LLC PARTNERSHIP AGREEMENT
This Limited Liability Company (“LLC”) Partnership Agreement ("Agreement") is made and entered into as of [Date], by and between [Manager's Name] ("Managing Member") and [Your Name] ("Members"), hereinafter collectively referred to as "Parties."
1. FORMATION
The Parties hereby agree to form a Limited Liability Company under the laws of the state of [State Name]. The name of the company shall be [Your Company Name] LLC. The purpose of the LLC shall be [State Purpose].
2. MANAGEMENT STRUCTURE
2.1 Roles and Responsibilities
Managing Member: [Your Name] will serve as the Managing Member and shall have full authority and responsibility to manage and control the business affairs of the LLC.
Members: The members are indeed expected to participate actively in the management operations of the Limited Liability Company. They are encouraged to make their contribution to all the important business decisions that need to be made.
2.2 Decision Making
Decisions related to the ordinary course of business shall be made by the Managing Member. Major decisions, such as entering into contracts exceeding a certain amount or changing the nature of the business, shall require the unanimous consent of all Members.
2.3 Meetings
Regular meetings shall be held annually, or more frequently as deemed necessary, to discuss the affairs of the LLC. The Managing Member shall preside over meetings, and minutes shall be kept for record-keeping purposes.
3. PROFIT DISTRIBUTION
Net profits of the LLC shall be distributed to the Parties in the following proportions:
[Your Name] shall be distributed to the Managing Member. if the net profits amount to $10,000 and the percentage allocated to the Managing Member is 40%, the Managing Member would receive $4,000 ($10,000 x 40%).
[Members Name] shall be distributed equally among the Members based on their ownership interests. if there are three Members with ownership interests of 30%, 40%, and 30% respectively, and the remaining 60% of net profits are allocated to the Members, each Member would receive their proportional share accordingly.
4. CAPITAL CONTRIBUTIONS
Each Member shall contribute capital to the LLC as follows:
5. RESOLVING DISPUTES
In the event of a dispute arising between the Parties regarding this Agreement or the operations of the LLC, the Parties agree to first attempt to resolve the dispute through mediation. If mediation fails, the dispute shall be resolved through binding arbitration under the rules of [Arbitration Service].
6. DURATION OF THE AGREEMENT
The agreement that has been presented will officially start its term of validity starting on the date that is written at the top. It will remain entirely active and legally binding until such a time when it is formally brought to an end by a written agreement that has been unanimously agreed upon and signed by all the parties involved.
7. ADDITIONAL PROVISIONS
7.1 Indemnification
The LLC shall indemnify each Party, including Managers and Members, to the fullest extent permitted by law against all claims, liabilities, expenses, and damages arising out of their roles and responsibilities within the LLC, except in cases of gross negligence or willful misconduct.
7.2 Governing Law
This Agreement will be regulated, interpreted, and defined according to the laws that are operative within the state of [State Name]. This will be applicable regardless of any potential clashes or conflicts that may arise from various legal principles or different jurisdictions.
7.3 Entire Agreement
This Agreement constitutes the entire understanding and agreement between the Parties concerning the subject matter herein and supersedes all prior agreements and understandings, whether written or oral.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.
[Your Name]
[Members Name]
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