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Small Business Operating Agreement
"I need a Small Business Operating Agreement for my new tech consultancy launching in March 2025, with three equal partners who will all be involved in management, including specific provisions for intellectual property and client confidentiality."
1. Parties: Identification and details of all members/owners of the business
2. Background: Context of the agreement and business formation
3. Definitions: Key terms used throughout the agreement
4. Business Purpose: Primary activities and objectives of the business
5. Capital Contributions: Initial and ongoing financial commitments of members
6. Management Structure: Decision-making processes and management responsibilities
7. Profit and Loss Distribution: How profits and losses will be allocated
8. Voting Rights: Decision-making thresholds and voting procedures
1. Intellectual Property Rights: IP ownership and protection provisions - use when the business creates or uses significant IP
2. Employment Provisions: Rules regarding hiring and managing employees - use when the business plans to have employees
3. Non-Compete Clauses: Restrictions on competitive activities - use when protecting business interests from member competition
4. International Operations: Provisions for international business activities - use when operating across borders
1. Schedule 1: Initial Capital Contributions: Detailed breakdown of members' initial investments
2. Schedule 2: Members' Details: Complete information about all members including contact details
3. Schedule 3: Business Plan: Initial business plan and strategic objectives
4. Appendix A: Voting Procedures: Detailed voting mechanisms and processes
Authors
Business
Business Day
Capital Account
Capital Contribution
Company
Confidential Information
Default Event
Effective Date
Fair Market Value
Financial Year
Initial Capital Contribution
Intellectual Property Rights
Law
Management Committee
Managing Member
Member
Membership Interest
Operating Expenses
Ordinary Resolution
Parties
Percentage Interest
Profit and Loss
Quarter
Registered Office
Related Party
Reserved Matters
Special Resolution
Tax
Transfer
Valuation Date
Voting Rights
Formation of Business
Business Purpose
Capital Contributions
Additional Capital
Membership Interests
Management Structure
Voting Rights
Meetings
Business Operations
Financial Matters
Profit and Loss Distribution
Banking
Accounting
Tax Matters
Confidentiality
Intellectual Property
Non-Competition
Transfer of Interests
Admission of New Members
Withdrawal of Members
Death or Incapacity
Dissolution
Dispute Resolution
Force Majeure
Notices
Amendment Procedures
Governing Law
Severability
Entire Agreement
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