Los Angeles California Limited Partnership Agreement Between Limited Liability Company and Limited Partner

• Category: Partnerships - Limited
• State: Multi-State
• County: Los Angeles
• Control #: US-00802BG
• Format: Word; Rich Text

Description

This form has one general partner, which is a limited liability company, and one limited partner, who basically is an investor. Los Angeles California Limited Partnership Agreement Between Limited Liability Company and Limited Partner is a legally binding contract entered into by a limited liability company (LLC) and a limited partner, with the purpose of establishing and governing a limited partnership in Los Angeles, California. This agreement outlines the rights, responsibilities, and obligations of both parties involved in the partnership. The agreement typically includes the following key provisions: 1. Identification of Parties: The agreement begins by clearly identifying the LLC and the limited partner, providing their legal names, addresses, and contact information. 2. Purpose and Term: It defines the purpose of the partnership and specifies the duration for which it will remain in force. 3. Capital Contributions: The agreement outlines the initial capital contributions made by each party. It also addresses any subsequent contributions required and the terms for additional financing. 4. Profit and Loss Distribution: It delineates how profits and losses will be distributed among the LLC and the limited partner, often based on their respective ownership interests. 5. Management and Decision-Making: The agreement covers the management structure of the partnership, including the roles and responsibilities of the LLC and limited partner. It may also address decision-making mechanisms, voting rights, and procedures for managing the partnership affairs. 6. Liability and Indemnification: This section defines the extent of liability for each party. The LLC, as the general partner, typically assumes unlimited liability, while the limited partner's liability is restricted to the extent of their capital contribution. Indemnification clauses may also be included to protect the parties from certain liabilities. 7. Dispute Resolution: The agreement may include provisions for resolving disputes via mediation, arbitration, or litigation, specifying the jurisdiction and venue. 8. Withdrawal and Dissolution: It outlines the conditions under which a limited partner can withdraw from the partnership, the consequences of withdrawal, and the process of dissolution. 9. Non-Compete and Confidentiality: This section may include clauses that restrict the limited partner from engaging in similar business activities or divulging confidential information. There can be different types of limited partnership agreements, each tailored to the specific needs and circumstances of the parties involved. Some examples may include: 1. General Partner Limited Liability Company Agreement: This type of limited partnership agreement involves a limited liability company acting as the general partner, responsible for managing and operating the partnership. The limited partner contributes capital but isn't actively involved in managing the partnership. 2. Multiple Limited Partnerships Agreement: This agreement is designed for partnerships that have more than one limited partner, each with varying rights, responsibilities, and financial contributions. 3. Limited Partnership Agreement with Silent Partner: This type of agreement involves a limited partner who contributes capital but plays a passive role in the partnership, giving the general partner full managerial control. In conclusion, the Los Angeles California Limited Partnership Agreement Between Limited Liability Company and Limited Partner serves as a crucial legal document that establishes the terms and conditions governing a partnership between an LLC and a limited partner. It ensures clarity, protection, and accountability for both parties involved in the limited partnership venture.

Los Angeles California Limited Partnership Agreement Between Limited Liability Company and Limited Partner is a legally binding contract entered into by a limited liability company (LLC) and a limited partner, with the purpose of establishing and governing a limited partnership in Los Angeles, California. This agreement outlines the rights, responsibilities, and obligations of both parties involved in the partnership. The agreement typically includes the following key provisions: 1. Identification of Parties: The agreement begins by clearly identifying the LLC and the limited partner, providing their legal names, addresses, and contact information. 2. Purpose and Term: It defines the purpose of the partnership and specifies the duration for which it will remain in force. 3. Capital Contributions: The agreement outlines the initial capital contributions made by each party. It also addresses any subsequent contributions required and the terms for additional financing. 4. Profit and Loss Distribution: It delineates how profits and losses will be distributed among the LLC and the limited partner, often based on their respective ownership interests. 5. Management and Decision-Making: The agreement covers the management structure of the partnership, including the roles and responsibilities of the LLC and limited partner. It may also address decision-making mechanisms, voting rights, and procedures for managing the partnership affairs. 6. Liability and Indemnification: This section defines the extent of liability for each party. The LLC, as the general partner, typically assumes unlimited liability, while the limited partner's liability is restricted to the extent of their capital contribution. Indemnification clauses may also be included to protect the parties from certain liabilities. 7. Dispute Resolution: The agreement may include provisions for resolving disputes via mediation, arbitration, or litigation, specifying the jurisdiction and venue. 8. Withdrawal and Dissolution: It outlines the conditions under which a limited partner can withdraw from the partnership, the consequences of withdrawal, and the process of dissolution. 9. Non-Compete and Confidentiality: This section may include clauses that restrict the limited partner from engaging in similar business activities or divulging confidential information. There can be different types of limited partnership agreements, each tailored to the specific needs and circumstances of the parties involved. Some examples may include: 1. General Partner Limited Liability Company Agreement: This type of limited partnership agreement involves a limited liability company acting as the general partner, responsible for managing and operating the partnership. The limited partner contributes capital but isn't actively involved in managing the partnership. 2. Multiple Limited Partnerships Agreement: This agreement is designed for partnerships that have more than one limited partner, each with varying rights, responsibilities, and financial contributions. 3. Limited Partnership Agreement with Silent Partner: This type of agreement involves a limited partner who contributes capital but plays a passive role in the partnership, giving the general partner full managerial control. In conclusion, the Los Angeles California Limited Partnership Agreement Between Limited Liability Company and Limited Partner serves as a crucial legal document that establishes the terms and conditions governing a partnership between an LLC and a limited partner. It ensures clarity, protection, and accountability for both parties involved in the limited partnership venture.