Amendment to LLC Operating Agreement: Definition, Example
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What is an Amendment To LLC Operating Agreement?
An amendment to an LLC operating agreement is a formal change to the legal document that governs the operations of a limited liability company. An LLC's members may want to amend their operating agreement if they decide to add more members, remove member units, or make other changes in order to keep up with changing business conditions.
Amendments to LLC operating agreements can also be necessary when there are changes in state law that affect the company’s tax status or structure. For example, if an LLC decides it wants to taxed as an S-Corporation (a form of small business ownership that offers some unique tax advantages), then it might need an amendment.
An amendment is a formal alteration or addition to an existing document. Amending the terms of your LLC allows for changes that are not covered by default rules set forth by state law.
Amendment To LLC Operating Agreement Sample
Exhibit 10.18
FIRST AMENDMENT TO
OPERATING AGREEMENT OF
TURBINE POWERED TECHNOLOGY, L.L.C.
This First Amendment (this “Amendment”) to Operating Agreement of Turbine Powered Technology, L.L.C., dated as of October 28, 2011, of Turbine Powered Technology, L.L.C., a Louisiana limited liability company (the “Company”), amends the Operating Agreement of the Company, effective as of September 22, 2011 (the “LLC Agreement”) of the Company, and is made by the members of the Company, who are Green Field Energy Services, Inc., a Delaware corporation (f/k/a Green Field Energy Services, LLC, a Louisiana limited liability company)(“GFES”), and MTT Properties, LLC, a Louisiana limited liability company (“MTT,” and together with GFES, the “Members”). Capitalized terms that are used but not defined herein shall have the meanings set forth in the LLC Agreement.
WHEREAS, GFES desires to enter into that certain Indenture, dated as of the date hereof (the “Indenture”), by and among GFES, Hub City Tools, Inc., as guarantor, and Wilmington Trust, National Association, as trustee and collateral agent, which contains certain covenants which are incompatible with the LLC Agreement and which requires GFES to enter into a pledge agreement whereby GFES will pledge all of its interests in the Company to secure the senior secured notes due 2016 of GFES to be issued pursuant to the Indenture (the “Notes”); and
WHEREAS, the Notes are intended to provide a source of funds to facilitate GFES in fulfilling its obligations to the Company under the Installation Agreement and the Maintenance Agreement, each effective as of September 22, 2011, and as such are expected to benefit the Company and MTT;
NOW, THEREFORE, the Members hereby amend the LLC Agreement as follows:
Section 1. Amendments to LLC Agreement. In connection with the Notes, the LLC Agreement is hereby amended as follows:
(a) A new Article 2.3 is hereby added to the LLC Agreement as follows:
“2.3 UCC Article 8 Securities. The Company hereby elects that each Unit representing any Interest in the Company shall be a “security” within the meaning of Article 8-102 of the Uniform Commercial Code of the State of Louisiana.”
(b) Article 7.2 of the LLC Agreement is replaced in its entirety with the following Article 7.2:
7.2 No Additional Capital Contributions. No additional capital contributions shall be required under this Agreement. It is hereby acknowledged that MTT has become a member of the Company in part in reliance on GFES honoring its obligations under the Installation Agreement and the Maintenance Agreement, each effective as of September 22, 2011, by and between GFES and the Company. For the avoidance of doubt, it is hereby further acknowledged that any payments made to the Company under such agreements shall not be deemed capital contributions.
(c) A new Article 23 is hereby added to the LLC Agreement as follows:
“23. GFES’ SENIOR SECURED NOTES DUE 2016 (“NOTES”) AND FUTURE SECURED FINANCING
Anything in this Agreement to the contrary notwithstanding, the provisions of Article 2.2, Article 13.2, Article 14, Article 15, Article 16 and Article 17 shall not apply to the Interests of GFES in the Company for so long as any Notes are outstanding and GFES (and its successors and assigns) may mortgage, pledge, subject to a security interest or otherwise encumber, transfer or dispose of its Interests in the Company without obtaining the vote of the Members or offering to the Members the right to purchase such Interests. Furthermore, for the avoidance of doubt, if a Default occurs under the terms of and as defined in the indenture governing the Notes or a default occurs under the terms pursuant to which any bank or other financial institution shall extend secured credit to GFES, the collateral agent or any other agent acting on behalf of the Note holders or such bank or financial institution (or any designees of such agent), will be admitted as and will become a Member of the Company without any further vote or any other type of approval by the Member or Members at such time and without the necessity of executing and delivering any instruments contemplated by Article 15, including this Agreement.”
Section 2. Miscellaneous.
(a) Counterparts. This Amendment may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become effective when one or more counterparts have been signed by each of the parties hereto and delivered (including by facsimile) to the other parties hereto.
(b) Ratification. Except as amended hereby, the LLC Agreement shall remain in full force and effect as previously executed, and each Member hereby ratifies the LLC Agreement as amended hereby.
[Signature page follows.]
2
IN WITNESS WHEREOF, the undersigned Members, who are all of the members of the Company, intending to be legally bound, have caused this Amendment to be duly executed and delivered as of the date first set forth above.
| GREEN FIELD ENERGY SERVICES, INC. | ||
| By: | /s/ Michel B. Moreno | |
| Name: | Michel B. Moreno | |
| Title: | Chief Executive Officer | |
| MTT PROPERTIES, LLC | ||
| By: | /s/ Ted McIntyre II | |
| Name: | Ted McIntyre II | |
| Title: | Manager | |
Signature Page to First Amendment to
Operating Agreement of
Turbine Powered Technology, L.L.C.
Reference:
Security Exchange Commission - Edgar Database, EX-10.18 24 d349756dex1018.htm FIRST AMENDMENT TO OPERATING AGREEMENT, Viewed September 24, 2021, View Source on SEC.
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Dan "Dragan" I.
I received a bachelor’s degree in philosophy from Northwestern University in 1996 and then got my JD at University of Illinois College of Law in 1999. I have been a lawyer helping people with legal issues in the United States and Internationally since then. That includes drafting and reviewing contracts. I am also passionate about helping small and medium businesses with trademark registration and trademark-related legal projects. The law can be confusing and complicated for people, and I am passionate about providing professional legal services to my clients while simultaneously making the legal process less confusing and stressful for them. My goal is to help clients navigate through both good and difficult times by tailoring my skills, experience, and services to their specific needs.
"Dan was excellent to work with on my trademark application. He was responsive, knowledgeable, and took the time to make sure the filing strategy and description were structured correctly for my business. I especially appreciated how easy he was to communicate with and how clearly he explained the process and my options along the way. He was thorough without overcomplicating things, and I always felt like the application was being handled carefully. I would definitely recommend Dan to anyone looking for help with a trademark filing and would be happy to work with him again in the future."
Allen L.
Clear, strategic legal guidance when you need it most—whether you're planning ahead or defending a position. Legal challenges shouldn't feel confusing or overwhelming. Whether you're building an estate plan, structuring a business, or navigating a dispute, my practice is built on clarity, care, and practical strategy. I work with clients who want real solutions—not just paperwork—through planning and advice that truly fits their goals, families, and businesses. Planning & Structure I focus on estate planning, asset protection, and business succession, helping individuals and entrepreneurs organize their assets, reduce risk, and prepare for every stage of life. Whether you're setting up your first living trust, shielding your business from liability, or updating an existing estate plan, you'll receive clear guidance, fixed-fee pricing, and responsive support from start to finish. Each plan I design is tailored to your real-world priorities: preserving wealth, avoiding unnecessary taxes and probate, and ensuring the people you love are protected when it matters most. I also focus on general business matters outlined below. Disputes & Defense When legal conflicts arise—disputed contracts, demand letters, settlement negotiations, or litigation decisions—I provide realistic risk assessment and strategic guidance. I help clients understand their actual exposure (not just best-case scenarios), identify leverage points, and navigate toward efficient resolution. If you're facing a legal claim or need to evaluate your position before responding, I can walk you through the realistic options and their costs. Services: Estate Planning & Asset Protection --Simple wills and powers of attorney --Living trusts for small estates --Buy-sell agreements for family businesses Business Formation & Agreements --LLC or S-Corp formation filings --Operating Agreements / Shareholder Agreements --Founder or Investor Agreements --Bylaws and Minutes templates --Registered agent setup guidance Contracts & Commercial Matters --Service Agreements (consulting, marketing, software, design, etc.) --Independent Contractor Agreements --Employment contracts and offer letters --Non-compete, non-solicitation, or confidentiality agreements --Employee handbooks or HR policy updates --Termination or severance agreements --NDAs (Non-Disclosure Agreements) --Partnership or Joint Venture Agreements --Sales or Vendor Contracts --Licensing or IP Agreements Terms and conditions SaaS Platforms --Terms of Service --Privacy Policy --Independent Contractor Agreements --Customer/User Agreements --Liability Waivers --Cancellation & Refund Policy --Non-Solicitation Clauses --Marketplace compliance documents Real Estate --Commercial lease drafting or review --Residential lease review --Purchase & sale agreements --Short-term rental (Airbnb) contracts --Property management agreements Professional Approach: I leverage modern legal research and writing technologies—including AI-assisted tools—to enhance the quality, speed, and clarity of my analysis. Like many legal professionals today, I use these tools to organize research, improve communication, and catch errors. On research tools: case law and statutory verification runs through a vLex/Fastcase subscription, and drafting and first-pass review is AI-assisted. Every analysis I provide is thoroughly reviewed and reflects my independent professional judgment as a licensed attorney. AI is a tool that supports my work; it does not replace it.
"Allen was ALWAYS available, quick to respond and his turn-around time is excellent. Price is more than reasonable. I will be using Allen exclusively!"
Alan B.
At Barker Law, we provide clients with superior service in trust, probate, and estate matters and litigation, contract drafting and review, outside general counsel services, negotiation, commercial litigation, and regulatory navigation. We confidently handle transactional and regulatory matters for businesses and individuals. As our feedback shows, we excel at meeting and exceeding our clients needs.
Artem V.
Attorney licensed in New York and Texas, with experience in real estate, corporate and finance transactions, contracts, intellectual property, and privacy matters. Artem provides practical, business-focused legal support to startups and small to mid-sized companies, delivering solutions across corporate, commercial, and general business needs.
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I am the Founder and Managing Attorney of DMD Law, PA. and have 20 years' experience. I am a business-oriented, proactive, and problem-solving corporate lawyer with in-house experience. My firm's practice focuses on ensuring the legalities of commercial transactions and contracts. I am adept at reviewing, drafting, negotiating and generally overseeing policies, procedures, handbooks, corporate documents, and contracts. I have a proven track record of leading domestic and international companies by ensuring they are functioning in complete compliance with local, federal and international law. I also help clients with their estate planning documents. In all projects, the firm's goal is to simplify the law and provide clients with the confidence and information necessary to make their decisions.
"Diane was very patient with me and helped with a professional cease and desist letter."
Daniel D.
I was born and raised in Wayne, New Jersey and attended Seton Hall University, graduating cum laude. I followed my family down to Florida to attend Ave Maria School of Law where I graduated cum laude. I was admitted to the Florida Bar in 2018. During law school, I participated in the Certified Legal Internship program with the State Attorney's Office of the 20th Judicial Circuit and litigated 5 jury trials, 1 non jury trial and argued various motions before the court under the supervision of an Assistant State Attorney. I was an Assistant States Attorney for Collier County from 2018 to 2020 before moving into private practice in the areas of real estate and first party property from 2020 to 2021. As of November 2021, I started my own law practice that focuses on business planning, real estate and estate planning.
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June 28, 2023
Whitney S.
Whitney L. Smith's journey from entrepreneur to advocate is fueled by a profound understanding of the business world. With a decade of firsthand entrepreneurial experience, she entered law school driven by a mission to protect others' businesses. However, her passion for real estate law blossomed as she recognized the tremendous benefits rental property ownership offers to individuals seeking passive income and community development. Blending her deep understanding of transactional law with zealous courtroom advocacy, she empowers landlords to thrive. Born and raised in St. Petersburg, Florida, she is a proud graduate of Stetson College of Law and cherishes her role as a devoted parent to two children and a beloved pit bull companion.
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Missouri LLC Operating Agreement Review — Married Co-Founders
"Faryal was responsive, thorough, and easy to work with. She reviewed our LLC operating agreement including a co-founder IP clause and a manager salary provision, and gave us clear, practical feedback. Would use her again."
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"Dolan was incredibly fast as well as thorough with my task. He made sure I understood his advised changes and explained every modification. Will absolutely hire him again for business formations in the future."
Review LLC Operating Agreement
"Thanks so much for all the help Dolan!"
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"Very quick turn around time. Caught and corrected many issue with my original doc. Than you. Will use again"
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"Amber was easy to work with - would use again"
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