Business Operating Agreement Template for United States

1. Tax Matters: Detailed tax provisions and partnership representative designation, essential for multi-member LLCs

2. Buy-Sell Provisions: Detailed procedures for buying out members in specific circumstances, important for closely-held businesses

3. Intellectual Property Rights: IP ownership and protection provisions, crucial for technology or creative businesses

4. Non-Compete and Confidentiality: Restrictions on competition and protection of confidential information, important for businesses with trade secrets

5. Employment of Members: Terms for members working in the business, relevant when members are also employees

6. Special Allocations: Complex allocation provisions for businesses with unique profit-sharing arrangements

7. Advisory Board: Structure and role of advisory board, useful for businesses seeking external guidance

8. Series LLC Provisions: Special provisions for Series LLCs, only applicable in states allowing this structure

1. Schedule A - Member Information: Detailed list of members, contact information, and initial capital contributions

2. Schedule B - Capital Accounts: Initial capital account balances and contribution details

3. Schedule C - Membership Interests: Percentage ownership interests and voting rights of each member

4. Schedule D - Property Schedule: List of property contributed to the LLC as capital contributions

5. Appendix 1 - Accounting Procedures: Detailed accounting methods and procedures

6. Appendix 2 - Tax Matters: Specific tax elections and procedures

7. Appendix 3 - Valuation Methods: Agreed methods for valuing membership interests

8. Appendix 4 - Management Procedures: Detailed operational and management procedures