KSTC Sample LLC Operating Agreement Provisions

KSTC is always looking for better ways to support early stage companies and help them on the road to success.  The following sample terms were prepared by Wyatt, Tarrant & Combs, LLP, legal counsel for KSTC, for use in connection with investments under the Kentucky Enterprise Fund (KEF), the Rural Innovation Fund (RIF) and the Kentucky New Energy Ventures Fund (KNEV). 

The sample terms are intended to serve only as instructional information regarding typical documents used in seed and early stage venture capital investments.  Any company using the sample terms should consult with its legal counsel.  The sample terms should not be construed as legal advice for any particular facts or circumstances.

KSTC requests that applicants which are manager-managed LLC’s consider the sample terms when they prepare or amend their operating agreements.  At the same time, please note that the sample terms are not intended to serve as an all-inclusive operating agreement.  Many other customary operating agreement terms have not been included in these sample terms.  Each applicant’s operating agreement should be tailored to meet its specific requirements and circumstances.  Any company using the sample terms should consult with its legal counsel, preferably one with experience in drafting operating agreements. 

The sample terms below are intended to serve only as instructional information regarding operating agreements used by Kentucky limited liability companies which intend to apply to KEF, RIF or KNEV for financing: