EFTA01480207

13. Severabilitv. The invalidity or unenforneability of any particular pnwision of this Agreement shall not affect the other provisions hereof, and this Agreement that be construed m all respects as if such invalid or unenforceable provisions were omitted. C. Amendment 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. Oinding Effect Subject to the provisions of this Agreement relating to transferability, this Agreement will be binding upon and stall inure to the benefit of the parties, and their respective distributees, heirs, successors and assigns E. Governing Law. Regardless of the place where this Agreement 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 U.S. Virgin Islands. IN WITNESS WHEREOF, the Sole Member makes and executes this Operating Agreement on the day and year first written above. DESIGNATION AS MANAGER AND THE TERMS HEREOF APPLICABLE TO THE MANAGER ARE ACCEPTAED Visoski 7 Confidential Treatment Requested by JPMorgan Chase CONFIDENTIAL JPM-SDNY-00002301 SDNY_GM_00271499 EFTA01480207