THE ZERO LUX

OPERATING AGREEMENT OF THE ZERO LUX LLC

This Operating Agreement ("Agreement") is made and entered into as of July 26, 2025, by and between Sean Campbell, as the sole member ("Member") of The Zero Lux LLC ("Company"), a limited liability company formed pursuant to the laws of the State of Arizona.

1. FORMATION The Company was formed as a limited liability company pursuant to the Arizona Limited Liability Company Act by the filing of Articles of Organization with the Arizona Corporation Commission on July 26, 2025.

2. PRINCIPAL OFFICE The principal office of the Company shall be located at such place as the Member may determine from time to time. The initial address is the place identified in the Articles of Organization.

3. BUSINESS PURPOSE The purpose of the Company is to operate a digital media and investigative journalism outlet under the brand "The Zero Lux," including but not limited to content publishing, reporting, multimedia production, and any other lawful business activity.

4. DURATION The duration of the Company shall be perpetual unless dissolved in accordance with this Agreement or as provided by Arizona law.

5. SOLE MEMBER Sean Campbell shall be the sole Member of the Company. No additional members shall be admitted without the prior written consent of the Member.

6. MANAGEMENT The Company shall be managed by the Member. The Member shall have full and complete authority, power, and discretion to manage and control the business, affairs, and properties of the Company.

7. LIABILITY OF THE MEMBER The Member shall not be liable for the debts, obligations, or liabilities of the Company beyond the Member's capital contribution, except as required by Arizona law.

8. TAX TREATMENT The Company shall be treated as a disregarded entity for federal and Arizona income tax purposes, with all profits, losses, deductions, and credits reported on the Member's individual tax return.

9. BANK ACCOUNTS The Company shall maintain its own bank account(s) in its name, separate from the Member's personal accounts.

10. RECORDS AND ACCOUNTING The Company shall maintain complete and accurate books and records of its operations and shall keep them at its principal place of business or another location as determined by the Member.

11. INDEMNIFICATION To the fullest extent permitted by law, the Company shall indemnify the Member against any and all expenses and liabilities incurred in connection with the Company, provided such actions were taken in good faith.

12. DISSOLUTION The Company shall be dissolved upon the occurrence of any of the following:

• The written decision of the Member to dissolve the Company

• As otherwise provided by Arizona law

Upon dissolution, the assets of the Company shall be distributed first to pay liabilities, then to the Member.

13. AMENDMENTS This Agreement may be amended only in writing signed by the Member.

IN WITNESS WHEREOF, the undersigned has executed this Operating Agreement as of the date first written above.

Sean Campbell
Sole Member, The Zero Lux LLC