This MEMBERSHIP INTEREST PURCHASE AGREEMENT (this Agreement) dated 2025

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The Membership Interest Purchase Agreement outlines the terms under which RCPA Development Co. Tenant, L.L.C. (the Company) agrees to sell its membership interest held by National Trust Community Investment Fund, LLC (Investor Member) to River Center for the Performing Arts Manager, L.L.C. (Purchaser) for a total price of $1,242,563. The document details the purchase process, payment structure, representations and warranties of both parties, closing conditions, and indemnification provisions. It also includes a release of guaranty and stipulates that the agreement is governed by Iowa law.

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How to value LLC membership interest?

Business Valuation in Transferring Membership Interest in an LLC. To sell your LLC investment, you must first establish its worth. Your shares worth is calculated by taking the firms overall value, dividing it by your percentage of ownership, and then multiplying the result by the share price.

What is a membership interest pledge agreement?

A Membership Interest Pledge Agreement is an essential document for any business owner who wants to protect their interests and gain access to financing. By pledging your membership interest, you offer security to lenders and demonstrate your commitment to meeting your financial obligations.

What is a membership interest transfer agreement?

Basically, a Membership Interest Purchase Agreement is a legal contract that facilitates the sale and transfer of ownership interests in a company from one party to another. However, its not as simple as it sounds, and there are several key components to it.

What does it mean to have a membership interest in an LLC?

A membership interest represents a members ownership stake in an LLC. A person who holds a membership interest has a profit and voting interest in the LLC. Ownership in an LLC can be expressed by percentage ownership interest or membership units.

Can an LLC redeem membership interests?

When an LLC member decides to sell their membership interest, there are generally two methods by which the transaction can occur redemption of membership interest and cross-purchase. Each method has various pros and cons, depending upon your objectives.

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What is a membership interest purchase agreement?

Definition and Purpose: A Membership Interest Purchase Agreement (MIPA) is an agreement between a buyer and seller for the purchase and sale of membership interests in a limited liability company (LLC).

How to sell membership interest in an LLC?

Step 1: Gather Relevant Information. Step 2: Review the LLCs Operating Agreement. Step 3: Obtain Necessary Approvals and Consents. Step 4: Outline the Membership Interest Being Transferred. Step 5: Determine the Effective Date of the Assignment. Step 6: Specify Conditions and Representations.

What are LLC membership interests?

What is an LLC membership interest? Membership interests are a type of security that represents ownership in an LLC. Also called membership units, you might think of LLC membership interests as an LLCs equivalent of company stock.