Free Company Operating Agreement

1. Introduction

This Company Operating Agreement (the "Agreement") is entered into on March 17, 2050, by and between the members Macey Erdman and [YOUR NAME], [YOUR COMPANY NAME] (the "Company"). The Company is organized under the laws of the State of Arizona, with its principal place of business located at [YOUR COMPANY ADDRESS].

2. Purpose

The Company's purpose is to conduct any lawful business activity permitted under the jurisdiction's regulations for limited liability companies. This may include but is not limited to, offering products or services, investing in ventures, or engaging in commercial transactions. The Company shall operate within the legal framework of the State of Arizona while striving for ethical conduct and sustainable growth.

3. Membership

3.1 Initial Members: The initial members of the Company shall include Macey Erdman and [YOUR NAME], who bring diverse expertise and experience to the organization. Their collective skills and knowledge will serve as a strong foundation for the Company's growth and success. Together, they are committed to achieving the shared vision and goals of the Company.

3.2 Admission of New Members: New members can join the Company, provided that all current members agree unanimously. This process ensures that new additions align with the collective vision and values of the existing members. Unanimous consent fosters cohesion and maintains the integrity of the Company's culture and goals.

3.3 Withdrawal of Members: Upon submitting written notice to fellow members, a member reserves the right to withdraw from the Company voluntarily. This communication serves as a formal declaration of intent to cease active participation in the company's affairs. The Company should acknowledge and document such withdrawals for legal and administrative purposes.

4. Management

4.1 Member-Managed: The Company's operational structure adheres to a member-managed model, granting all members the authority to actively participate in managing its affairs. This approach ensures a democratic decision-making process, fostering a sense of ownership and accountability among members. By distributing managerial responsibilities across all members, the Company promotes transparency and inclusivity in its governance framework.

4.2 Designation of Managers (If applicable): Notwithstanding section 4.1, the Company may be manager-managed, whereby management authority is delegated to one or more designated managers. The members shall appoint the designated manager(s).

5. Meetings and Voting

5.1 Meetings: Meetings of the members can be convened by any member with at least seven (7) days' advance written notice provided to all members. This notification period ensures ample time for members to prepare and participate in the meeting. Such a protocol promotes transparency and allows for meaningful engagement among all members involved in decision-making processes.

5.2 Voting: Each member participating in the voting process will have the privilege of casting one vote for each issue brought forth for consideration by the members. This principle ensures equality among members, regardless of their status or contributions within the organization. Every voice holds significance in the decision-making process, reinforcing the democratic nature of the group's operations.

6. Distributions and Allocations

6.1 Distributions: In adherence to the principle of fairness, distributions of profits and losses will be allocated proportionally based on the ownership stake of each member. This ensures that each member receives a share of the profits reflective of their investment in the venture. By following this practice, transparency and equity are maintained within the partnership, fostering trust and collaboration among its members.

6.2 Tax Allocations: Allocations of income, gain, loss, deduction, and credit for tax purposes shall be made following the percentage of ownership interest of each member.

7. Transfer of Membership Interest

By our operating agreement, no member must execute the transfer of their membership interest, whether in whole or in part, without obtaining prior written approval from the other members. This provision serves to maintain the integrity and stability of our organization, ensuring that any transfer aligns with the collective vision and objectives of all members involved. By upholding this requirement, we can safeguard against any potential disruptions or conflicts that may arise from unilateral transfers of membership interests.

8. Dissolution and Liquidation

8.1 Dissolution: The dissolution of the Company will be triggered by any event that renders the continuation of its business either unlawful or impossible. Such events could include changes in regulatory frameworks, severe economic downturns, or natural disasters that disrupt operations beyond recovery. The dissolution clause ensures that the Company's legal existence ceases in situations where it can no longer viably operate within the bounds of the law or practicality.

8.2 Liquidation: Upon dissolution, the assets of the Company shall be liquidated and distributed to the members by their respective membership interests.

9. Governing Law

This Agreement shall be governed by and construed by the laws of the State of Arizona. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of the State of Arizona. The parties hereby irrevocably consent to the jurisdiction of such courts and waive any objection to the venue therein.

10. Miscellaneous

10.1 Entire Agreement: This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to such subject matter.

10.2 Amendment: This Agreement expressly stipulates that any amendments or modifications must be documented in writing and signed by every member involved. This provision ensures transparency and consensus among all parties, safeguarding the integrity and validity of the Agreement. By requiring unanimous consent in written form, it establishes a clear framework for any changes to be made, thereby promoting accountability and preventing misunderstandings or unilateral alterations.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first above written.

[YOUR NAME]

Macey Erdman

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