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Charles N Wyble 2025-03-15 12:22:20 -05:00
parent 0c75d58b38
commit a6e8851cfd
4 changed files with 92 additions and 27 deletions
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14
output-mdbook/src/OperatingAgreements/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-CompanyOperatingAgreement/article-1.md
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@ -37,13 +37,13 @@ To the maximum extent permitted by law, this Agreement is intended to:
that differs from the default provisions of the TBOC
* Create:
* relationships
* rights
* duties
* obligations of the Company
* obligations of the Member
* obligations of the Series
* obligations of their respective stakeholders
- relationships
- rights
- duties
- obligations of the Company
- obligations of the Member
- obligations of the Series
- obligations of their respective stakeholders
that are customized for the Company's specific needs and purposes
* Provide a comprehensive set of rules for the internal affairs of the Company that supersede any statutory provisions that would apply in the absence of an agreement to the contrary

42
output-mdbook/src/OperatingAgreements/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-CompanyOperatingAgreement/article-3.md
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@ -81,7 +81,16 @@ Notwithstanding the limitations on Company activities, each Series may, through
## 3.4 Powers of the Company
Subject to the limitations set forth in this Agreement, the Company shall have the power and authority to take any and all actions necessary, appropriate, proper, advisable, incidental, or convenient to or for the furtherance of the purpose set forth in Section 3.1, including but not limited to the power to:
Subject to the limitations set forth in this Agreement, the Company shall have the power and authority to take any and all actions:
- necessary
- appropriate
- proper
- advisable
- incidental
- convenient
to or for the furtherance of the purpose set forth in Section 3.1, including but not limited to the power to:
* Establish:
- Series in accordance with this Agreement and the Series LLC Act
@ -101,7 +110,11 @@ Subject to the limitations set forth in this Agreement, the Company shall have t
- tax returns
- and other governmental reports and documents
* Open, maintain, and close:
* Open:
- bank accounts
* Maintain:
- bank accounts
* Close:
- bank accounts
- and investment accounts for each Series
@ -117,7 +130,11 @@ Subject to the limitations set forth in this Agreement, the Company shall have t
- officers
- and other agents of the Company or Series
* Dissolve, wind up, and liquidate:
* Dissolve:
- a Series or the Company
* Wind up:
- a Series or the Company
* Liquidate:
- a Series or the Company
* Exercise all other powers necessary, suitable, or convenient for:
@ -125,7 +142,16 @@ Subject to the limitations set forth in this Agreement, the Company shall have t
## 3.5 Powers of the Series
Subject to the limitations set forth in this Agreement and any Series Designation, each Series shall have the power and authority to take any and all actions necessary, appropriate, proper, advisable, incidental, or convenient to or for the furtherance of the purpose set forth in its Series Designation, including but not limited to the power to:
Subject to the limitations set forth in this Agreement and any Series Designation, each Series shall have the power and authority to take any and all actions:
- necessary
- appropriate
- proper
- advisable
- incidental
- convenient
to or for the furtherance of the purpose set forth in its Series Designation, including but not limited to the power to:
* Conduct:
- the business described in its Series Designation
@ -135,7 +161,13 @@ Subject to the limitations set forth in this Agreement and any Series Designatio
- agreements
- and arrangements in the name of the Series
* Own, acquire, manage, and dispose of:
* Own:
- Series assets
* Acquire:
- Series assets
* Manage:
- Series assets
* Dispose of:
- Series assets
* Borrow:

37
output-mdbook/src/OperatingAgreements/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-CompanyOperatingAgreement/article-4.md
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@ -32,25 +32,42 @@ The Sole Member may remove any Director, with or without cause, at any time by p
The Board shall have the power and authority to:
* Establish policies and procedures for the operation of the Company and its Series
* Establish:
- Policies
- Procedures for the operation of the Company and its Series
* Oversee the implementation of the Company's strategic plan
* Oversee:
- Implementation of the Company's strategic plan
* Approve the establishment or dissolution of Series
* Approve:
- Establishment of Series
- Dissolution of Series
* Appoint and remove Series Managers
* Appoint and remove:
- Series Managers
* Approve significant transactions that affect the Company as a whole
* Approve:
- Significant transactions that affect the Company as a whole
* Ensure compliance with legal and regulatory requirements
* Ensure compliance with:
- Legal requirements
- Regulatory requirements
* Establish committees as deemed necessary
* Establish:
- Committees as deemed necessary
* Adopt, amend, or repeal bylaws or other governance documents
* Adopt, amend, or repeal:
- Bylaws
- Other governance documents
* Delegate authority to officers, employees, or agents of the Company
* Delegate authority to:
- Officers
- Employees
- Agents of the Company
* Take any other action that is not specifically reserved to the Sole Member or delegated to Series Managers
* Take any other action that is not specifically reserved to:
- The Sole Member
- Delegated to Series Managers
## 4.6 Board Meetings

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output-mdbook/src/OperatingAgreements/TurnkeyNetworkSystemsLLC/TurnkeyNetworkSystemsLLC-CompanyOperatingAgreement/article-5.md
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@ -4,13 +4,21 @@
Pursuant to Section 101.601 of the TBOC, the Company hereby establishes and shall maintain one or more designated Series, each of which:
* Has separate rights, powers, or duties with respect to specified property, obligations, profits, and losses associated with the Series
* Has separate rights with respect to specified property, obligations, profits, and losses associated with the Series
* Has separate powers with respect to specified property, obligations, profits, and losses associated with the Series
* Has separate duties with respect to specified property, obligations, profits, and losses associated with the Series
* May have a separate business purpose or investment objective
* Shall maintain records to account for the assets and liabilities associated with the Series separate and apart from the assets and liabilities of the Company or any other Series
* Shall have liability protection such that the debts, liabilities, obligations, and expenses incurred, contracted for, or otherwise existing with respect to a particular Series shall be enforceable against the assets of that Series only, and not against the assets of the Company generally or any other Series
* Shall have liability protection such that the:
- debts
- liabilities
- obligations
- and expenses
incurred, contracted for, or otherwise existing with respect to a particular Series shall be enforceable against the assets of that Series only, and not against the assets of the Company generally or any other Series
## 5.2 Series Types
@ -48,7 +56,10 @@ For each Series established under this Agreement, the Board shall adopt a Series
* The name of the Series
* The type of Series (Asset Management, Operating, or Cell)
* The type of Series:
- Asset Management
- Operating
- Cell
* The specific purpose and powers of the Series
@ -76,7 +87,12 @@ The Series Managers shall have the power and authority to:
* Open and maintain bank accounts and investment accounts
* Acquire, manage, and dispose of Series assets
* Acquire, manage, and dispose of:
- Real property
- Equipment
- Intellectual property
- Investment portfolios
- Other Series assets
* Obtain financing and incur indebtedness on behalf of the Series
@ -182,4 +198,4 @@ A Series shall be dissolved and its affairs wound up upon the first to occur of:
* The entry of a judicial decree of dissolution
Upon dissolution, the Series Manager(s) shall wind up the Series' affairs, liquidate its assets, pay its liabilities, and distribute any remaining assets to the Series Members in accordance with their respective interests.
Upon dissolution, the Series Manager(s) shall wind up the Series' affairs, liquidate its assets, pay its liabilities, and distribute any remaining assets to the Series Members in accordance with their respective interests.