California LLC Operating Agreement
Category: LLC, Operating Agreement
AMENDED AND RESTATED OPERATING AGREEMENT OF WILLIAM RAST LICENSING, LLC
This Amended and Restated Operating Agreement, made and entered into On April 27, 2007 and effective as of January 1, 2007 (the “EFFECTIVE DATE”), governs the relationship between the undersigned Members of William Rast Licensing, LLC, a California limited liability company (the “LLC”), and between the LLC and the undersigned Members, pursuant to the Beverly-Killea Limited Liability Act as amended from time to time (the “ACT”), and the Articles of Organization for the LLC. In consideration of their mutual promises, covenants, and agreements, the parties hereto do hereby promise, covenant, and agree as set forth herein.
RECITALS
A. Bella Rose, LLC, a California limited liability company (”BR”) and a wholly-owned subsidiary of People’s Liberation, Inc., a Delaware corporation (”PEOPLE’S LIBERATION”), and William Rast Enterprises, LLC, a Delaware limited liability company (”WRE”) are parties to letter agreements which contemplate the formation of a joint venture to exploit the William Rast(TM) trademark (the “VENTURE”), which letter agreements are dated March 15, 2005 and entered into on or around April 27, 2005 (the “LETTER AGREEMENTS”).
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