4.6 KiB
4.6 KiB
Operating Agreement of Midas Technologies LLC
This Operating Agreement ("Agreement") is made and entered into as of this ___ day of ___, 2024, by and among the following members (the "Members"):
| Member Name | Ownership Percentage |
|---|---|
| Jacob Mardian | 33.33% |
| Griffin Witt | 33.33% |
| Collin Schaufele | 33.33% |
Article I: Formation and Purpose
- Formation: Midas Technologies LLC ("Company") is formed as a limited liability company under the laws of the State of Virginia.
- Principal Office: The Company’s principal place of business is located at [Business Address].
- Purpose: The primary purpose of the Company is to develop, maintain, and commercialize algorithmic trading software and related technology.
Article II: Capital Contributions
- Initial Contributions: Each Member agrees to make an initial capital contribution as outlined below, in cash or in-kind, and any additional contributions shall be made only upon the unanimous consent of the Members.
- Ownership Interest: The ownership percentage of each Member shall be determined by the amount of their initial contribution and as detailed above.
Article III: Management and Voting Rights
- Management Structure: The Company shall be managed by the Members, who shall make all major decisions by majority or unanimous vote, as specified herein.
- Voting Rights: Each Member holds a voting right proportionate to their ownership percentage. Decisions regarding the sale of the Company or other major changes require unanimous consent.
- Meetings: Meetings shall be held at least once annually, and decisions may be taken at such meetings or by written consent. Meetings may be held virtually if agreed by all Members.
Article IV: Roles and Responsibilities
- Jacob Mardian: Responsible for business operations, strategy development, and software coding for trading algorithms.
- Griffin Witt: Oversees economic analysis, focusing on developing intrinsic valuation models and economic indicators.
- Collin Schaufele: Manages speculative analysis, including models for oil price estimation and ensuring regulatory compliance.
Article V: Distributions and Profit Allocation
- Distributions: Profits shall be distributed annually unless otherwise agreed by the Members. Distributions shall be proportional to each Member’s ownership percentage.
- Reinvestment: A portion of profits may be reinvested in the Company for growth and operational needs, as decided by a majority vote.
Article VI: Transfer of Interests
- Transfer Restrictions: No Member may transfer their ownership interest without the consent of the other Members. The Company or other Members shall have the first right to purchase any offered interest.
- Buyout Option: In the event a Member wishes to exit, the remaining Members have the right to buy out that Member’s interest at fair market value.
Article VII: Confidentiality and Intellectual Property
- Confidentiality: Members agree to keep all company information, including algorithms, strategies, and client data, confidential.
- Intellectual Property: All intellectual property, including algorithms, trading software, and proprietary data models developed by any Member for the Company, shall be the exclusive property of the Company.
Article VIII: Dissolution
- Dissolution Events: The Company may be dissolved upon a unanimous decision by the Members or as required by law.
- Distribution upon Dissolution: Upon dissolution, the Company’s assets will be liquidated, and any remaining proceeds, after settling debts, will be distributed to Members in accordance with their ownership percentages.
Article IX: Indemnification and Liability
- Indemnification: The Company shall indemnify each Member for actions taken in good faith on behalf of the Company.
- Liability: No Member shall be personally liable for the Company’s obligations, except for their capital contributions.
Article X: Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of [Your State].
Article XI: Amendments Amendments to this Agreement may be made only with the unanimous consent of all Members.
Signatures:
Member Signature:
| Name | Date | Signature |
|---|---|---|
| Jacob Mardian | ||
| Griffin Witt | ||
| Collin Schaufele |