Orange County NC Website
Browse       Search
OPERATING AGREEMENT <br /> OF <br /> LIFESTAR EMERGENCY SERVICES-2023,LLC <br /> THIS OPERATING AGREEMENT (the "Agreement") of LIFESTAR EMERGENCY <br /> SERVICES - 2023, LLC (the "Company"), a limited liability company organized pursuant to the North <br /> Carolina Limited Liability Company Act,is executed effective as of the 13"' day of September, 2016(the <br /> "Effective Date"), by and among the Company and those Persons executing this Agreement as Members <br /> of the Company. <br /> NOW THEREFORE, IN CONSIDERATION of the mutual promises and covenants contained <br /> herein and other good and valuable consideration, the receipt and sufficiency of which is hereby <br /> acknowledged,the parties hereto agree that the rights and obligations of the parties and the administration <br /> and termination of the Company shall be governed by this Agreement, the Articles of Organization and <br /> the Act. For purposes of this Agreement, all capitalized terms not otherwise defined herein shall have the <br /> meanings set forth in Addendum A attached hereto and incorporated herein by reference. <br /> ARTICLE I-FORMATION OF THE COMPANY <br /> 1.1 Formation. The Company was formed on September 13, 2016, upon the filing with the <br /> Secretary of State of the Articles of Organization of the Company. <br /> 1.2 Name. The business and affairs of the Company shall be conducted under the name <br /> LifeStar Emergency Services-2023,LLC. The name of the Company may be changed from time to time <br /> by amendment of the Articles of Organization. The Company may transact business under an assumed <br /> name by filing an assumed name certificate in the manner prescribed by applicable law. <br /> 1.3 Registered Office and Registered Agent. The Company's registered office and <br /> registered agent shall be as set forth in the Articles of Organization or as otherwise provided in the most <br /> current annual report of the Company filed with the Secretary of State. <br /> 1.4 Principal Place of Business. The Company may locate its place(s) of business and <br /> registered office at any place or places as a Majority in Interest of the Members may from time to time <br /> deem necessary or advisable. <br /> 1.5 Term. The Company shall continue in existence until the close of the Company's <br /> business as specified in the Company's Articles of Organization, unless the Company is earlier dissolved <br /> and its affairs wound up in accordance with the provisions of this Agreement or the Act. <br /> 1.6 Purposes and Powers. <br /> (a) The purpose and business of the Company shall be: (i) to provide ambulance service and <br /> medical transportation, to own, lease, operate and manage emergency and non-emergency transportation <br /> units,to enter into franchise agreements with counties or other governmental entities for the providing of <br /> medical transportation services (the "Business"); (ii) to enter into, perform, and carry out contracts and <br /> agreements necessary, appropriate,and incidental to the accomplishment of the purposes of the Company; <br /> (iii) to exercise all other powers necessary to or reasonably connected with the Company's business <br /> which may be legally exercised by limited liability companies under the Act; and (iv) to engage in all <br /> activities necessary,customary, convenient, or incident to any of the foregoing. <br /> (b) With the consent of all of the Members, the Company may also engage in any other <br /> lawful business for which limited liability companies may be organized under the Act unless a more <br />