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Multi Member LLC Operating Agreement
"I need a Multi Member LLC Operating Agreement for a technology startup with four founding members, incorporating special provisions for intellectual property protection and a vesting schedule for membership interests that begins January 2025."
1. Parties: Identification of all initial members and the LLC entity
2. Background: Context of the agreement formation and business purpose
3. Definitions: Comprehensive list of defined terms used throughout the agreement
4. Formation and Name: Details of company formation, registered name, and business purpose
5. Principal Office and Registered Agent: Company's official address and registered agent details
6. Term: Duration of the LLC and conditions for continuation or dissolution
7. Capital Contributions: Initial and additional capital contribution requirements and procedures
8. Membership Interests: Structure of ownership interests and member units
9. Management Structure: Management rights, responsibilities, and decision-making procedures
10. Meetings and Voting: Procedures for member meetings and voting requirements
11. Allocations and Distributions: Profit/loss allocation and distribution procedures
12. Transfer Restrictions: Limitations on transfer of membership interests
13. Withdrawal and Exit: Procedures for member withdrawal and exit mechanisms
14. Dissolution and Liquidation: Processes for company dissolution and asset distribution
15. Books and Records: Requirements for maintaining company records and member access rights
16. Tax Matters: Tax treatment, reporting responsibilities, and tax distributions
17. Confidentiality: Protection of company and member confidential information
18. Amendments: Procedures for modifying the operating agreement
19. General Provisions: Standard legal provisions including governing law, notices, and severability
1. Buy-Sell Provisions: Detailed procedures for buying out members in specific circumstances, recommended for families or closely-held businesses
2. Right of First Refusal: Specific procedures giving existing members priority in purchasing available interests, useful for maintaining control
3. Drag-Along Rights: Provisions allowing majority members to force minority members to join in sale, important for future exit strategies
4. Tag-Along Rights: Rights allowing minority members to join in sales by majority members, protecting minority interests
5. Special Purpose Provisions: Specific provisions for industry-specific requirements or special business purposes
6. Intellectual Property Rights: Specific provisions regarding IP ownership and licensing, important for technology companies
7. Non-Compete Provisions: Restrictions on competitive activities, important for protecting business interests
8. Family Member Provisions: Special provisions for family-owned businesses regarding succession and dispute resolution
1. Schedule A - Member Information: Detailed list of members, contact information, and initial capital contributions
2. Schedule B - Capital Contributions: Detailed breakdown of all member capital contributions and corresponding membership interests
3. Schedule C - Management Structure: Detailed organizational chart and management responsibilities
4. Schedule D - Approved Officers: List of approved officers and their roles if applicable
5. Schedule E - Valuation Methods: Agreed methods for valuing membership interests
6. Schedule F - Special Allocations: Any special tax or profit allocation provisions
7. Appendix 1 - Form of Member Certificate: Template for membership certificates if used
8. Appendix 2 - Transfer Notice: Standard form for notifying intent to transfer membership interests
Authors
Technology
Professional Services
Manufacturing
Retail
Real Estate
Healthcare
Construction
Hospitality
Consulting
E-commerce
Agriculture
Transportation
Education Services
Financial Services
Legal
Executive Leadership
Corporate Governance
Finance
Operations
Compliance
Risk Management
Administrative
Company Secretariat
Chief Executive Officer
Business Owner
Managing Director
Chief Financial Officer
Corporate Lawyer
Legal Counsel
Business Development Manager
Company Secretary
Operations Manager
Founding Partner
Board Member
Managing Partner
Compliance Officer
Risk Manager
Corporate Governance Officer
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