0000905148-17-000791 Sample Contracts

SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT
Limited Liability Company Operating Agreement • September 8th, 2017 • ML Winton FuturesAccess LLC • Commodity contracts brokers & dealers • Delaware

THIS SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT (“Agreement”) dated as of January 31, 2015 of ML Winton FuturesAccess LLC (this “FuturesAccess Fund”) by and among Merrill Lynch Alternative Investments LLC, a Delaware limited liability company (the “Sponsor”), an indirect wholly-owned subsidiary of Bank of America Corporation, and those persons who shall invest in the units of limited liability company interest (“Units”) created pursuant to this Agreement — Class A, Class C, Class D, Class I, Class M, Class DS, Class DT, Class DI and such other classes as may be established in the future — and shall therefore be admitted as members (such members being hereinafter sometimes referred to collectively as “Investors”; provided, that for purposes of voting, Units held by the Sponsor shall not be considered to be held by an Investor).

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The Operating Agreement • September 8th, 2017 • ML Winton FuturesAccess LLC • Commodity contracts brokers & dealers
AMENDMENT TO THE OPERATING AGREEMENT
Limited Liability Company Operating Agreement • September 8th, 2017 • ML Winton FuturesAccess LLC • Commodity contracts brokers & dealers

THIS AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT dated as of January 31, 2015 (as amended from time to time, the “Agreement”) of ML Winton FuturesAccess LLC (this “Amendment”) is made as of August 30, 2017 by Merrill Lynch Alternative Investments LLC, a Delaware limited liability company (the “Sponsor”), and the Investors. Capitalized terms used herein, but not defined, shall have the same meanings assigned to them in the Agreement.

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