LLC Operating Agreement Amendment Template

This Amendment (the "Amendment") to the Operating Agreement of [LLC Name], a [State] limited liability company (the "Company"), is entered into effective [Date] by and among the Members identified below.

Recitals

• The Members entered into an Operating Agreement dated [Original Date] (the "Agreement").
• The Members desire to amend the Agreement as set forth herein pursuant to Section [Section Number].

1. Amendments

Describe each amendment in detail:

1.1 Capital Contributions

• [Modify capital contribution obligations or schedules].

1.2 Allocation and Distribution Changes

• [Adjust profit/loss allocations, distribution priorities, preferred returns].

1.3 Management and Voting

• [Change manager structure, voting thresholds, appointment rights].

1.4 New Members or Withdrawals

• [Admit new member, set forth capital contribution and percentage interest; outline withdrawal terms].

1.5 Other Amendments

• [Update transfer restrictions, buyout provisions, dispute resolution].

2. Ratification

• Except as amended, the Agreement remains in full force and effect.
• In event of conflict, this Amendment controls.

3. Governing Law

• Governed by laws of [State].

4. Counterparts and Electronic Signatures

• Amendment may be executed in counterparts and delivered electronically.

5. Member Acknowledgement

• Each Member acknowledges review and approval of the Amendment.

Signature Blocks

Manager Consent (if applicable)

[Manager Name]
By: ____
Title: [Title]
Date: __

Attach updated Schedule of Members/Capital Accounts as Exhibit A.