Evidence · Public documents
The Todd Entertainment LLC Operating Agreement
The Operating Agreement for Todd Entertainment LLC, entered into by Todd A. Meagher and Joshua L. Todd effective June 23, 2003, together with Amendment No. 1 dated September 19, 2003. Both were filed as exhibits in the litigation and are published here in full.
Key provisions, in plain text
Ownership
50/50 membership between Todd A. Meagher and Joshua L. Todd.
Todd Meagher — capital
$218,000 initial cash capital contribution, with additional capital contributions contemplated by the agreement.
Todd Meagher — role
Designated Manager of Todd Entertainment, carrying business and administrative responsibility for the company.
Josh Todd — contribution
Recording interests and professional artistic services, including exclusive-services provisions.
Josh Todd — support
A $4,000 monthly support/distribution provision for Todd.
Masters
22 master recordings identified in the agreement.
$218,000 was the initial contractual capital contribution. More than $800,000 was the total funding Meagher ultimately provided by the time Todd left the venture. The Operating Agreement itself does not state the $800,000 figure.
Related: Todd Entertainment LLC, Todd Meagher, the Nevada formation record, and the Labor Commissioner determination.
Operating Agreement (June 23, 2003)
Filed as Exhibit C. Establishes the 50/50 membership of Meagher and Todd, Meagher's $218,000 initial cash capital contribution, Todd's contribution of 22 master recordings, and the venture's governance terms. The agreement also contemplates additional capital contributions from Meagher. Meagher subsequently continued financing the venture, ultimately funding more than $800,000 by the time Todd left.
Download (PDF)Amendment No. 1 (September 19, 2003)
Filed as Exhibit 4. Its operative amendment modifies Section 4.11 so the Members convey to the Company all income generated by music publishing rights in compositions recorded by Todd, and it expressly states that the other terms of the Operating Agreement remain in effect. The amendment contains a recital referencing California's Beverly-Killea Limited Liability Company Act, but it did not form Todd Entertainment, did not convert it into a California LLC, and did not change its jurisdiction of organization: official Nevada Secretary of State records show Todd Entertainment LLC was formed as a Nevada domestic limited-liability company on February 4, 2003. The California statutory references in the contractual documents do not match Todd Entertainment LLC's official Nevada formation record.
Download (PDF)Nothing here is legal advice, and no confidential settlement material is published on this site.
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