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Operating Agreement For Equilibrium, LLC

Step 2 - OPERATING AGREEMENT FOR EQUILIBRIUM, LLC

This Operating Agreement (the "Agreement") is entered into as of , by and among the undersigned members of Equilibrium, LLC (the "Company"), a limited liability company organized under the laws of the State of Maryland.

1. Formation and Purpose 1.1. Formation

The Company is formed as a limited liability company pursuant to the laws of the State of [State]. The Company’s principal place of business shall be [Address], or such other place as determined by the Managing Members.

1.2. Purpose

The Company’s purpose is to promote mental health testing before diagnosis and medication by purchasing and renting equipment to facilities that provide mental health evaluations. The Company will also issue a cryptocurrency, Equilibrium Token ("EQL"), to fund its initial efforts and support its operations.

2. Membership Interests 2.1. Tokens as Membership Interests

Membership in the Company is represented by Equilibrium Tokens ("EQL"). Each token grants the holder specific membership rights outlined in this Agreement.

2.2. Nature of Tokens
  • Tokens represent access to the Company’s services, voting rights on specific matters, and participation in the Company’s community initiatives.
  • Tokens do not represent ownership, profit-sharing rights, or any entitlement to dividends.
2.3. Member Rights and Limitations
  • Token holders may vote on non-critical matters such as community projects or initiatives as determined by the Managing Members.
  • Token holders have no authority to manage or control the Company’s operations or finances.
  • Token holders are not entitled to receive profits or returns based on the Company’s success.
3. Governance 3.1. Managing Members

The Company shall be managed by Managing Members who shall have full authority over the operations, finances, and decision-making of the Company.

3.2. Token Holder Voting Rights
  • Voting rights are limited to specific matters outlined by the Managing Members, such as community-driven initiatives.
  • Each EQL token grants one vote on eligible matters.
3.3. Advisors and Partners

Advisors and partners allocated tokens may provide strategic advice but do not have management authority.

4. Token Distribution

The total supply of Equilibrium Tokens (EQL) is fixed at 2,000,000,000 and shall be distributed as follows:

Category Allocation Percentage
Owner Allocation 300,000,000 EQL 15%
Mental Health Testing Fund 700,000,000 EQL 35%
Community and Liquidity Pool 700,000,000 EQL 35%
Advisors and Partners 100,000,000 EQL 5%
Reserve Fund 200,000,000 EQL 10%
5. Transferability of Tokens 5.1. Restrictions
  • Tokens may not be freely traded or transferred without the written consent of the Managing Members.
  • Unauthorized transfers shall render the tokens void.
5.2. Redemption
  • Members may sell or trade tokens within the Community and Liquidity Pool.
  • The Company will provide a mechanism to facilitate token trades at the prevailing token value.
6. Use of Proceeds

Proceeds from token sales will be used exclusively for the Company’s operations, including but not limited to:

  • Purchasing equipment for mental health evaluations.
  • Renting equipment to facilities.
  • Supporting the Mental Health Testing Fund.
7. Dissolution and Termination 7.1. Dissolution

Upon dissolution, all remaining assets, after satisfying debts and liabilities, shall be used to redeem outstanding tokens based on their utility within the Company.

7.2. Token Invalidity

Tokens shall become void upon dissolution and will not entitle holders to any residual profits.

8. Disclaimers and Member Acknowledgements 8.1. No Guarantees of Profit

Tokens do not guarantee any financial return, appreciation, or profit to holders.

8.2. Risk Disclosure

Members acknowledge the risks associated with holding tokens, including market, regulatory, and operational risks.

8.3. Non-Security Status

Tokens are issued as membership interests and are not securities. They do not provide equity or ownership in the Company.

9. Amendments

This Agreement may be amended by the Managing Members with a majority vote of token holders on eligible matters.

10. Miscellaneous 10.1. Governing Law

This Agreement shall be governed by the laws of the State of Maryland.

10.2. Severability

If any provision of this Agreement is deemed unenforceable, the remainder shall remain in effect.

IN WITNESS WHEREOF

The undersigned have executed this Operating Agreement as of the date first written above.

Issuer: Equilibrium Token

11. SIGNATURES

Managing Members

Signed: D'Launte Wade

Token Holder

Signed: (Use stylus, mouse, or finger to sign below)