New York Limited Liability Company Operating Agreement Template Page 11
Download a blank fillable New York Limited Liability Company Operating Agreement Template in PDF format just by clicking the "DOWNLOAD PDF" button.
Open the file in any PDF-viewing software. Adobe Reader or any alternative for Windows or MacOS are required to access and complete fillable content.
Complete New York Limited Liability Company Operating Agreement Template with your personal data - all interactive fields are highlighted in places where you should type, access drop-down lists or select multiple-choice options.
Some fillable PDF-files have the option of saving the completed form that contains your own data for later use or sending it out straight away.
ADVERTISEMENT
1
2
3
4
5
6
7
8
9
10
11
12
13
14
1511.1 Disputes Among Members. The Members agree that in the event of any dispute or
disagreement solely between or among any of them arising out of, relating to or in connection with this
Agreement or the Company or its organization, formation, business or management ("Member Dispute"), the
Members shall use their best efforts to resolve any dispute arising out of or in connection with this
Agreement by good-faith negotiation and mutual agreement. The Members shall meet at a mutually
convenient time and place to attempt to resolve any such dispute.
However, in the event that the Members are unable to resolve any Member Dispute, such parties shall first
attempt to settle such dispute through a non-binding mediation proceeding. In the event any party to such
mediation proceeding is not satisfied with the results thereof, then any unresolved disputes shall be finally
settled in accordance with an arbitration proceeding. In no event shall the results of any mediation proceeding
be admissible in any arbitration or judicial proceeding.
11.2 Mediation. Mediation proceedings shall be conducted in accordance with the Commercial
Mediation Rules of the American Arbitration Association (the "AAA") in effect on the date the notice of
mediation was served, other than as specifically modified herein, and shall be non-binding on the parties
thereto.
Any Member may commence a mediation proceeding by serving written notice thereof to the other
Members, by mail or otherwise, designating the issue(s) to be mediated and the specific provisions of this
Agreement under which such issue(s) and dispute arose. The initiating party shall simultaneously file two
copies of the notice with the AAA, along with a copy of this Agreement. A Member may withdraw from the
Member Dispute by signing an agreement to be bound by the results of the mediation, to the extent the
mediation results are accepted by the other Members as provided herein. A Member who withdraws shall
have no further right to participate in the Member Dispute.
The Members shall select one neutral third party AAA mediator (the "Mediator") with expertise in the area
that is in dispute. If a Mediator has not been selected within five (5) business days thereafter, then a Mediator
shall be selected by the AAA in accordance with the Commercial Mediation Rules of the AAA.
The Mediator shall schedule sessions, as necessary, for the presentation by all Members of their respective
positions, which, at the option of the Mediator, may be heard by the Mediator jointly or in private, without
any other members present. The mediation proceeding shall be held in the city that is the company’s principal
place of business or such other place as agreed by the Mediator and all of the Members. The Members may
submit to the Mediator, no later than ten (10) business days prior to the first scheduled session, a brief
memorandum in support of their position.
The Mediator shall make written recommendations for settlement in respect of the dispute, including
apportionment of the mediator’s fee, within ten (10) business days of the last scheduled session. If any
Member involved is not satisfied with the recommendation for settlement, he may commence an arbitration
proceeding.
11.3 Arbitration. Arbitration proceedings shall be conducted under the Rules of Commercial
Arbitration of the AAA (the "Rules"). A Member may withdraw from the Member Dispute by signing an
agreement to be bound by the results of the arbitration. A Member who withdraws shall have no further right
to participate in the Member Dispute.
The arbitration panel shall consist of one arbitrator. The Members shall select one neutral third party AAA
arbitrator (the "Arbitrator") with expertise in the area that is in dispute. If an Arbitrator has not been selected
within five (5) business days thereafter, then an Arbitrator shall be selected by the AAA in accordance with the
Commercial Arbitration Rules of the AAA. The arbitration proceeding shall be held in the city that is the
company’s principal place of business or such other place as agreed by the Arbitrator and all of the Members.
Any arbitrator who is selected shall disclose promptly to the AAA and to both parties any financial or personal
interest the arbitrator may have in the result of the arbitration and/or any other prior or current relationship,
or expected or discussed future relationship, with the Members or their representatives. The arbitrator shall
ADVERTISEMENT
0 votes
Related Articles
Related forms
Related Categories
Parent category: Business