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Document Document

VILLAGE BOXPARK LLC
Operating Agreement
THIS OPERATING AGREEMENT of Village Boxpark LLC (the "Company") is
entered into as of the date set forth on the signature page hereto by each of the persons named in Exhibit A hereto (refened to individually as a Member and collectively as the Members).
A. The Company has been formed as a limited liability company under Chapter 419
of Title 2.6, et seq., of the Califomia Code (the "Califomia Revised Uniform Limited Liability Company Act"), by the filing of the csrtificate of formation with the office of the Secretary of State of California. The Company may cerry on any lawf,rl business, pulpose or activity permitted under the Act.
B. The location ofthe principal place of business ofthe Company shall be
dotermined by the Members. In addition, the Company may maintain such other offices as the Manager may deem advisable at any other place or places within or withoutthe United States.
C. The registered agent for the Company is set forth in the Company's certificate of
fonnation, provided that the Members may from time to time designate another registered agent by appropriate filings with the Secretary of State.
D. The term of the Company commenced on the date of filing of the certificate of
formation and shall be perpetual, unless an earlier term is specified in Section 8.1 or the Company is dissolved and terminated in accordance with the provisions of this Agreement
E. The Members enter into this agreement to provide for the govemance of the
Company and the conduct of its business, and to speci$z their relative rights and obligations.
NOW THEREFORE, the Members agree as follows:
ARTICLE 1: DEFINITIONS
Capitalllz;ed terms used in this agreement have the meanings specified in this Article or elsewhere in this agreement and when not so defined shall have the meanings set forth in the Califomia Revised Uniform Limited Liability Company Act.
"Capital Contribution" means the amount of cash, property or services contributed to
the Company.
"Company" means Village Boxpark LLC, a California limited liability company.
"Member" means a Porson who acquires Membership Interests, as permitted under this agreement, and who becomes or remains a Member.

7.2 Restrictions on Transfer. A Member may transfer Mernbership lnterests to any other Person without the consent of any other Member. A person may acquire Membership Interests directly from the Company upon the written consent of all Members. A person which acquires Membership lnterests in accordance with this section shall be admittsd as a Member of the Company after the person has agreed to be bound by the terms of this Operating Agreement by executing a consent in the form of Exhibit C.
ARTICLE 8: DISSOLUTION AND WINDING t,P
8.I Dissolution. The Company shall be dissolved upon the flrst to occur of the
following events:
(a) The vote of Members holding a majority of the outstanding Membership Interests to dissolve the Company.
O) Entry of a decree ofjudicial dissolution under the California Limited Liability
Company Act.
(c) At any time there are no Members, provided that the Company is not dissolved
and is not required to be wound up i{ within 180 days after the occulrence of the event that
terminated the continued membership ofthe last remaining Member, the legal representative of the last remaining Member agrees in writing to continue the Company and to the admission ofthe legal representative of such Member or its assignee to the Company as a Member, effective as of the occuffence of the event that terminated the continued membership of the last remaining Member.
8.2 Automatic dissolution upon certain events. Upon the death, incapacity,
disassociation, bankruptcy or withdrawal of a Member shall automatically cause a dissolution of
the Company.
ARTICLE 9: INDEMNIFICATION
9.1 Indemnification. The Company shall have the power to indemnify any Person who was or is a party, orwho is threatened to be made a party, to any proceeding by reason of the fact that such Person was or is a Member, Manager, officer, employee, or other agent ofthe Company, or was or is serving at the request of the Company as a director, manager, officer, employee, or other agent of another limited liability company, oorporation, parhrership, joint veilture, trust, or other enterprise, against expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by such Person in connection with such proceeding, if such Person acted in good faith and in a maflner that such Person reasonably believed to be in the best interests of the Company, and, in the case of a criminal proceeding, such Person had no reasonable cause to believe that the Person's conduct was unlawful. The termination of any
-5-

IN WITNESS WHEREOF, the parties have executed or caused to be executed this
Operating Agreement as of the date below.

Dated:

apeln

@
Oliver B. Mitchell IIl

AFFIVIDAT
I, Oliver B. Mitchell Itr. hereby affirm my curent occupation is Owner/President. I am currently 49 vears old and my current address is PO Box 1705, L-ong Beach. California- 90801.
I hereby state that on September 25, 2019. I, hereby formed Village Boxpark LLC in accordance with state laws under the $tate of California and as of this date am the only legal owner, manager/member of Village Boxpark LLC.
I hereby state that the information above is true. I also confirm this information is both accurate and complete and affixthe company seal in witness thereof a notary public.
In the State of California, County of Los Angeleq.

S i gnature of AgentA.{otary Public Date

@
S ignature of Manager/lVIember
{/s/2,
Date ' -

SEEA]TACHED NOTARIAL CERTIFiCATE
bd b5-W+Yw

-:a:.'-"--'_-

CAI.EFORNEA AtL-PAJRBCI5E ACKNOWLEEGMENT

CIVIL CODE g 1189

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of

County of
On

w
Dote

personally appeared

before me,
Lt

LtCma
ond
Nome(s) of Signe(s)

of the Officer

who proved to me on the basis of satisfactory evidence/o,be the person(94^rtrose namq[6)15/fe subscribed

hnf to the within instrumenJ and acknowlgdged
authorized capacity(ip(), and that by fttlhf

to mesitghnaa{ttGuf,et.(lfs7)6d:tnytetlyteeixnesctruuiemdentht ethseampeersiho{nf,plf,nb/rrtttnh-peirentity

upon behalf of whic( the persor/6) abted,rexeiuted the instrument.

JULIANA SERNAS

Notary Public - California

z

Los Angeies Counhl

Commissicn # 2222243

Mv Comm. ExPires Ncv 22, 2021

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal

Signature

Ploce Notory Seol ond/or Stomp Above

EPTIOhIAL

Completing this information con deter

of the document or

froudulent reattochment of this form to on unintended document.

Eescription of Attached

ff

Title or Type of

m

/k LLL

Document Date:

Number of ages:

5

Signe(s) Other Than Named Above:

il.A

eapaclty(ies) etrairmed by Sigmer(s)

Sioner'r s Name:

lcorporate Officer - Title(s):
tr Partner- tr Limited tr General

tr lndividual

rt Attorney in Fact

tr Trustee

n Guardian of Conservator

n Other:
Signer is Representing: Elitf A

Signer's Name:

t-,

D Corporate Officer - Title(s):

tr Partner- n Limitecl n General

tr lndividual

r Attorney in Fact

tr Trustee

r Guardian of Conservator

El Other:

Signer is Representing:

A2Ofl National Notary Association

EXHIBIT A

MEMBERS

The following persons are the initial Members of the Company, and their initial capital contributions and ownership is set forth below.

Name
Oliver B. Mitchell lll

Capital Contribution ($) r 00.00

Percentage lnterest 100%

alzsln