LLC Guaranteed Payment Agreement Generator for United States

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Key Requirements PROMPT example:

LLC Guaranteed Payment Agreement

"I need an LLC Guaranteed Payment Agreement for our tech consulting firm to establish monthly guaranteed payments of $10,000 to our managing partner, who will be providing strategic advisory services starting January 2025, with strict confidentiality provisions."

Document background
The LLC Guaranteed Payment Agreement is essential when an LLC wishes to provide consistent compensation to a member for services or capital, regardless of business performance. This document, governed by U.S. federal and state laws, establishes fixed payment obligations that are treated differently from profit distributions for tax purposes. It's particularly useful for professional service LLCs or when certain members contribute significant value requiring steady compensation. The agreement ensures compliance with IRC Section 707(c) and relevant state LLC regulations while providing clarity on payment terms, tax treatment, and related obligations.
Suggested Sections

1. Parties: Identification of the LLC and the recipient of guaranteed payments

2. Background: Context of the agreement and relationship between parties

3. Definitions: Key terms used throughout the agreement

4. Payment Terms: Amount, frequency, and conditions of guaranteed payments

5. Tax Treatment: Specification of tax handling and responsibilities

6. Term and Termination: Duration of agreement and conditions for termination

Optional Sections

1. Services: Description of services provided (if payment is for services)

2. Non-Competition: Restrictions on competitive activities

3. Confidentiality: Protection of sensitive information

Suggested Schedules

1. Payment Schedule: Detailed breakdown of payment amounts and dates

2. Service Description: Detailed description of services if applicable

3. Tax Forms: Relevant tax documentation and forms

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Industries

IRC Section 707(c): Federal tax provision specifically governing guaranteed payments to partners/members in partnerships and LLCs, defining tax treatment and requirements

IRC Section 162: Federal tax provision regarding business deductions, relevant for determining deductibility of guaranteed payments

IRC Subchapter K: Comprehensive federal tax regulations governing partnership taxation, including treatment of LLC guaranteed payments

State LLC Acts: State-specific legislation governing the formation, operation, and management of LLCs, including payment structures

State Business Organization Laws: General state laws governing business entities, their operations, and obligations within the state

State Tax Regulations: State-specific tax rules regarding guaranteed payments and their treatment for state tax purposes

Fair Labor Standards Act: Federal law establishing standards for employment relationships, relevant if guaranteed payment recipient provides services

State Labor Laws: State-specific regulations governing employment relationships and compensation

Independent Contractor Classification Rules: Federal and state guidelines for determining whether a payment recipient is an employee or independent contractor

Securities Act of 1933: Federal law governing securities transactions, relevant if guaranteed payment arrangement could be considered a security

State Securities Regulations: State-specific rules governing securities transactions and investments

State Contract Laws: General state laws governing formation and enforcement of contracts

Uniform Commercial Code: Standardized state laws governing commercial transactions

State Fraudulent Transfer Laws: State regulations protecting creditors from fraudulent transfers, relevant for guaranteed payment structures

Bankruptcy Code: Federal laws governing bankruptcy proceedings and creditor rights, relevant for guaranteed payment obligations

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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