Membership Interest Agreement
This Membership Interest Agreement ("Agreement") is entered into on this 13th day of December 2050, by and between [Your Company Name], a company organized and existing under the laws of the State of Texas, with its principal office located at [Your Company Address], and Floyd Cremin, residing at Portland, OR 97201.
Both parties agree to the following terms and conditions set forth herein:
I. Purpose of Agreement
This Agreement is designed to govern the terms of the membership interest between [Your Company Name] and Floyd Cremin. The purpose of this Agreement is to define the nature of the membership, rights, obligations, and responsibilities of both parties involved in the context of the membership interest ownership, distribution, and management.
II. Term of Agreement
The term of this Agreement shall commence on the 13th day of December 2050 and will continue in full force and effect until terminated as outlined herein. Either party may terminate this Agreement in accordance with the termination provisions set forth below.
III. Membership Interest Ownership
A. Ownership and Rights
Floyd Cremin shall hold a 10% membership interest in [Your Company Name] upon execution of this Agreement.
This interest grants Floyd Cremin the right to participate in voting matters relating to the company, the right to share in distributions of profit or loss, and the right to receive information regarding the operations of the company.
B. Obligations of Membership Interest Holder
Floyd Cremin agrees to abide by the bylaws, policies, and operational guidelines established by [Your Company Name].
Floyd Cremin shall remain in good standing by fulfilling any required capital contributions or other obligations specified by the company.
IV. Capital Contributions
The capital contribution for the membership interest held by Floyd Cremin shall be as follows:
Floyd Cremin agrees to contribute $50,000 to the capital of [Your Company Name], to be paid within thirty (30) days of the execution of this Agreement.
This capital contribution shall entitle Floyd Cremin to a membership interest of 10% as outlined in Section III.
V. Distributions and Profits
A. Distribution of Profits
Profits from [Your Company Name] shall be distributed to Floyd Cremin in proportion to their membership interest, i.e., 10% of all distributions made to the members, subject to company performance and decisions made by the management.
B. Payment Terms
Distributions shall be made on an annual basis, with payments issued no later than the 31st of December each year.
VI. Confidentiality
Both parties agree to keep confidential any proprietary information or trade secrets shared between the parties during the term of this Agreement. This includes but is not limited to, financial data, business strategies, and other sensitive materials.
VII. Termination
This Agreement may be terminated under the following conditions:
For Cause: If either party materially breaches any term of this Agreement, the non-breaching party may provide written notice to the breaching party, outlining the breach and allowing 30 days to cure the breach before termination.
For Convenience: Either party may terminate this Agreement at any time with 60 days' written notice to the other party.
VIII. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflicts of law provisions. Both parties consent to the exclusive jurisdiction of the courts in Texas.
IX. Dispute Resolution
Should any disputes arise in relation to this Agreement, the parties agree to attempt to resolve the dispute through mediation. If mediation is unsuccessful, the parties agree to submit the dispute to binding arbitration as per the rules set forth by the American Arbitration Association.
X. Miscellaneous Provisions
A. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements or understandings, whether written or oral.
B. Amendments
Any amendments to this Agreement must be made in writing and signed by both parties.
C. Force Majeure
Neither party shall be liable for any delay or failure to perform due to circumstances beyond their reasonable control, such as natural disasters, government actions, or other events of force majeure.
XI. Signatories
This Agreement is executed by the authorized representatives of the parties on the date first written above.
For [Your Company Name]:
[Your Name]
Chief Operating Officer
For Floyd Cremin:
Floyd Cremin
floyd@you.mail
Both parties have read, understood, and agreed to the terms and conditions set forth in this Membership Interest Agreement.
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