The California Preferential Purchase Right Notice / Waiver Under Operating Agreement is a legally binding document that outlines the rights and obligations of members within a limited liability company (LLC). This document is specific to businesses operating in the state of California and serves to protect the interests of members when it comes to the sale or transfer of membership interest. The Preferential Purchase Right Notice allows members of an LLC to exercise their right to be given the opportunity to purchase the membership interest being sold by another member. This means that if a member intends to sell their interest in an LLC, they are required to provide written notice to all other members, offering them the chance to purchase the interest on the same terms as the proposed third-party purchaser. On the other hand, the Waiver Under Operating Agreement is a provision that allows members to waive their preferential purchase right. This means that a member can choose to forgo their option to purchase the membership interest, thus enabling the selling member to proceed with the sale to the proposed third party without interference. It's important to note that there might be different variations or types of the California Preferential Purchase Right Notice / Waiver Under Operating Agreement depending on the specific terms and conditions outlined in an LLC's operating agreement. These variations can include: 1. Limited Waiver: This type of waiver allows members to waive their preferential purchase right only for specific situations or under certain conditions, as specified in the operating agreement. 2. Blanket Waiver: A blanket waiver provides a complete waiver of the preferential purchase right for all situations, meaning members cannot exercise their right to purchase the membership interest under any circumstances. 3. Conditional Waiver: A conditional waiver grants members the option to waive their preferential purchase right on the condition that certain requirements or criteria are met, which may be defined in the operating agreement. 4. Unconditional Waiver: An unconditional waiver completely waives the preferential purchase right without any conditions or limitations, allowing the selling member to proceed with the sale to a third party. In conclusion, the California Preferential Purchase Right Notice / Waiver Under Operating Agreement is a significant document that protects members' rights within an LLC when it comes to the sale or transfer of membership interest. The variations of this agreement mentioned above ensure flexibility in allowing members to either retain their right or waive it based on the specific terms set forth in the operating agreement.