EFTA01480201