EFTA Document EFTA01359093

13. Sale of Assets: Capital Transactions. The Managing Member on behalf of the Company shall have the sole discretion to sell, assign or transfer one or more of the Special Membership Interests (after all amounts have been repaid under the Citi Loan) to any entity with respect to which Feinberg and his Affiliates do not own more than 50% of the equity interests (a "Third Party") without the consent of the Non-Managing Members. The Non-Managing Members acknowledge that the Fund Managers and