Terms & Conditions.

1. Agreement to Terms

By accessing or using freellcoperatingagreement.com (the "Website" or "Service"), you agree to be bound by these Terms & Conditions ("Terms"). If you disagree with any part of these Terms, you may not access the Service.

These Terms apply to all visitors, users, business owners, and others who access or use our generator, articles, and templates.

2. Nature of the Service (Self-Help Legal Software)

Our website provides automated document drafting tools and informational articles regarding business formation and internal LLC governance.

• Self-Help Only: The forms and generator on this website are designed to help you create your own legal documents based on user-selected inputs.
• No Attorney-Client Privilege: Communications between you and Free LLC Operating Agreement are not protected by attorney-client privilege or work product doctrine.
• No State-Specific Representation: While our templates cite statutory sections from individual state limited liability company acts, state laws change frequently and local court interpretations vary. We do not review your answers for legal sufficiency or apply the law to the facts of your specific situation.
• When to Hire Counsel: If you have complex capital structures, custom vesting schedules, special tax allocations, or multi-tiered corporate owners, you should have your operating agreement reviewed by a licensed business attorney in your state.

3. Permitted Use & Free License

We grant you a free, non-exclusive, perpetual license to:

• Generate, download, customize, sign, and execute operating agreements for your own company or your clients' entities.
• Store, print, and submit your generated operating agreements to banks, lenders, state agencies, or tax professionals.
• Use the educational content on this website for personal or internal business education.

Restrictions: You agree not to:

• Scrape, reverse engineer, or decompile the underlying software engine of our generator.
• Resell our templates or generator code as a standalone competing software product or bulk document database.
• Use the Service for any unlawful purpose or in violation of state or federal securities laws.

4. User Responsibilities

Executing an operating agreement is only one component of organizing a limited liability company. You acknowledge that:

• An operating agreement is an internal company contract. In almost all states, it is NOT filed with the Secretary of State.
• You remain solely responsible for filing your LLC Articles of Organization (or Certificate of Formation), paying state filing fees, appointing a registered agent, obtaining an Employer Identification Number (EIN) from the IRS, and complying with ongoing state annual report requirements.
• You are responsible for obtaining genuine physical or electronic signatures from all initial members named in the agreement.

5. Disclaimer of Warranties

Please read this section carefully, as it limits our legal warranties.

THE SERVICE, INCLUDING ALL GENERATED DOCUMENTS, TEMPLATES, GUIDES, AND CONTENT, IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE TEMPLATES WILL MEET YOUR SPECIFIC LEGAL REQUIREMENTS, THAT THE GENERATOR WILL RUN UNINTERRUPTED OR ERROR-FREE, OR THAT STATUTORY CITATIONS REFLECT RECENT LEGISLATIVE AMENDMENTS IN REAL TIME.

6. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL FREE LLC OPERATING AGREEMENT, ITS FOUNDERS, CONTRIBUTORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA, OR DISPUTES BETWEEN BUSINESS MEMBERS) ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE WEBSITE OR GENERATED CONTRACTS.

BECAUSE OUR TOOLS ARE PROVIDED TO YOU ENTIRELY FREE OF CHARGE, OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING OUT OF THESE TERMS SHALL NOT EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00 USD).

7. Indemnification

You agree to defend, indemnify, and hold harmless Free LLC Operating Agreement and its operators from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in any way connected with your breach of these Terms, your use of the generated documents in your business operations, or your violation of third-party rights.

8. External Links

Our website may contain links to third-party websites or services (such as state Secretary of State filing portals or the IRS website) that are not owned or controlled by us. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites.

9. Changes to Terms

We reserve the right to modify or replace these Terms at any time at our discretion. Changes take effect immediately upon posting to this page. Your continued use of the Website following the posting of any changes constitutes acceptance of those revisions.

10. Governing Law & Dispute Resolution

These Terms shall be governed and construed in accordance with the laws of the United States. Any disputes relating to these Terms or the website shall first be submitted to good-faith informal negotiations before initiating any formal legal proceeding.