OPERATING AGREEMENT OF _____________________________________________________ This Operating Agreement, ("Agreement"), is made and entered into ________________, ________, at ________________________________, ____________, by and between _________________________________, a limited liability company organized pursuant to ______________ law (“Company”), and ______________________ and ______________________________ as Members, and all additional members who may from time to time become a party by becoming a member (collectively the "Members" and each individually the "Member"). RECITALS: 1. WHEREAS, Articles of Organization for the Company were filed with the Secretary of State of ______on _______________, 20___; and WHEREAS, the Members intend to comply with ________ law to properly form the Company and establish their obligations, rights, duties and entitlements as Members of the Company; and WHEREAS, the parties wish to adopt this Agreement as the Operating Agreement of the Company.
NOW, THEREFORE, in consideration of the terms and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which the Members hereby acknowledge, the Members agree as follows: ARTICLE I ORGANIZATION 1.1 Name of Company. The full name of the Company shall be _________________________________.
1.2 Articles of Organization. In accordance with ____________ law, the Members have executed and filed with the __________________ Secretary of State, Articles of Organization in a form identical to that attached hereto as Exhibit “A”. 1.3 Statutory Agent. The Members have executed and filed with the ________________ Secretary of State an Original Appointment of Statutory Agent appointing ___________________________, as the statutory agent for the Company. The mailing address for __________________________ as statutory agent for the Company is _______ ___________________________________________________. 1.4 Principal Office. The principal business office of the Company shall be located _____________________ _____________________. The Members may change the principal office of the Company at any time upon the vote of a majority of the Members at a meeting duly called hereunder or upon the written consent of all the Members. 1.5 Purpose of the Company. The Members have organized and formed the Company for any and all lawful purposes for which individuals may lawfully associate themselves; including, without limitation, the operation of a real estate investment company. The Company may engage in and take all actions necessary, customary, related, incidental or convenient to the accomplishment of such purpose. In the furtherance of such purposes, the Company shall have all powers necessary to or reasonably connected with the Company’s business which may be legally permitted to a limited liability company. 1.6 Term. The Company will continue to exist for an indefinite term into the future. The Company may be terminated or dissolved at an earlier date in accordance with the provisions of this Agreement or the _________ law.
ARTICLE II MEMBERSHIP INTERESTS AND CAPITAL ACCOUNTS 2.1 Initial Capital Contribution. Each Member shall make an initial capital contribution of cash, property, or services to the Company as specified below: (a) (b) Member Member $________ $________
The capital contribution shall be made by each Member upon the execution of this Agreement, unless otherwise provided in writing by all Members. The Members further acknowledge and agree that the capital contri