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Operating Agreement For Member Managed Limited Liability Company
"I need an Operating Agreement For Member Managed Limited Liability Company for my new tech startup in Singapore with tHRee equal partners, including specific provisions for intellectual property rights and a clause requiring unanimous consent for any future capital calls."
1. Parties: Identification of all LLC members and their details
2. Background: Context and purpose of forming the LLC
3. Definitions: Key terms used tHRoughout the agreement
4. Formation: Details of LLC formation and registration
5. Capital Contributions: Initial and subsequent capital contribution requirements
6. Membership Interests: Allocation of ownership percentages
7. Management Structure: Decision-making processes and voting rights
8. Profit and Loss Distribution: Method of distributing profits and losses
9. Meetings and Voting: Procedures for member meetings and voting
10. Transfer Restrictions: Rules regarding transfer of membership interests
11. Dissolution: Process for company dissolution
1. Non-Compete Provisions: Restrictions on competitive activities by members when there are competing business interests
2. Intellectual Property Rights: IP ownership and usage rights for cases where LLC will develop or use significant intellectual property
3. International Operations: Rules for international business activities when LLC operates across borders
4. Employee Management: Rules for hiring and managing employees when LLC plans to have employees
1. Schedule A - Initial Capital Contributions: Detailed breakdown of members' initial contributions
2. Schedule B - Membership Interests: Detailed allocation of ownership percentages
3. Schedule C - Business Plan: Initial business plan and projections
4. Appendix 1 - Voting Procedures: Detailed voting mechanisms and requirements
5. Appendix 2 - Member Contact Information: Contact details for all members
Authors
Additional Capital Contribution
Affiliate
Agreement
Articles of Organization
Business Day
Capital Account
Capital Contribution
Certificate of Formation
Company
Company Property
Confidential Information
Defaulting Member
Distributable Cash
Effective Date
Encumbrance
Fiscal Year
Initial Capital Contribution
Interest
Limited Liability Company
Majority Vote
Managing Member
Member
Membership Interest
Net Income
Net Loss
Non-Defaulting Member
Operating Agreement
Percentage Interest
Person
Principal Office
Profits and Losses
Registered Office
Related Party
SGD
Singapore
Special Resolution
Subsidiary
Super Majority Vote
Tax
Transfer
Voting Interest
Capital Contributions
Membership Interests
Management and Voting
Meetings
Distributions
Accounting and Records
Transfer Restrictions
Admission of New Members
Withdrawal and Resignation
Dissolution and Winding Up
Confidentiality
Non-Competition
Intellectual Property
Bank Accounts
Tax Matters
Indemnification
Insurance
Dispute Resolution
Governing Law
Amendment Procedures
Force Majeure
Notices
Assignment
Severability
Entire Agreement
Further Assurance
Waiver
Compliance with Laws
Termination
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