District of Columbia Agreement for Sale of all Rights, Title and Interest in Limited Liability Company LLC

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US-00730BG
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..with Payment of Cash and Promissory Note and with Life Insurance Policy to Cover Buyer's Life with Limited Liability Company to be Beneficiary



A distributional interest in a limited liability company is personal property and may be transferred in whole or in part. The following form is a agreement whereby the sole member of the LLC transfers his 100% interest as such member to another party.

District of Columbia Agreement for Sale of all Rights, Title and Interest in Limited Liability Company LLC is a legal document that outlines the terms and conditions governing the transfer of ownership in a limited liability company (LLC) located in the District of Columbia. This agreement is crucial for individuals or entities looking to buy or sell their membership interests or ownership rights in an LLC. In the District of Columbia, there are different types of agreements for the sale of rights, title, and interest in LCS. These agreements are tailored to specific scenarios and requirements. Some variations include: 1. District of Columbia Membership Interest Purchase Agreement: This type of agreement focuses on the purchase of membership interests in an LLC. It outlines the terms of the transaction, including the purchase price, payment terms, representations, warranties, and any conditions precedent. 2. District of Columbia Asset Purchase Agreement: If an LLC intends to sell only a portion of its assets, such as equipment, real estate, intellectual property, or contracts, the Asset Purchase Agreement is utilized. This agreement specifies the assets being sold and their corresponding value, terms of payment, and any liabilities transferred to the buyer. 3. District of Columbia Stock Purchase Agreement: This agreement applies when an LLC has been structured as a corporation and intends to transfer ownership through the sale of corporate stock. It covers the sale of shares, consideration, representations, warranties, and other specific terms related to the stock transaction. Regardless of the specific type, a District of Columbia Agreement for Sale of all Rights, Title, and Interest in Limited Liability Company LLC typically includes the following key elements: a) Parties: Identification of the buyer and seller, including their legal names and addresses. b) Recitals: Background information regarding the decision to sell and purchase the LLC's rights, title, and interest, including any relevant historical or operational context. c) Purchase Price and Payment Terms: Clearly specifying the agreed-upon purchase price, how and when it will be paid (lump sum or through installments), and any adjustments tied to the financial performance of the LLC. d) Representations and Warranties: Statements made by the seller regarding the condition of the LLC, its assets, liabilities, contracts, intellectual property, and overall operational status. These assurances help protect the buyer from undisclosed risks or misrepresentations. e) Closing and Transfer of Ownership: The agreement should describe the closing process, including any requirements for transferring the LLC's ownership and associated rights, title, and interest. This may involve filings with the District of Columbia government agencies or the LLC's operating agreement. f) Governing Law: The agreement should specify that it will be governed by the laws of the District of Columbia, ensuring that any legal disputes arising from the transaction will be adjudicated accordingly. It is important to consult with a qualified attorney to draft or review the District of Columbia Agreement for Sale of all Rights, Title, and Interest in Limited Liability Company LLC. They will ensure that the agreement aligns with the specific requirements and laws of the District of Columbia while safeguarding the interests of both the buyer and the seller.

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Most states apply to a foreign limited liability company (an LLC formed in another state) the law of the state where the LLC was formed. A limited liability company must be managed by nonmembers. Limited liability company operating agreements typically contain provisions relating to management.

In contrast, an LLC has a choice of two management structures. An LLC can be member-managed?meaning all members participate in the decision-making. This is a similar management structure to a partnership. Or it can be manager-managed?in which members, like shareholders, are investors with limited management functions.

Under state LLC laws, an LLC is a legal entity, in effect a legal person. An LLC can sue and be sued, own property, enter into contracts, and do many of the things that an individual human being can do.

Certain modifications under California law. Idaho, Iowa, Nebraska and Wyoming have already adopted RULLCA.

The RULLCA will become operative on January 1, 2014 and replaces the existing Beverly-Killea Limited Liability Company Act. [1] Why Make This Change? In 1994, California adopted the Beverly-Killea Limited Liability Company Act, which first recognized LLCs in California.

A limited liability company (LLC) is defined as an entity that has the combination of the features of a company and a partnership or one person entity. Option A: This option is the correct choice because the LLC itself states that members of this business are not responsible for the debts of the business.

The Revised Uniform Limited Liability Company Act (RULLCA), a revision of the 1996 act, permits the formation of limited liability companies (LLCs), which provide the owners with the dual advantages of corporate-type limited liability and partnership tax treatment.

A District of Columbia Series LLC is a limited liability company that consists of a parent organization and divisions, called ?series,? with separate assets, finances, and limited liability. Washington, D.C., is one of around a dozen US jurisdictions where you can form a Series LLC.

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THIS LIMITED LIABILITY COMPANY INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of this 23 rd day of February, 2012 by and among FJ900 ... (a) The operating agreement may establish one or more designated series of members, managers, or interests of a limited liability company, in which the members, ...The certificate of incorporation for your LLC, as well as other corporate filings, will need to be filed with the Corporations Division. Please note: This guide ... EXCEPT FOR SUCH. REPRESENTATIONS AND WARRANTIES AS ARE OTHER WISE EXPRESSLY. PROVIDED IN THIS AGREEMENT, THE LLC INTEREST IS SOLD "AS IS" AND. "WITH ALL FAULTS, ... Go to CorpOnline, create a profile, access the online services main page (use Internet Explorer 8, Chrome, Firefox or Safari) and proceed. Online filers must ... Jul 2, 2015 — The District desires to acquire in its "as-is" "where-is” condition the RRE Land, together with all of right, title and interest of RRE in and ... Article 1 General Provisions. § 79-29-101. Short title. § 79-29-103. Reservation of power to amend or repeal. § 79-29-105. Definitions. § 79-29-107. (1) Certificate of organization means the certificate required by section 21-117. The term includes the certificate as amended or restated. (2) Certificate of ... (14) "Membership interest" or "interest" means a member's rights in a limited liability company, collectively, including the member's share of the profits and ... All interests in a close limited liability company, including transferable interests, shall only be transferred as provided in the operating agreement. If ...

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District of Columbia Agreement for Sale of all Rights, Title and Interest in Limited Liability Company LLC