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The Company: SAMPLE COMPANY, a Delaware limited liability company. The Managing Member: SAMPLE COMPANY, a Delaware limited liability company (the “Managing Member”; together with the Investor Members, the “Members”). All management and other powers relating to control of the Company will be vested exclusively in the Managing Member, to the maximum extent permitted by law. Business of the Company: The Company, using the licensed name “CONFIDENTIAL Center,” will lease, develop, operate and manage a full- service health and fitness club with ancillary uses typical of a first- class fitness facility, including, but not limited to, retail sales, child care and group classes. Business Location: [ ] The space is a 13,918 rentable square feet, single story, in-lined building with 180 parking spaces immediately in front of the entrance. Use of Proceeds: The Company plans to use all of the proceeds of the Offering to design, develop, build-out and operate the health and fitness club, to pay lease deposits and have adequate working capital. See “USE OF PROCEEDS” in Section III of this Private Placement Memorandum. Future Capital Contributions: No Member will be required to make any capital contributions to the Company after it has made its initial capital contribution at the time of his or her subscription. If the Managing Member determines that the Company requires additional capital, the Managing Member may, in its sole and absolute discretion, cause the Company to: borrow money from third parties, borrow money from Investor Members, call for voluntary capital contributions from the Members, and/or issue new Membership Interests in the Company, each as more fully described in the LLC Agreement. Distributions: The Company will generally distribute available cash from operations to the Members as follows:
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