DELAWARE LIMITED LIABILITY COMPANY OPERATING AGREEMENT

Effective Date: {{EFFECTIVE_DATE}}

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This Operating Agreement (this "Agreement") is made and entered into as of {{EFFECTIVE_DATE}}, by and among the undersigned Members of {{COMPANY_NAME}}, LLC, a Delaware limited liability company (the "Company").

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1. Organization

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1.1 Formation. The Company was formed as a Delaware limited liability company by filing a Certificate of Formation with the Delaware Secretary of State on {{FORMATION_DATE}}.

1.2 Name. The name of the Company is {{COMPANY_NAME}}, LLC.

1.3 Principal Place of Business. The principal place of business of the Company is {{PRINCIPAL_ADDRESS}}, or such other location as the Members may designate from time to time.

1.4 Registered Office and Agent. The registered office of the Company in Delaware is {{REGISTERED_OFFICE_ADDRESS}}, and the registered agent is {{REGISTERED_AGENT_NAME}}.

1.5 Purpose. The Company is organized to engage in any lawful act or activity for which limited liability companies may be organized under the Delaware Limited Liability Company Act (the "Act").

1.6 Term. The Company shall continue in existence until dissolved in accordance with this Agreement or the Act.

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2. Members and Ownership

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2.1 Initial Members. The initial Members of the Company and their respective percentage interests are as follows: {{MEMBER_1_NAME}}, located at {{MEMBER_1_ADDRESS}}, holding a {{MEMBER_1_PERCENTAGE}}% interest; and {{MEMBER_2_NAME}}, located at {{MEMBER_2_ADDRESS}}, holding a {{MEMBER_2_PERCENTAGE}}% interest. All ownership percentages shall total exactly 100%.

2.2 Liability. No Member shall be personally liable for any debts, obligations, or liabilities of the Company solely by reason of being a Member.

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3. Capital Contributions

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3.1 Initial Contributions. Each Member has contributed or shall contribute capital to the Company as follows: {{MEMBER_1_NAME}}: ${{MEMBER_1_CONTRIBUTION}}; {{MEMBER_2_NAME}}: ${{MEMBER_2_CONTRIBUTION}}.

3.2 Additional Contributions. No Member shall be required to make any additional capital contributions. Additional contributions may be made only upon the unanimous written consent of all Members.

3.3 No Interest on Capital. No Member shall be entitled to interest on any capital contribution unless otherwise unanimously agreed in writing.

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