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LLC Member Withrawal Agreement

This template is used when a member wishes to withdraw from a Limited Liability Company (LLC). It outlines the terms and conditions of their departure, including the transfer of their interest, financial settlements, and release of responsibilities.

Updated 16d ago
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Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

LLC Member Withdrawal Agreement

This LLC Member Withdrawal Agreement (hereinafter referred to as the “Agreement”) is made and entered into on this {{day}} day of {{month}}, {{year}}, by and between:

{{llc_name}}, a Limited Liability Company duly registered under the laws of {{jurisdiction}}, with its principal place of business at {{llc_address}} (hereinafter referred to as the “Company”),

AND

{{withdrawing_member_name}}, an individual residing at {{member_address}} (hereinafter referred to as the “Withdrawing Member”).

Recitals

WHEREAS, the Withdrawing Member is a member of the Company, holding a {{percentage}}% membership interest;

WHEREAS, the Withdrawing Member desires to withdraw from the Company and relinquish all rights, titles, and interests as a member;

WHEREAS, the Company agrees to the withdrawal of the Withdrawing Member under the terms and conditions set forth herein.

Withdrawal Date

The effective date of the Withdrawing Member’s withdrawal from the Company shall be {{withdrawal_date}} (hereinafter referred to as the “Effective Date”).

Transfer of Membership Interest

Effective from the Withdrawal Date, the Withdrawing Member hereby irrevocably transfers, assigns, and conveys all of their {{percentage}}% membership interest in the Company to [{{remaining_members_or_company}} / {{designated_buyer}}] for the consideration detailed in Section 6.

The Withdrawing Member confirms that they hold full legal and beneficial ownership of the membership interest being transferred and that it is free from all liens, encumbrances, and adverse claims.

Financial Settlement

In consideration for the transfer of the membership interest, the Company [or {{designated_buyer}}] shall pay the Withdrawing Member the sum of {{settlement_amount}} ({{currency}}) on or before {{payment_date}}.

The Withdrawing Member acknowledges and agrees that this payment constitutes full and final settlement for their membership interest and all other claims, demands, actions, or causes of action of any kind whatsoever against the Company, its remaining members, officers, or employees arising from or relating to their membership in the Company.

Release and Indemnification

The Withdrawing Member hereby releases and forever discharges the Company, its officers, directors, remaining members, employees, and agents from any and all claims, demands, liabilities, actions, or causes of action, known or unknown, foreseen or unforeseen, which they have, or may have, against any of them, arising from their membership in the Company up to the Effective Date.

The Withdrawing Member agrees to indemnify and hold harmless the Company from any claims or liabilities arising from their actions or inactions as a member prior to the Effective Date.

Confidentiality

The Withdrawing Member agrees to maintain the confidentiality of all proprietary and confidential information of the Company, including but not limited to, trade secrets, customer lists, financial data, and business strategies, both during and after their withdrawal from the Company.

Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of {{jurisdiction}}.

Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of {{jurisdiction}}.

Entire Agreement

This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written, between the parties.

Signatures

IN WITNESS WHEREOF, the parties have executed this LLC Member Withdrawal Agreement as of the date first written above.

___________________________

{{llc_name}}

Represented by: {{authorized_signatory_name}}

Title: {{authorized_signatory_title}}

___________________________

{{withdrawing_member_name}}

Withdrawing Member

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