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Limited Liability Company Operating Agreement Template - A Single Membermanaged Limited Liability Company Page 2

1.6

BUSINESS PURPOSE. The purpose of the Company is to __________________________

________________________________________________________________________

1.7

PRINCIPAL PLACE OF BUSINESS. The location of the principal place of business of the

Company shall be:

_________________________

The principal place of business may be changed to a location the Member may select.

The Member may also choose to store company documents at any address the

Member chooses.

1.8

MEMBER. The name and place of residence of the member are contained in Exhibit 1

attached to this Agreement.

1.9

ADMISSION OF ADDITIONAL MEMBERS. Except as otherwise expressly provided in the

Agreement, additional members may be admitted to the Company through issuance by

the company of a new interest in the Company or a sale of current a percent of current

Member’s interest.

ARTICLE II

Capital Contributions

2.1

INITIAL CONTRIBUTIONS. The Member initially shall contribute to the Company capital

as described in Exhibit 2 attached to this Agreement. The total value of such

property and cash is ____________________________.

2.2

ADDITIONAL CONTRIBUTIONS. Except as provided in ARTICLE 6.2, no Member shall be

obligated to make any additional contribution to the Company's capital.

ARTICLE III

Profits, Losses and Distributions

3.1

PROFITS/LOSSES. For financial accounting and tax purposes the Company's net profits

or net losses shall be determined on an annual basis and shall be allocated to the

Members in proportion to each Member's relative capital interest in the Company as set

forth in Exhibit 2 as amended from time to time in accordance with Treasury Regulation

1.704‐1.

3.2

DISTRIBUTIONS. The Member shall determine and distribute available funds annually or

at more frequent intervals as the Member sees fit. Available funds, as referred to

herein, shall mean the net cash of the Company available after appropriate provision for

expenses and liabilities, as determined by the Member. Distributions in liquidation of

Limited Liability Company Operating Agreement

Limited Liability Company Operating Agreement Template - A Single Membermanaged Limited Liability Company Page 2