a1662cff1a
Converted from mdbook src/ in input/ to Grav pages/ format: - Added YAML frontmatter to all pages - Created numbered folder structure (01.home, 02.Bylaws.*, etc.) - Preserved all content from Bylaws, Handbook, OperatingAgreements, Policies, and JointVenture sections super ultra big merge completed. scope of work clearly defined. let's go build! Assisted-by: GLM-5 via Crush <crush@charm.land>
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| SECURITIES EXEMPTION DISCLAIMERS | SECURITIES EXEMPTION DISCLAIMERS |
SECURITIES EXEMPTION DISCLAIMERS
IMPORTANT NOTICES REGARDING SECURITIES LAWS
RESTRICTED SECURITIES
THE MEMBERSHIP INTERESTS DESCRIBED IN THIS OPERATING AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR UNDER THE SECURITIES LAWS OF ANY STATE, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS AND UNTIL SUCH INTERESTS ARE REGISTERED UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE.
INVESTMENT REPRESENTATION
THE MEMBERSHIP INTERESTS DESCRIBED HEREIN ARE BEING ACQUIRED FOR INVESTMENT PURPOSES ONLY AND NOT WITH A VIEW TO RESALE OR DISTRIBUTION. NO TRANSFER, SALE, ASSIGNMENT, PLEDGE, HYPOTHECATION OR OTHER DISPOSITION OF SUCH INTERESTS MAY BE EFFECTED WITHOUT (i) EFFECTIVE REGISTRATION UNDER THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS, OR (ii) AN OPINION OF COUNSEL, SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED.
PRIVATE OFFERING EXEMPTION
THE MEMBERSHIP INTERESTS DESCRIBED HEREIN ARE BEING OFFERED PURSUANT TO EXEMPTIONS FROM REGISTRATION PROVIDED BY SECTION 4(a)(2) OF THE SECURITIES ACT, REGULATION D PROMULGATED THEREUNDER, AND APPLICABLE STATE SECURITIES LAWS. ACCORDINGLY, NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THIS OPERATING AGREEMENT.
HIGH RISK INVESTMENT
THE MEMBERSHIP INTERESTS DESCRIBED HEREIN INVOLVE A HIGH DEGREE OF RISK AND SHOULD NOT BE ACQUIRED BY ANY PERSON WHO CANNOT AFFORD THE LOSS OF THEIR ENTIRE INVESTMENT. ONLY PERSONS WHO CAN BEAR SUCH RISK SHOULD CONSIDER ACQUIRING THESE INTERESTS.
APPLICABLE EXEMPTIONS
THE COMPANY INTENDS TO RELY ON APPLICABLE EXEMPTIONS FROM REGISTRATION REQUIREMENTS UNDER BOTH FEDERAL AND TEXAS STATE SECURITIES LAWS, INCLUDING BUT NOT LIMITED TO THOSE AVAILABLE UNDER SECTION 4(a)(2) OF THE SECURITIES ACT AND REGULATION D PROMULGATED THEREUNDER, AS WELL AS SECTION 109.4 AND OTHER APPLICABLE PROVISIONS OF THE TEXAS SECURITIES ACT.
RESTRICTIONS ON TRANSFER
THE TRANSFERABILITY OF THE MEMBERSHIP INTERESTS DESCRIBED HEREIN IS RESTRICTED BY THE TERMS OF THIS OPERATING AGREEMENT AND BY FEDERAL AND STATE SECURITIES LAWS. ANY TRANSFER THAT FAILS TO COMPLY WITH THE TERMS OF THIS OPERATING AGREEMENT OR APPLICABLE SECURITIES LAWS WILL BE INVALID, NULL AND VOID.
DISCLOSURE OBLIGATIONS
THIS OPERATING AGREEMENT DOES NOT CONTAIN, NOR IS IT INTENDED TO CONTAIN, ALL OF THE INFORMATION THAT MAY BE REQUIRED TO EVALUATE AN INVESTMENT IN THE COMPANY. EACH POTENTIAL INVESTOR SHOULD CONDUCT THEIR OWN INVESTIGATION AND ANALYSIS OF THE COMPANY AND THE INFORMATION CONTAINED IN THIS OPERATING AGREEMENT.
LEGAL AND TAX ADVICE
POTENTIAL INVESTORS ARE NOT TO CONSTRUE THE CONTENTS OF THIS OPERATING AGREEMENT AS LEGAL, BUSINESS, OR TAX ADVICE. EACH INVESTOR SHOULD CONSULT THEIR OWN ATTORNEY, BUSINESS ADVISOR, AND TAX ADVISOR AS TO LEGAL, BUSINESS, AND TAX MATTERS CONCERNING THIS INVESTMENT.
BY EXECUTING THIS OPERATING AGREEMENT, EACH MEMBER ACKNOWLEDGES THAT THEY HAVE READ AND UNDERSTOOD THE ABOVE DISCLAIMERS AND THAT THEY MEET ALL SUITABILITY STANDARDS IMPOSED BY APPLICABLE FEDERAL AND STATE SECURITIES LAWS.