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50 50 LLC Operating Agreement
"I need a 50/50 LLC Operating Agreement for a new technology consulting business I'm starting with my business partner in March 2025, with specific provisions for intellectual property rights and a detailed process for resolving any deadlocks in decision-making."
1. Parties: Identification and details of the members/shareholders
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Business Purpose: Scope and objectives of the business
5. Capital Contributions: Initial and ongoing financial commitments
6. Profit and Loss Sharing: Distribution of profits and allocation of losses
7. Management Structure: Decision-making processes and authority
8. Transfer of Interests: Rules for transferring ownership stakes
9. Dissolution: Process for winding up the business
1. Non-Compete Provisions: Restrictions on competitive activities - used when protecting business interests from member competition
2. Intellectual Property Rights: Ownership and use of IP - included when IP is significant to the business
3. Deadlock Resolution: Procedures for resolving equal partner disputes - particularly important for 50/50 arrangements
4. Additional Capital Calls: Process for requesting additional funding - included when future capital needs are anticipated
1. Initial Capital Contributions Schedule: Detailed breakdown of members' initial investments
2. Business Plan: Initial business strategy and projections
3. Members' Details Schedule: Complete contact information and shareholding details
4. Deed of Adherence: Template for new members joining
5. Reserved Matters Schedule: List of decisions requiring unanimous consent
Authors
Articles of Association
Board
Business
Business Day
Business Plan
Capital Contribution
Company
Confidential Information
Deadlock
Default
Defaulting Member
Directors
Encumbrance
Fair Market Value
Financial Year
Group
Initial Capital
Insolvency Event
Intellectual Property Rights
Law
Member
Membership Interest
Non-defaulting Member
Operating Expenses
Parties
Prohibited Transfer
Reserved Matters
Resolution
Share
Share Capital
Shareholders
Transfer
Transferee
Valuation
Voting Rights
Profit and Loss Distribution
Management Rights
Voting Rights
Transfer Restrictions
Deadlock Resolution
Business Operations
Decision Making
Confidentiality
Non-Competition
Intellectual Property
Member Meetings
Financial Records
Tax Matters
Dispute Resolution
Termination
Death or Incapacity
Buy-Sell Provisions
Amendment Procedures
Dissolution
Indemnification
Force Majeure
Severability
Governing Law
Notices
Assignment
Entire Agreement
Further Assurance
Third Party Rights
Good Faith
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