LLC Operating Agreement Template
This Operating Agreement Template is an editable, .doc format agreement that you can use to outline how you want your limited liability company (LLC) to be run. These agreements are sometimes also known as “partnership agreements” or “founder’s agreements.” While they are private and not filed with any governmental authority, they are VERY important in outlining the roles and responsibilities of business owners and in establishing boundaries and exit planning on how a company will be run.
This template is perfect for:
- Single-member LLCs (some banks REQUIRE you to have an operating agreement, and many commercial leases do as well)
- Multi-members LLCs
- Family-run businesses
- Married business partners
- Online businesses
- Podcast co-hosts
- E-commerce companies
- Online membership/online course co-founders
- ...or any type of ‘Best-friend’ businesses! (these agreements are REALLY important for business partners who have an underlying relationship that may be as or MORE important than the business venture you are starting together!
And it works for literally EVERY type of business in any industry where the partners have 1) incorporated or registered with their state as an limited liability company or 2)plan on incorporating or registering as an limited liability company
Want more information on partnerships? Check out Creative Counsel episode 45 and download the free partnership questionnaire to have your own "pre-marital business counseling" meeting with your business partner.
**** PRO Tip: If you are an early stage startup that may have a longer runway where there will be time and money inputs into your company, you may want to consider a DYNAMIC EQUITY AGREEMENT, also known as a Slicing Pie Agreement where equity (or ownership) changes according to different member inputs. You can find more information about Slicing Pie here.
This agreement has clauses covering:
- Name, Address and Registered Agent of Company
- Company’s purpose
- Limits liability for all members/owners
- who can sign for the company and enter into contracts on its behalf
- what the initial contributions are of founders (their “cap table”
- exit planning and what will happen if a owner wants to leave the company
- Non-compete language for owners
- Intellectual property assignment/work for hire language so that all the cool stuff that founder are contribution to the business ACTUALLY gets put in the business pot
- Social media/marketing policies around who controls online content
- What to do if you can’t agree on a buyout price (outside valuation)
- How members can be kicked out for bad behavior
- Plus ALL the legal schtuff to protect YOU and your business from the “honeymoon” phase of your business to the “tired-but happy-married couple” phase of your business
Jurisdiction: This template adheres to the US principles of contract law and is designed for those doing business in the United States. While similar principles may apply in your jurisdiction, please consult with a local attorney. The language in this Agreement should trump any state law LLC clauses, however some provisions may not be applicable in your state. Please consult with a local attorney in your jurisdiction if you have any specific questions.
Disclaimer: The template includes instructions to customize the form for your particular business and creative needs. While this is an attorney-drafted document, the online landscape changes quickly and decisively and nothing in this transaction or document establishes an attorney-client relationship. If you have questions about the contract terms and whether it fits your specific vision, operations or strategy -- please contact an attorney who practices in this area in your jurisdiction. This template is sold by Brittany Ratelle, LLC, which is NOT a law firm and cannot offer you legal advice in applying this document to your particular fact situation. The information offered on CreativeContracts.co or BrittanyRatelle.com should be considered informational only and is NOT LEGAL ADVICE.
Authorized Use: This template is for your individual use only or in other words, comes with a single-user license. You may reuse this form as many times as you need for your business transactions, or in multiple brands or businesses as long as it is owned and controlled by the same purchaser. Brittany Ratelle LLC grants you a non-exclusive, non-transferable right to use the template in your business/personal affairs. You can send it to whoever you are doing business with for their signature (including their support staff), and you can send it to an attorney to review or edit.
Prohibited Use: You may not license, sublicense, sell, resell, transfer, assign, distribute, or make this document available to a third party, other than the people listed above. You may not upload this document to a website, email it to someone, or otherwise share it publicly.
-- You upload this agreement to your website and have your students click to agree with this as part of checkout. Bada bing, bada boom. Done.
- A friend in one of your bizchicks/hustle/grind/boss/glitz FB groups puts a giant fishing line out and asks if anyone has an agreement like this. You email/DM/message her the file. This kind of sharing is not caring. Instead, please pass the word on where she can also get some great templates to protect her business and ALLOW ME to keep offering legal resources to creatives and entrepreneurs like yourself at competitive prices. If you really love my products, sign up to be one of my affiliates (more info here)!
Unzip your your digital download folder. Open up the Word .doc and immediately save two copies (one as a fresh/original copy of the template) and another that you will be working to customize.
Use the find and replace (command/CTRL + F) to quickly find all of the editable fields by searching for [ ] brackets!
Yellow highlight: you should customize/personalize to your business
Blue highlight: optional depending on your product/services (you can delete without messing anything up)
Pink highlight: choose ONE option or the other and delete the other option (not applicable in all legal docs)
E-signatures are TOTALLY valid for this Agreement. Simply follow the color-codes, customize with your info, and upload to your favorite e-signature platform (HelloSign, Docusign, PandaDocs, AdobeSign, Zoho, etc.) and send via email to the other members to sign and date where indicated. Make sure you save a fully-signed copy for your business records!