Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
NOTICE OF MEMBER REMOVAL
Date: {{date}}
To: {{removed_member_name}}
Address: {{removed_member_address}}
RE: Notification of Member Removal from {{company_name}}
Dear {{removed_member_name}},
This letter serves as formal notification that pursuant to the terms of the Amended and Restated Operating Agreement of {{company_name}} (the "Company") dated {{operating_agreement_date}}, you are hereby removed as a Member of the Company, effective as of {{effective_date_of_removal}}.
Basis for Removal
The basis for your removal is as follows (select and specify applicable reasons):
1. \_\_\_\_\_\_ Voluntary Withdrawal: Your notice of voluntary withdrawal was received on {{withdrawal_notice_date}}.
2. \_\_\_\_\_\_ Breach of Operating Agreement: Specifically, {{details_of_breach_of_operating_agreement}}.
3. \_\_\_\_\_\_ Failure to make required capital contributions: As per Article {{article_number_capital_contributions}} of the Operating Agreement, you failed to make capital contributions totaling {{amount_of_unpaid_capital_contributions}} by {{due_date_of_capital_contributions}}.
4. \_\_\_\_\_\_ Conduct detrimental to the Company: Specifically, {{details_of_detrimental_conduct}}.
5. \_\_\_\_\_\_ Other: {{other_reason_for_removal}}
Effect of Removal on Membership Interest
Upon the effective date of your removal, your membership interest in {{company_name}}, which constitutes {{percentage_membership_interest}} percent ({{percentage_membership_interest_numeric}}%) of the Company, shall be treated in accordance with Article {{article_number_membership_interest}} of the Operating Agreement. The Company intends to {{action_on_membership_interest_e.g._purchase_redeem_cancel}} your membership interest.
The valuation of your membership interest will be determined in accordance with the provisions of the Operating Agreement, specifically Section {{section_number_valuation}}, and will be based on the fair market value as of {{valuation_date}}.
You will be compensated for your membership interest in the amount of {{currency_symbol}}{{amount_of_compensation}} ({{amount_of_compensation_words}}) to be paid {{payment_terms_e.g._in_installments_fully_within_x_days}}.
Cessation of Rights and Responsibilities
Effective as of {{effective_date_of_removal}}, you shall cease to have any rights as a Member of the Company, including but not limited to, voting rights, rights to distributions, and rights to participate in the management of the Company. You will also be relieved of all duties and obligations as a Member, except those that, by law or by the Operating Agreement, survive your removal (e.g., confidentiality obligations).
Return of Company Property
You are required to immediately return all Company property, including but not limited to, documents, records, equipment, and intellectual property, in your possession or control by {{return_property_deadline_date}}.
Confidentiality and Non-Disparagement
You remain bound by the confidentiality provisions outlined in Article {{article_number_confidentiality}} of the Operating Agreement. Furthermore, all parties agree to a non-disparagement clause, refraining from making any negative statements about the Company or its remaining members.
Governing Law
This Notice and any disputes arising out of or related to your removal as a Member shall be governed by and construed in accordance with the laws of {{governing_state_or_country}}, without regard to its conflict of laws principles.
Acknowledgement
Please acknowledge your receipt and understanding of this Notice by signing and dating below.
Sincerely,
{{authorized_ signatory_name}}
{{authorized_signatory_title}}
For and on behalf of {{company_name}}
Acknowledged and Agreed:
_____________________________
{{removed_member_name}}
Date: _______________________
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