ARTICLES
OF ORGANIZATION
OF
______________________,
LLC
The
undersigned hereby submit these Articles of Organization for the purpose of
forming a limited liability company under the laws of the State of
________________.
1. The name of the limited liability company
is _______________________, LLC.
2. The latest date on which the limited
liability company is to dissolve is _________.
3. The names and addresses of each organizer
executing these Articles of Organization are:
_____________________________________________
Name and Address
_____________________________________________
Name and Address
_____________________________________________
Name and Address
4. The street address of the initial
registered office of the limited liability company in the State of
________________________is ________________________________, and the name of
its initial registered agent at such address is _____________________.
5. All of the members, by virtue of their
status as members, shall be managers of this limited liability company.
6. Except as provided in
____________________________________ (State
Statute) the members of this limited liability company shall not be
managers by virtue of their status as members.
7. No person who is serving or who has served
as a manager of the limited liability company shall be personally liable to the
limited liability company or any of its members for monetary damages for breach
of duty as a manager, except for liability with respect to (i) acts or
omissions that the manager at the time of such breach knew were clearly in
conflict with best interests of the limited liability company, (ii) any
transaction from which the manager derived an improper personal benefit, or
(iii) acts or omissions with respect to which the ___________________ (State) Limited Liability Company Act does
not permit the limitation of liability.
As used herein, the term "improper personal benefit" does not
include a manager's reasonable compensation or other reasonable incidental
benefit for or on account of his service as a manager, employee, independent
contractor, attorney or consultant of the limited liability company. No amendment or repeal of this article, nor
the adoption of any provision to these Articles of Organization inconsistent
with this article, shall eliminate or reduce the protection granted herein with
respect to any matter that occurred prior to such amendment, repeal or
adoption.
8. These articles will become effective upon
filing with the___________________ (State)
Department of the Secretary of State.
This
the ________ day of _____________ (month), ______ (year).
________________________________________
Organizer
________________________________________
Organizer
