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Custom Operating Agreement
"I need a Custom Operating Agreement for a new tech startup with three co-founders based in London, with specific provisions for IP ownership and a unique profit-sharing structure based on both capital contribution and sweat equity."
1. Parties: Identification and details of all parties to the agreement
2. Background: Context and purpose of the operating agreement
3. Definitions: Key terms used throughout the agreement
4. Company Formation: Details of company structure and establishment
5. Management Structure: Governance and decision-making framework
6. Capital Contributions: Initial and ongoing capital requirements
7. Profit and Loss Distribution: How financial returns are allocated
8. Transfer of Interests: Rules for transferring ownership stakes
9. Dissolution: Process for winding up the company
1. Intellectual Property Rights: IP ownership and licensing provisions - include when company owns or develops IP
2. Non-Compete Provisions: Restrictions on competitive activities - include when protecting business interests from member competition
3. International Operations: Rules for foreign operations - include when company operates across multiple jurisdictions
1. Schedule 1 - Initial Capital Contributions: Detailed breakdown of member contributions
2. Schedule 2 - Members' Information: Detailed information about each member
3. Schedule 3 - Business Plan: Initial business plan and strategy
4. Appendix A - Voting Rights: Detailed voting procedures and rights
5. Appendix B - Reserved Matters: List of decisions requiring special approval
Authors
Articles of Association
Board
Business
Business Day
Business Plan
Capital Contribution
Company
Confidential Information
Directors
Effective Date
Encumbrance
Financial Year
Group
Initial Members
Intellectual Property Rights
Law
Managing Director
Member
Membership Interest
Officers
Operating Profit
Ordinary Resolution
Parties
Person
Profits
Registered Office
Reserved Matters
Share
Shareholder
Special Resolution
Subsidiary
Transfer
Voting Rights
Formation
Business Purpose
Capital Contributions
Additional Capital
Membership Interests
Transfer Restrictions
Management Structure
Board Composition
Decision Making
Voting Rights
Reserved Matters
Meetings
Financial Matters
Profit Distribution
Accounting
Business Plans
Confidentiality
Non-Competition
Intellectual Property
Insurance
Indemnification
Default
Termination
Dissolution
Deadlock Resolution
Dispute Resolution
Notices
Assignment
Amendment
Severability
Entire Agreement
Governing Law
Jurisdiction
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