LLC Member Withrawal Agreement

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

LLC Member Withdrawal Agreement

This LLC Member Withdrawal Agreement (the “Agreement”) is made and entered into effective as of {{effective_date}} (the “Effective Date”), by and between {{llc_name}}, a Limited Liability Company organized under the laws of {{jurisdiction}} (the “Company”), and {{withdrawing_member_name}}, an individual residing at {{withdrawing_member_address}} (the “Withdrawing Member”).

Background

WHEREAS, the Withdrawing Member is a member of the Company, holding a {{percentage_ownership}}% ownership interest as outlined in the Company's Operating Agreement dated {{operating_agreement_date}} (the “Operating Agreement”).

WHEREAS, the Withdrawing Member desires to voluntarily withdraw from the Company and relinquish all rights, interests, and obligations as a member.

WHEREAS, the Company and the remaining members agree to the withdrawal of the Withdrawing Member, subject to the terms and conditions set forth herein.

Withdrawal and Release of Interest

Effective as of the Effective Date, the Withdrawing Member hereby withdraws from the Company and irrevocably sells, transfers, assigns, and delivers to the Company (or to such person or entity as the Company may designate) all of the Withdrawing Member’s membership interest, units, capital accounts, and any other rights, titles, and interests in and to the Company, whether direct or indirect, vested or contingent, for the consideration set forth in Section 4 herein.

The Withdrawing Member acknowledges and agrees that upon the execution of this Agreement, they shall cease to be a member of the Company and shall have no further rights or obligations as a member, except as expressly provided in this Agreement.

Consideration for Withdrawal

In full consideration for the Withdrawing Member’s withdrawal from the Company, and in exchange for the release of their membership interest, the Company shall pay to the Withdrawing Member the sum of {{withdrawal_amount}} (the “Withdrawal Payment”), to be paid as follows:

a. An initial payment of {{initial_payment_amount}} on or before {{initial_payment_date}}.

b. The remaining balance of {{remaining_balance_amount}} shall be paid in {{number_of_installments}} equal monthly installments of {{installment_amount}} each, commencing on {{first_installment_date}} and continuing on the {{day_of_month}} day of each subsequent month thereafter until paid in full.

The Withdrawal Payment represents the full and final settlement of all claims, demands, and obligations (financial or otherwise) between the Withdrawing Member and the Company arising from or related to the Withdrawing Member’s membership in the Company.

Representations and Warranties of Withdrawing Member

The Withdrawing Member hereby represents and warrants to the Company that:

a. The Withdrawing Member has full power and authority to enter into and perform this Agreement.

b. The Withdrawing Member is the sole record and beneficial owner of the membership interest being withdrawn, free and clear of all liens, encumbrances, and adverse claims.

c. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby do not violate any agreement or instrument to which the Withdrawing Member is a party or by which the Withdrawing Member is bound.

Indemnification

The Withdrawing Member agrees to indemnify and hold harmless the Company, its remaining members, officers, and employees from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) any breach of the Withdrawing Member’s representations or warranties contained in this Agreement, or (b) any actions or omissions of the Withdrawing Member as a member of the Company prior to the Effective Date, except to the extent such actions or omissions were authorized by the Company.

Confidentiality

The Withdrawing Member agrees to keep confidential all confidential information pertaining to the Company, its business, operations, and financial affairs, both during and after their withdrawal. This obligation shall not apply to information that is publicly known or that is required to be disclosed by law.

Confidential Information' includes, but is not limited to, trade secrets, customer lists, financial data, marketing strategies, and operational methodologies.

Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}, without regard to its conflict of laws principles. Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of {{court_jurisdiction}}.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. No amendment, modification, or waiver of any provision of this Agreement shall be effective unless in writing and signed by all parties.

Signatures

IN WITNESS WHEREOF, the parties have executed this LLC Member Withdrawal Agreement as of the Effective Date.

COMPANY:

{{llc_name}}

By: ___________________________

Name: {{authorized_signatory_name}}

Title: {{authorized_signatory_title}}

Date: {{company_signature_date}}

WITHDRAWING MEMBER:

___________________________

Name: {{withdrawing_member_name}}

Date: {{member_signature_date}}