Operating Agreement

of [Company Name], LLC

This Operating Agreement ("Agreement") is entered into on [Date], by and among the Members listed below (collectively referred to as the "Members") of [Company Name], LLC, a limited liability company formed under the laws of the State of [State].

1. Formation

The Members hereby form a Limited Liability Company ("LLC") pursuant to the laws of the State of [State]. The name of the company shall be [Company Name], LLC.

2. Principal Office

The principal place of business shall be located at: [Business Address], or such other location as may be determined by the Members.

3. Purpose

The purpose of the LLC is to engage in [brief description of business activity], and any other lawful activities permitted under state law.

4. Term

The LLC shall continue until dissolved as provided in this Agreement.

5. Members and Ownership Interests

The initial Members and their ownership percentages are as follows:

• [Member A Name] – [XX]%

• [Member B Name] – [XX]%
  (Additional members may be added per Section 13)

6. Capital Contributions

Each Member has contributed the following capital to the LLC:

• [Member A Name] – $[Amount]

• [Member B Name] – $[Amount]

No additional contributions are required unless agreed upon in writing.

7. Profits and Losses

Profits and losses shall be allocated among Members in proportion to their ownership interests.

8. Distributions

Distributions of available funds shall be made at the discretion of the Members, in accordance with ownership percentages.

9. Management

The LLC shall be [Member-managed / Manager-managed].

• If Manager-managed: [Manager’s Name] shall serve as Manager with authority to operate the business.

10. Voting Rights

Decisions shall be made by a majority vote of the ownership interests unless otherwise specified.

11. Meetings

Meetings may be called by any Member upon reasonable notice. No formal meetings are required unless requested.

12. Accounting and Records

The LLC shall maintain complete and accurate financial records. The fiscal year shall end on [Month/Day].

13. Admission of New Members

New Members may be admitted only upon unanimous written consent of existing Members.

14. Withdrawal or Death of a Member

In the event of a Member’s withdrawal, death, or incapacity, the remaining Members may purchase that Member's interest per terms to be negotiated.

15. Dissolution

The LLC may be dissolved upon:
(a) Unanimous written consent of the Members,
(b) Sale of all assets,
(c) A legal requirement for dissolution.

Upon dissolution, assets will be liquidated and distributed in accordance with ownership interests after all liabilities are paid.

16. Governing Law

This Agreement shall be governed by the laws of the State of [State].

17. Entire Agreement

This Agreement represents the entire understanding between the Members and supersedes any prior oral or written agreements.

IN WITNESS WHEREOF, the undersigned have executed this Agreement on the date first above written.

Member A Signature
Name:

Member B Signature
Name:

(Attach additional signature lines as needed)