WordPress Download Plugin & Membership Help

I need to be able to create membership levels. And limit the number of downloads in a given period of time based on membership level.

I would also settle for a way to get custom fields to display a download link or html object. That will only display if conditions are met.
For ex. If I wanted to limit the number of total downloads between membership levels. And display certain links or download buttons between them also.

What plugin or plugins would I need to accomplish this?