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.
The Oklahoma Agreement for Sale of all Rights, Title and Interest in a Limited Liability Company (LLC) is a legally binding document that outlines the terms and conditions of transferring ownership of an LLC in the state of Oklahoma. This agreement is crucial for both the buyer and seller as it establishes the framework for the smooth transfer of the LLC's rights, title, and interests. In Oklahoma, there are two main types of Agreement for Sale of all Rights, Title, and Interest in an LLC: 1. General Oklahoma Agreement for Sale of all Rights, Title, and Interest in Limited Liability Company LLC: This type of agreement is used for the sale of an LLC's entire rights, title, and interest to a buyer. It includes provisions such as the purchase price, payment terms, representations and warranties, obligations of both parties, and indemnification clauses. Additionally, it specifies the effective date of the transfer and any conditions precedent that need to be fulfilled before the sale can be completed. 2. Oklahoma Agreement for Sale of Partial Rights, Title, and Interest in Limited Liability Company LLC: This agreement is used when the sale involves only a portion of an LLC's rights, title, and interest. The terms and conditions of this agreement are similar to the general agreement, but it focuses on the specific percentage or portion of the LLC that is being sold. It also includes provisions regarding the remaining members of the LLC, their rights, and any required consents for the sale. In both types of agreements, it is essential to include detailed descriptions of the LLC, including its legal name, registered office address, members' names, and their respective ownership percentages. The agreement should also address any existing operating agreements, contracts, or liabilities of the LLC, clearly stating whether they will be transferred to the buyer or remain the seller's responsibility. Furthermore, the agreement should address the transfer of assets such as tangible property, intellectual property rights, licenses, permits, and contracts associated with the LLC. It should outline how the transfer will occur and any necessary registrations or filings required by state or local authorities. To ensure the validity and enforceability of the agreement, it is recommended to consult with legal professionals experienced in business and contract law in Oklahoma. These professionals can provide the necessary guidance to tailor the agreement to the specific circumstances of the LLC sale, protecting the interests of both the buyer and seller.
