LLC Forms > LLC Governance Documents

This Amendment to LLC Operating Agreement sample form allows members and managers to amend an LLC operating agreement. The terms and conditions of the Amendment and the Operating Agreement are incorporated into each other. In the event of a conflict between the Operating Agreement and the Amendment, the terms and conditions of the Amendment shall control. Capitalized terms which are not defined in the Amendment shall have the same meaning for such words as set forth in the Operating Agreement.

This sample limited liability company Membership Interest Redemption Agreement with Covenants not to Compete or Solicit and Mutual Release Agreement – Pro LLC form incorporates numerous provisions for the protection of the interests of an LLC and its members and managers in the redemption of Membership Rights owned by a dissociating member of the LLC.  Specifically, it (i) facilitates the redemption of the Membership Rights of a dissociating (quitting) member by the LLC, (ii) subjects the Dissociated Member to certain restrictive covenants against using or sharing the confidential information and trade secrets of the LLC competing with the LLC, or soliciting the customers, clients, or employees of the LLC.  The LLC Membership Rights Redemption Agreement sample form also incorporates numerous representations and warranties by the Dissociated Member for the protection of the LLC.  It also contains provisions to resolve all current and future disputes between the parties through a mutual release of all claims and liabilities between the LLC, the Dissociated Member, and the Member(s) and Manager(s) (if any) of the LLC. The Dissociated Member also waives any claims (and in some instances assigns all rights) to the tangible and intangible property of the LLC, including, but not limited to, intellectual property, proprietary rights, or publicity rights that the Dissociated Member may have in such assets that the Dissociated Member created in whole or part.  The LLC Membership Rights Redemption Agreement also stipulates that the Parties refrain from disparaging each other or disclosing to the terms of the Redemption Agreement, except as necessary to fulfill the purposes of the Redemption Agreement.

This sample LLC Membership Redemption and Mutual Release Agreement form creates a three-way agreement between a member of an LLC that has quit or is quitting the LLC (dissociated), the LLC from which the member has quit or shall quit, and any remaining members of the LLC.  Specifically, the form provides that the LLC shall purchase back (redeem) all of the dissociating member's membership rights in the LLC.  It allows the parties to mutually agree to (1) release each other from all claims or causes of action that may have originated prior to the redemption of the dissociated member's membership rights, (2) not disparage each other after the execution of the agreement, and (3) keep the terms of the agreement confidential.  Such sample agreement permenantly settles all claims and controversies between the parties originating before the agreement, so that the parties may move on, putting the past behind them.    

This sample Member’s Capital Contribution Agreement allows a person or business entity to make a contribution to the capital of a limited liability company either for the sole purpose of infusing capital into the company and/or to receive voting and/or financial rights in the Company.  The Member can make a capital contribution to the Company by paying or transferring an agreed upon sum of money or value in property to the Company.


 
 

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