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Membership Interest Redemption Agreement
"Need a Membership Interest Redemption Agreement for our tech startup, where we're buying back a 15% stake from a departing founder, with payment structured over 18 months starting March 2025."
1. Parties: Identification of the company and member(s) whose interests are being redeemed
2. Background: Context of the redemption and current ownership structure
3. Definitions: Key terms used throughout the agreement
4. Redemption Terms: Details of interests being redeemed and consideration
5. Payment Terms: Timing and method of payment
6. Completion Requirements: Actions required to complete the redemption
7. Representations and Warranties: Standard assurances from both parties
1. Tax Provisions: Specific provisions addressing tax treatment of the redemption, included when complex tax implications are present
2. Non-Compete Provisions: Restrictions on departing member's future business activities, included when protecting business interests is crucial
3. Earn-out Provisions: Provisions for additional payments based on future performance, included when consideration includes contingent payments
1. Schedule 1 - Details of Membership Interests: Detailed description of interests being redeemed
2. Schedule 2 - Completion Obligations: Checklist of actions required at completion
3. Schedule 3 - Payment Schedule: Details of payment installments if applicable
4. Appendix A - Valuation Report: Independent valuation report if performed
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