Limited Liability Company Operating Agreement For An Arizona Llc Page 9
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15conclusion.
Should
the
indemnified
Member
or
Officer
ultimately
be
determined
to
not
be
entitled
to
indemnification,
that
member
or
officer
agrees
to
immediately
repay
to
LLC
all
funds
e xpended
b y
t he
L LC
o n
b ehalf
o f
t he
m ember
o r
O fficer.
(d)
Effect
o f
A mendment.
N o
a mendment,
r epeal
o r
m odification
o f
this
Article
shall
adversely
affect
any
rights
hereunder
with
respect
to
any
action
or
omission
occurring
prior
to
the
date
when
such
amendment,
repeal
or
modification
became
effective.
(e)
Insurance.
With
a
majority
vote,
the
Members
may
decide
to
purchase
and
maintain
insurance
for
the
LLC,
for
its
Members
and
officers,
and/or
on
the
behalf
of
any
third
party
or
parties
whom
the
members
might
determined
should
be
entitled
to
such
i nsurance
c overage.
XXX.
TERMINATION
OF
MEMBERSHIP.
A
Member’s
interest
in
the
LLC
shall
c ease
u pon
t he
i ncidence
o f
o ne
o r
m ore
o f
t he
f ollowing
e vents:
(a)
A
M ember
d ies
(b)
A
Member
decides
to
give
notice
of
withdrawal
to
the
LLC
thirty
days
(30)
in
advance
of
the
withdrawal
date.
There
is
no
breach
of
Agreement
w hen
a
M ember
d ecides
t o
w ithdraw
i n
t his
f ashion.
(c)
A
M ember
a ssigns
a ll
o f
h is/her
i nterest
t o
a
q ualified
t hird
p arty.
(d)
There
is
an
entry
of
an
order
by
a
court
of
competent
jurisdiction
adjudicating
the
Member
incompetent
to
manage
his/her
person
or
his/her
e state.
(e)
In
the
case
of
an
estate
that
is
a
Member,
the
distribution
by
the
fiduciary
o f
t he
e state’s
e ntire
i nterest
i n
t he
L LC.
(f)
I f
w ithin
o ne
h undred
t wenty
( 120)
d ays
a fter
t he
c ommencement
of
a ny
a ction
a gainst
a
M ember
s eeking
r eorganization,
r eadjustment,
composition,
readjustment,
liquidation,
arrangement,
dissolution,
or
similar
relief
under
any
statue,
law,
or
regulation,
the
action
has
not
been
d ismissed
a nd/or
h as
n ot
b een
c onsented
t o
b y
a
m ajority
o f
t he
members.
(g)
If
within
ninety
days
(90)
after
the
appointment,
without
a
Member’s
c onsent
o r
a cquiescence,
o f
a
t rustee,
r eceiver,
o r
l iquidator
of
the
Member
or
of
all
or
any
substantial
part
of
the
Member’s
properties,
s aid
a ppointment
i s
n ot
v acated
o r
w ithin
n inety
d ays
( 90)
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