LLC Agreement (Multi-Member, Manager-Managed) (Short Form) (DE)

by Practical Law Corporate & Securities

A Standard Document outlining a short-form LLC agreement for a manager-managed Delaware limited liability company (LLC). This agreement is designed for use among multiple members, including a designated manager, and provides a comprehensive framework for the LLC's governance. Key provisions include organizational matters such as the company's name, principal office, registered office, and registered agent. The document specifies the company's purpose and powers under the Delaware Act, emphasizing operational flexibility. It details membership interests, capital contributions, and capital accounts, ensuring compliance with the Internal Revenue Code and Treasury Regulations. The agreement addresses member admissions, withdrawal restrictions, and transfer limitations, including permitted transfers to affiliates and family members. Management is vested in the manager, with specific actions requiring member approval. Indemnification provisions protect members and managers, while inspection rights offer access to company records. Tax matters are managed by a designated representative. The document concludes with dissolution and liquidation procedures, ensuring orderly winding up of the company's affairs.