The LLC Subscription Agreement is a crucial document used when admitting new members to a Limited Liability Company in the United States. It serves as the primary instrument for documenting the terms of investment and ensuring regulatory compliance. This agreement is particularly important for private placements and must comply with both federal securities laws and state-specific requirements. The Subscription Agreement LLC typically includes detailed information about the investment terms, subscriber qualifications, representations and warranties, and risk disclosures.
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1. Parties: Identifies the LLC and the subscribing member(s)
2. Background: Explains the context of the subscription and basic information about the LLC
3. Definitions: Key terms used throughout the agreement
4. Subscription and Purchase: Details of the units/interests being purchased and price
5. Payment Terms: Method and timing of payment for the subscription
6. Representations and Warranties of Subscriber: Subscriber's confirmations regarding eligibility and capacity
7. Representations and Warranties of Company: LLC's confirmations regarding authority and compliance
8. Closing Conditions: Requirements for completing the subscription
1. Right of First Refusal: Terms for existing members to purchase units before third parties
2. Tag-Along Rights: Rights of minority members to join in sale of majority interests
3. Registration Rights: Rights regarding future public offerings
1. Schedule A - Subscription Details: Specific details of units/interests being purchased
2. Schedule B - Accredited Investor Questionnaire: Form to verify accredited investor status
3. Appendix A - Risk Factors: Detailed disclosure of investment risks
4. Appendix B - Operating Agreement: Copy or summary of LLC's operating agreement
5. Appendix C - Financial Statements: Recent financial statements of the LLC
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