Limited Liability Company Agreement Template Page 12
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193.03
Liability to Third Parties.
Except as otherwise expressly provided by the Act, none of the Member or any Manager
shall be liable for the debts, obligations or liabilities of the Company, including under a
judgment, decree or order of any court solely by reason of being a member or manager of the
Company.
A
RTICLE IV.
CAPITAL CONTRIBUTIONS
4.01
Initial Contributions.
Contemporaneously with the execution by the Member of this Agreement, the Member
has contributed, or will contribute, $100 to the Company.
4.02
Subsequent Contributions.
Except as provided in Section 4.01 above, the Member shall not have any obligation to
make any Capital Contribution. Subsequent Capital Contributions may be made from time to
time at the discretion of the Member.
4.03
Return of Contributions.
The Member is not entitled to the return of any part of its Capital Contributions or to be
paid interest in respect of either its Capital Account or its Capital Contribution. An unrepaid
Capital Contribution is not a liability of the Company. The Member is not required to contribute
or to lend any cash or property to the Company to enable the Company to return the Member's
Capital Contribution.
4.04
Advances by Member.
If the Company does not have sufficient cash to pay its obligations, the Member, at its
sole discretion, may agree to advance all or part of the needed funds to or on behalf of the
Company. An advance described in this Section 4.04 constitutes a loan from the Member to the
Company, bears interest at the rate agreed to with the Company at such time from the date of the
advance until the date of payment, and is not a Capital Contribution. Upon the Member's request,
the Company shall execute and deliver to the Member a promissory note setting forth the terms
and conditions of any advance.
4.05
Capital Accounts.
A separate Capital Account shall be maintained for the Member.
ARTICLE V.
ALLOCATION OF PROFITS AND LOSSES; DISTRIBUTIONS
5.01
Allocation of Net Profits and Net Losses.
The Net Profits and Net Losses for each fiscal year shall be allocated to the Member.
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