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EFTA01093471 | EFTA01093478 CONFIDENTL4L SOLELY FOR INTENDED RECIPIENT than his, her or its Percentage Interest of all such Capital Contributions may be required to make Capital Contributions in excess of his, her or its Percentage Interest until that shortfall is eliminated. During the Harvesting Period, the Managing Member may only issue (c) Capital Calls for the purpose of: (i) paying ongoing Organizational Expenses, Company Expenses and liabilities (or the establishment of reserves for such amounts); (ii) making investments that are in process as of the end of the Investment Period; (iii) making follow-on investments in existing Portfolio Investments; or (iv) enabling the Company to acquire a Defaulting Member's Interest pursuant to Section 4.2(b) below. 4.2 Co-investment with Para/lel Fund. For so long as the Investment Period and Harvesting Period coincide with the investment period and harvesting period of the Parallel Fund, respectively, the Managing Member will use commercially reasonable efforts to cause the Company to make Portfolio Investments, and to dispose of Portfolio Investments, contemporaneously and on part pasta terms with the Parallel Fund (with the understanding that the Company and the Parallel Fund will, to the extent practicable, participate in each such Portfolio Investment pro rata based on their available capital at the time of investment, as reasonably determined by the Managing Member). 4.3 Noncontributing Members. The Company shall be entitled to enforce the obligations of each Member (a) to make cash contributions up to the total amount of such Member's Capital Commitment and to pay back distributions as required herein, and the Company shall have all remedies available at law or in equity in the event any such contribution or payment is not so made, including the right for the Company to apply proceeds that otherwise would be distributed to a noncontributing Member toward any delinquent contributions or required return of distributions (the "Wendt Amount'), or any costs or expenses described below. The Members agree that the Company's choice of remedies, including the remedies set forth in Sections 4.3(b) and 4.3(d) below, shall be at the Managing Member's sole discretion and shall be binding upon the other Members and the Company without any liability to the Managing Member. A noncontributing Member may, at the Managing Member's discretion, be required to pay all costs and expenses incurred by the Company in enforcing such Member's contribution obligation, including attorneys' fees. Amounts so paid pursuant to the immediately preceding sentence shall not be treated as Capital Contributions and shall not reduce the noncontributing Member's Unfunded Capital Commitment. Without limiting any right of the Company pursuant to Section 4.3(a) (b) above, if any Member fails to make any of the contributions or payments when due, the Managing Member may, at its option, declare the Member to be in default (such event, an "Event of Default' and such Member, a "Defaulting Member"). The Managing Member shall provide such Defaulting Member notice of its default, which may give rise to the consequences set forth in this Section 4.3(b) and Section 4.3(d). In such case, the Managing Member, in its sole discretion, may elect one or more of the following remedies (or any combination thereof): cause the Defaulting Member to forfeit its right to participate in (i) any Portfolio Investments made after the Event of Default•, cause the Defaulting Member to transfer all of its Interest to one or more Non-Defaulting Members selected by the Managing Member, which have agreed to purchase such Interest, effective immediately, at a transfer price equal to the lesser of (A) 50% of such Defaulting Member's Capital Account or (B) 50% of the Fair Market Value of the Defaulting Member's Interest, determined by the Managing Member in accordance with Section 12.1. In such case, the Defaulting Member shall be treated as having no further Interest, and shall no longer be a Member; CRITMD CURRENCY PARTNERS II, LW Operating Agnomen/ —Page 4 ACTIVE 3138872 I 5v.2 EFTA01093478
May 9, 2026 at 5:55 AM