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Multi Member Operating Agreement
"Need a Multi Member Operating Agreement for a Singapore-based tech startup with 4 founding members, where two members will be actively managing the company while the other two are passive investors, with initial capital contributions totaling SGD 500,000 to be made by March 2025."
1. Parties: Identification and details of all members of the LLC
2. Background: Context and purpose of forming the LLC
3. Definitions: Key terms used tHRoughout the agreement
4. Company Formation: Details of company structure and initial capitalization
5. Capital Contributions: Initial and ongoing capital requirements
6. Membership Interests: Allocation of ownership and voting rights
7. Management Structure: Governance and decision-making processes
8. Distributions: Profit sharing and distribution policies
9. Transfer of Interests: Rules for transferring ownership interests
10. Dissolution: Process for winding up the company
1. Non-Compete Provisions: Restrictions on competitive activities by members to protect business interests
2. Intellectual Property Rights: Provisions governing IP ownership and usage rights when company owns or develops IP
3. Tag-Along Rights: Minority member protection mechanisms in sale scenarios
4. Drag-Along Rights: Majority member rights in sale scenarios to facilitate potential future sales
1. Schedule A - Initial Capital Contributions: Detailed breakdown of members' initial investments
2. Schedule B - Membership Interests: Detailed allocation of ownership percentages
3. Schedule C - Company Property: List of company assets and property
4. Appendix 1 - Management Structure Chart: Visual representation of governance structure
5. Appendix 2 - Voting Procedures: Detailed voting processes and requirements
Authors
Additional Capital Contribution
Affiliate
Agreement
Articles of Organization
Board
Business
Business Day
Capital Account
Capital Contribution
Company
Company Property
Confidential Information
Default
Defaulting Member
Distributions
Effective Date
Encumbrance
Fair Market Value
Financial Year
Initial Capital Contribution
Intellectual Property Rights
Law
Managing Member
Member
Membership Interest
Non-Managing Member
Notice
Operating Agreement
Ordinary Resolution
Percentage Interest
Person
Profits and Losses
Related Party
Reserved Matters
SGD
Singapore
Special Resolution
Transfer
Transferee
Transferor
Voting Rights
Membership Interests
Capital Contributions
Additional Capital
Distributions
Management
Voting Rights
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Pre-emptive Rights
Confidentiality
Non-Competition
Non-Solicitation
Intellectual Property
Books and Records
Tax Matters
Indemnification
Dispute Resolution
Termination
Dissolution
Winding Up
Amendments
Notices
Assignment
Severability
Entire Agreement
Governing Law
Force Majeure
Representations and Warranties
Member Meetings
Board Meetings
Reserved Matters
Deadlock Resolution
Financial Matters
Bank Accounts
Compliance
Business Plan
Good Faith
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