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Custom Operating Agreement
"I need a Custom Operating Agreement for a tech startup in Manila with three local founders, planning to launch operations in March 2025, with specific provisions for future venture capital investment and intellectual property protection."
1. Parties: Identification and details of all parties entering into the operating agreement
2. Background: Context of the agreement, including business purpose and relationship between parties
3. Definitions: Detailed definitions of terms used throughout the agreement
4. Business Purpose and Scope: Detailed description of the business activities and operational scope
5. Management Structure: Governance framework, management roles, and decision-making processes
6. Capital Contributions: Initial and ongoing capital requirements, valuation, and contribution procedures
7. Profit and Loss Distribution: Framework for sharing profits, losses, and distributions among parties
8. Operational Procedures: Day-to-day operational guidelines and standard procedures
9. Voting Rights and Procedures: Voting mechanisms for key decisions and required majorities
10. Transfer of Interests: Rules governing the transfer of ownership interests and restrictions
11. Dispute Resolution: Procedures for resolving conflicts between parties
12. Term and Termination: Duration of agreement and conditions for termination
13. Governing Law: Specification of Philippine law application and jurisdiction
14. General Provisions: Standard clauses including notices, amendments, and severability
1. Intellectual Property Rights: Provisions for IP ownership and usage when business involves significant IP assets
2. Confidentiality: Detailed confidentiality obligations when sensitive information is involved
3. Non-Competition: Restrictions on competitive activities when required for business protection
4. Foreign Investment Provisions: Special provisions when foreign investors are involved, ensuring compliance with Philippine foreign investment laws
5. Employee Management: Specific provisions for businesses with significant employment components
6. Environmental Compliance: Special provisions for businesses with environmental impact considerations
7. Technology Usage: Guidelines for technology and systems usage in tech-heavy operations
8. Crisis Management: Procedures for handling business emergencies or extraordinary situations
1. Schedule A - Capital Contributions: Detailed breakdown of initial and committed capital contributions
2. Schedule B - Members Information: Complete details of all members including contact information and ownership percentages
3. Schedule C - Business Plan: Initial business plan and operational strategies
4. Schedule D - Management Structure: Detailed organizational chart and management responsibilities
5. Schedule E - Operational Procedures: Specific operational protocols and procedures
6. Schedule F - Financial Procedures: Detailed accounting policies and financial management procedures
7. Appendix 1 - Forms and Templates: Standard forms for various operational processes
8. Appendix 2 - Compliance Checklist: Regulatory compliance requirements and checklist
Authors
Manufacturing
Technology
Retail
Services
Real Estate
Agriculture
Healthcare
Financial Services
Construction
Energy
Transportation
Tourism
Education
Food and Beverage
E-commerce
Legal
Executive Leadership
Operations
Finance
Compliance
Risk Management
Corporate Governance
Business Development
Strategy
Administrative
Investment
Corporate Affairs
Chief Executive Officer
Managing Director
Chief Operating Officer
Chief Financial Officer
Corporate Secretary
Legal Counsel
Operations Manager
Business Development Manager
Compliance Officer
Risk Manager
Board Director
Investment Manager
General Manager
Corporate Governance Officer
Finance Director
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