The Utah Operating Agreement between NBC Internet, Inc. and Velocity, Inc. is a significant legal document that outlines the terms and conditions governing their business relationship. This agreement is typically customized to reflect the specific needs and preferences of the involved parties. The NBC Internet, Inc. and Velocity, Inc. Utah Operating Agreement lays the foundation for their collaborative efforts, dictating how the companies will operate, manage, and govern their joint venture or partnership in the state of Utah. It serves as a binding contract ensuring both parties abide by the mutually agreed-upon guidelines, while also protecting their respective rights and interests. Key elements included in the Utah Operating Agreement may encompass: 1. Purpose: Clearly defining the purpose of the partnership and the specific objectives or ventures it intends to pursue. 2. Roles and Responsibilities: Outlining the roles and responsibilities of each party, including management responsibilities, decision-making authority, and operational duties. 3. Capital Contributions: Specifying the financial contributions made by each party towards the joint venture, whether in the form of cash, assets, or resources, and how these contributions will be allocated and maintained. 4. Profits and Losses: Detailing how profits and losses arising from the joint venture will be distributed among the parties, either based on equity shares or other agreed-upon terms. 5. Decision-Making: Establishing the decision-making process, including voting rights, quorum requirements for meetings, and procedures for resolving disputes or deadlocks. 6. Confidentiality and Non-Compete: Addressing the protection of proprietary information, trade secrets, and non-compete clauses to prevent conflicts of interest or potential harm to either party. 7. Term and Termination: Specifying the duration of the operating agreement, conditions for termination, and potential exit strategies for each party. It's important to note that variations or additional types of Utah Operating Agreements between NBC Internet, Inc. and Velocity, Inc. may exist, tailored to different business arrangements. For example, there could be a joint venture agreement focused on a specific project or a partnership agreement for a long-term strategic alliance. Each of these agreements may delineate unique provisions based on the nature and goals of the collaboration. In summary, the Utah Operating Agreement between NBC Internet, Inc. and Velocity, Inc. is a comprehensive legal contract that regulates the functioning of their partnership within the state. By setting out clear guidelines, expectations, and obligations, the agreement ensures a structured and mutually beneficial working relationship while safeguarding the interests of both parties involved.