Jcm Partners Llc Sample Contracts

Jcm Partners Llc – OPERATING AGREEMENT OF JCM PARTNERS, LLC (a Delaware limited liability company) (Second Amended and Restated as of March 21, 2007) (March 27th, 2007)
Jcm Partners Llc – APPLICATION FOR TRANSFER, PART A (March 27th, 2007)

The transferor hereby makes application to transfer and assign, subject to the Company’s rights, to the transferee all rights and interests, as set forth in the limited liability company below and for the transferee to succeed to such interest as a Substitute Member, successor in interest, or assignee.

Jcm Partners Llc – Offer Letter to Douglas W. Toovey (October 26th, 2006)

This offer is contingent on the successful completion of our Pre-Hire package, which includes pre-employment drug testing, background and credit checking.

Jcm Partners Llc – Offer Letter to Douglas W. Toovey (September 28th, 2006)

This offer is contingent on the successful completion of our Pre-Hire package, which includes pre-employment drug testing, background and credit checking.

Jcm Partners Llc – EXECUTIVE MANAGEMENT SERVICES AGREEMENT (August 1st, 2006)

THIS EXECUTIVE MANAGEMENT SERVICES AGREEMENT (the “Agreement”) is made by and between JCM Partners, LLC, a Delaware limited liability company (“JCM”) and Computer Management Corporation, a California corporation (“CMC”) and is effective as of July 1, 2007 (the “Effective Date”).

Jcm Partners Llc – Addendum I (March 28th, 2006)

The Lease dated February 20, 2001 by and between SALVIO PACHECO SQUARE LLC, as Landlord, and JCM Partners, LLC, as Tenant, is hereby amended as follows:

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company DESCRIPTION OF SECURITIES As revised February 10, 2006 (February 10th, 2006)

Certain information included in this document or other documents that we publish contain or may contain forward-looking statements. Forward-looking statements are typically identified by words or phrases such as “believe,” “expect,” “intend,” and variations of such words and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” or similar expressions. Forward-looking statements, including those relating to the value of our Units, the Series B Preferred Units or the Put Rights, the value of our properties, financial performance, and liquidity and capital resources, are subject to risks and uncertainties. Actual results or outcomes may differ materially from those described and will be affected by a variety of risks and factors. Those risks and factors include unanticipated adverse business developments affecting us or our properties, defaults or non-renewal of leases, adverse changes in the real estate markets, increases in interest rat

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company SUMMARY OF THE OPERATING AGREEMENT Revised February 10, 2006 (February 10th, 2006)

On June 25, 2003, we amended and restated the JCM Partners, LLC Limited Liability Company Agreement (the “Operating Agreement”).1 We have prepared this summary of our Operating Agreement in order to help familiarize our Members with its terms. This summary does not contain all of the information in our Operating Agreement. Members may request copies of our Operating Agreement, Bylaws, a Description of Securities or other information from Investor Services at 1-888-880-1966. Copies of our Operating Agreement, Bylaws and a Description of Securities, as well as other information about us, may also be obtained from the Securities and Exchange Commission (“SEC”) website at www.sec.gov. Terms not defined herein have the meaning set forth in the Operating Agreement.

Jcm Partners Llc – JCM PARTNERS, LLC a Delaware limited liability company (December 14th, 2005)
Jcm Partners Llc – Offer Letter to James Klescewski (December 9th, 2005)

This offer is contingent on the successful completion of our Pre-Hire package, which includes pre-employment drug testing, background and credit checking. In addition, this offer may be rescinded following an interview with one of JCM’s Board managers, currently set for Saturday, October 8th, 2005, should any unsatisfactory information be discovered during that interview.

Jcm Partners Llc – News Release News Release News Release News Release (December 9th, 2005)

CONCORD, CALIFORNIA, December 8, 2005 — JCM Partners, LLC (“JCM”) announced today that its Board of Managers had elected James (Jim) Klescewski, age 50, as JCM’s Chief Financial Officer. Mr. Klescewski’s appointment fills the vacancy created by the resignation today of the Company’s prior Chief Financial Officer, Cornelius Stam. Mr. Stam remains at JCM in the capacity of Residential Property Director, reporting to the Chief Operating Officer.

Jcm Partners Llc – OPERATING AGREEMENT OF JCM PARTNERS, LLC (a Delaware limited liability company) (Second Amended and Restated as of June 21, 2005) (July 29th, 2005)
Jcm Partners Llc – JCM PARTNERS, LLC CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) May 31, 2005 December 31, 2004 ASSETS Real estate investments, net $ 219,917,711 $ 222,974,582 Real estate investments held for sale, net 2,326,809 4,514,231 Cash 14,018,757 6,569,020 Restricted cash 2,354,793 1,234,172 Notes receivable 4,215,623 4,300,000 Rents receivable 199,247 224,556 Prepaid expenses 924,878 944,169 Deferred costs, net 2,000,511 2,247,830 Other assets 492,259 541,947 TOTAL ASSETS $ 246,450,588 $ 243,550,507 LIABILITIES, MEMBERS’ UNITS, PREFERRED UNITS AND RETAINED EARNINGS LIABILITIES Mortgages payable $ (July 5th, 2005)
Jcm Partners Llc – FIRST AMENDMENT TO (June 27th, 2005)

This First Amendment (the “First Amendment”) to the Amended and Restated Limited Liability Company Agreement, dated as of June 25, 2003 (the “Current Agreement”), of JCM PARTNERS, LLC, a Delaware limited liability company (the “Company”), is made and entered into as of the 21st day of June, 2005 by the Members of the Company and those Persons who hereafter become Members pursuant to the terms of the Agreement as defined herein. The Current Agreement, as amended by this First Amendment, is referred to herein as the “Agreement.”

Jcm Partners Llc – APPLICATION FOR TRANSFER OF UNITS(1) OF JCM PARTNERS, LLC (April 25th, 2005)

• Each part must be fully completed by the proposed Transferor (Seller) and proposed Transferee (Buyer) as set forth in this Application for Transfer.

Jcm Partners Llc – APPLICATION FOR TRANSFER OF UNITS(1) (April 21st, 2005)

Registration Information: Account name and address as it is to appear on registration. Membership interests are to be registered as follows:

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company DESCRIPTION OF SECURITIES As revised March 31, 2005 (April 5th, 2005)

On September 24, 2003, JCM’s Board of Managers created two new classes of Units – Class 2 Units and Class 3 Units. On June 22, 2004, the Members of the Company approved amendments to the terms of the Class 1 Units and Class 2 Units. If you are a holder of Class 1 Units, you have the right to convert your Class 1 Units into either Class 2 or Class 3 Units on a book-entry certificate-by-certificate basis. If you are a holder of Class 2 Units, you have the right to convert your Class 2 Units into Class 3 Units on a book-entry certificate-by-certificate basis. You are not required to convert your Units, and we are not making any recommendation with respect to whether you should do so. We encourage you to consult with your own financial and tax advisors before converting any Units.

Jcm Partners Llc – JCM PARTNERS, LLC (March 31st, 2005)

On September 24, 2003, JCM’s Board of Managers created two new classes of Units – Class 2 Units and Class 3 Units. On June 22, 2004, the Members of the Company approved amendments to the terms of the Class 1 Units and Class 2 Units. If you are a holder of Class 1 Units, you have the right to convert your Class 1 Units into either Class 2 or Class 3 Units on a book-entry certificate-by-certificate basis. If you are a holder of Class 2 Units, you have the right to convert your Class 2 Units into Class 3 Units on a book-entry certificate-by-certificate basis. You are not required to convert your Units, and we are not making any recommendation with respect to whether you should do so. We encourage you to consult with your own financial and tax advisors before converting any Units.

Jcm Partners Llc – CERTIFICATE OF DESIGNATIONS OF SERIES B PREFERRED UNITS OF JCM PARTNERS, LLC (As Created by the Board of Managers Pursuant to Section 2.1.6 of the Amended and Restated Operating Agreement, dated as of June 25, 2003) (January 6th, 2005)

WHEREAS, Section 2.1.6 of that Amended and Restated Operating Agreement dated as of June 25, 2003, as it may be amended thereafter (“Agreement”) of JCM Partners, LLC, a Delaware limited liability company (“Company”), provides that the Board of Managers may create a series of Preferred Units by approving a Certificate of Designations for such series; and

Jcm Partners Llc – Summary of Understanding with Barnabas Foundation and Christian Reformed Home Missions Regarding Class 1 Unit Repurchases Effective August 2004 (November 15th, 2004)

The understanding among the management of JCM Partners, LLC (the “Company”) and JCM Properties, LLC (the “Subsidiary”) and Barnabas Foundation (“Barnabas”) and Christian Reformed Home Missions (“CRHM”) has the following terms:

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company SUMMARY OF THE OPERATING AGREEMENT Revised September 22, 2004 (September 30th, 2004)

On June 25, 2003, we amended and restated the JCM Partners, LLC Limited Liability Company Agreement (the “Operating Agreement”). We have prepared this summary of our Operating Agreement in order to help familiarize our Members with its terms. This summary does not contain all of the information in our Operating Agreement. Members may request copies of our Operating Agreement, Bylaws, a Description of Securities or other information from Investor Services at 1-888-880-1966. Copies of our Operating Agreement, Bylaws and a Description of Securities, as well as other information about us, may also be obtained from the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov. Terms not defined herein have the meaning set forth in the Operating Agreement.

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company DESCRIPTION OF SECURITIES As revised September 22, 2004 (September 30th, 2004)

On September 24, 2003, JCM’s Board of Managers created two new classes of Units – Class 2 Units and Class 3 Units. On June 22, 2004, the Members of the Company approved amendments to the terms of the Class 1 Units and Class 2 Units. If you are a holder of Class 1 Units, you have the right to convert your Class 1 Units into either Class 2 or Class 3 Units on a book-entry certificate-by-certificate basis. If you are a holder of Class 2 Units, you have the right to convert your Class 2 Units into Class 3 Units on a book-entry certificate-by-certificate basis. You are not required to convert your Units, and we are not making any recommendation with respect to whether you should do so. We encourage you to consult with your own financial and tax advisors before converting any Units.

Jcm Partners Llc – FIRST AMENDMENT TO CERTIFICATE OF DESIGNATIONS OF CLASS 2 UNITS OF JCM PARTNERS, LLC (a Delaware limited liability company) (July 7th, 2004)

This First Amendment (the “First Amendment”) to the Certificate of Designations of Class 2 Units (“Class 2 COD”) of JCM Partners, LLC (as Created by the Board of Managers, effective September 24, 2003), is made and entered into as of June 22, 2004, by the Members of the Company and those Persons who hereafter become Members pursuant to the terms of the Company’s Amended and Restated Operating Agreement dated as of June 25, 2003 (the “Amended and Restated Operating Agreement”).

Jcm Partners Llc – EXHIBIT D-2 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS OF CLASS 2 UNITS OF JCM PARTNERS, LLC (As Created by the Board of Managers Pursuant to Section 2.1.6 of the Amended and Restated Operating Agreement, dated as of June 25, 2003) (As Amended and Restated as of June 22, 2004) (July 7th, 2004)

WHEREAS, Section 2.1.6 of that Amended and Restated Operating Agreement dated as of June 25, 2003, as it may be amended thereafter (“Agreement”) of JCM Partners, LLC, a Delaware limited liability company (“Company”), provides that the Board of Managers may create a class of Units by approving a Certificate of Designations for such class; and

Jcm Partners Llc – EXHIBIT D-1 AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS OF CLASS 1 UNITS OF JCM PARTNERS, LLC (As Created Under the Amended and Restated LLC Agreement) (As Amended and Restated as of June 22, 2004) (July 7th, 2004)

WHEREAS, Section 2.1.5 of that Amended and Restated Limited Liability Company Agreement dated June 25, 2003, as it may be amended thereafter (“Agreement”) of JCM Partners, LLC, a Delaware limited liability company (“Company”), provides for the designation of all currently outstanding Common Units of the Company as the Class 1 Units; and

Jcm Partners Llc – FIRST AMENDMENT TO CERTIFICATE OF DESIGNATIONS OF CLASS 1 UNITS OF JCM PARTNERS, LLC (a Delaware limited liability company) (July 7th, 2004)

This First Amendment (the “First Amendment”) to the Certificate of Designations of Class 1 Units (“Class 1 COD”) of JCM Partners, LLC (As Created Under the Amended and Restated Limited Liability Company Agreement, dated as of June 25, 2003 (herein, the “Amended and Restated Operating Agreement”)), is made and entered into as of June 22, 2004, by the Members of the Company and those Persons who hereafter become Members pursuant to the terms of the Amended and Restated Operating Agreement.

Jcm Partners Llc – EXECUTIVE MANAGEMENT SERVICES AGREEMENT (May 17th, 2004)

THIS EXECUTIVE MANAGEMENT SERVICES AGREEMENT (the “Agreement”) is made by and between JCM Partners, LLC, a Delaware limited liability company (“JCM”), and Computer Management Corporation, a California corporation (“CMC”), and is effective May 1, 2004 (the “Effective Date”).

Jcm Partners Llc – JCM PARTNERS, LLC UNIT CONVERSION FORM INSTRUCTIONS (October 27th, 2003)

• To convert Units of JCM, please verify that the pre-printed information on the Conversion Form is correct, check the appropriate box in Section 2, sign Section 3, have all signatures Medallion Signature Guaranteed in Section 4 and return the Conversion Form to JCM in the enclosed envelope.

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company SUMMARY OF THE OPERATING AGREEMENT October 15, 2003 (October 15th, 2003)

On June 25, 2003, we amended and restated the JCM Partners, LLC Limited Liability Company Agreement (the “Operating Agreement”). We have prepared this summary of our Operating Agreement in order to help familiarize our Members with its terms. This summary does not contain all of the information in our Operating Agreement. Members may request copies of our Operating Agreement, Bylaws, a Description of Securities or other information from Liz Bacon at 1-888-880-1966, extension 219. Copies of our Operating Agreement, Bylaws and a Description of Securities, as well as other information about us, may also be obtained from the Securities and Exchange Commission (“SEC”) website at http://www.sec.gov. Terms not defined herein have the meaning set forth in the Operating Agreement.

Jcm Partners Llc – JCM PARTNERS, LLC A Delaware Limited Liability Company DESCRIPTION OF SECURITIES October 15, 2003 (October 15th, 2003)

On September 24, 2003, JCM’s Board of Managers created two new classes of Units – Class 2 Units and Class 3 Units. As a holder of Class 1 Units, you now have the right to convert your Class 1 Units into either Class 2 or Class 3 Units on a book-entry certificate-by-certificate basis. You are not required to convert your Class 1 Units, and we are not making any recommendation with respect to whether you should do so. We encourage you to consult with your own financial and tax advisors before converting any Units.

Jcm Partners Llc – EXHIBIT D-3 CERTIFICATE OF DESIGNATIONS OF CLASS 3 UNITS OF JCM PARTNERS, LLC (As Created by the Board of Managers Pursuant to Section 2.1.6 of the Amended and Restated Operating Agreement, dated as of June 25, 2003) (October 8th, 2003)

WHEREAS, Section 2.1.6 of that Amended and Restated Operating Agreement dated as of June 25, 2003, as it may be amended thereafter (“Agreement”) of JCM Partners, LLC, a Delaware limited liability company (“Company”), provides that the Board of Managers may create a class of Units by approving a Certificate of Designations for such class; and

Jcm Partners Llc – EXHIBIT D-2 CERTIFICATE OF DESIGNATIONS OF CLASS 2 UNITS OF JCM PARTNERS, LLC (As Created by the Board of Managers Pursuant to Section 2.1.6 of the Amended and Restated Operating Agreement, dated as of June 25, 2003) (October 8th, 2003)

WHEREAS, Section 2.1.6 of that Amended and Restated Operating Agreement dated as of June 25, 2003, as it may be amended thereafter (“Agreement”) of JCM Partners, LLC, a Delaware limited liability company (“Company”), provides that the Board of Managers may create a class of Units by approving a Certificate of Designations for such class; and

Jcm Partners Llc – APPLICATION FOR TRANSFER OF UNITS OF JCM PARTNERS, LLC (July 25th, 2003)

• Each part must be fully completed by the proposed Transferor (Seller) and proposed Transferee (Buyer) as set forth in this Application for Transfer.

Jcm Partners Llc – THIRD RESTATED BYLAWS OF JCM PARTNERS, LLC (a Delaware limited liability company) Restated as of June 25, 2003 (July 25th, 2003)

All capitalized words and terms used in these Third Restated Bylaws (“Bylaws”) and not defined herein shall have the respective meanings ascribed to them in the Limited Liability Company Agreement of JCM Partners, LLC (the “Company”) as amended (the “Limited Liability Company Agreement”). These Third Restated Bylaws restate the Second Restated Bylaws, dated as of June 26, 2002, as amended by the Amendment to the Second Restated Bylaws, dated as of March 26, 2003. These Bylaws shall be deemed an amendment and supplement to and part of the Limited Liability Company Agreement.

Jcm Partners Llc – CERTIFICATE OF DESIGNATIONS OF CLASS 1 UNITS OF JCM PARTNERS, LLC (As Created Under the Amended and Restated LLC Agreement) (July 25th, 2003)

WHEREAS, Section 2.1.5 of that Amended and Restated Limited Liability Company Agreement dated June 25, 2003, as it may be amended thereafter (“Agreement”) of JCM Partners, LLC, a Delaware limited liability company (“Company”), provides for the designation of all currently outstanding Common Units of the Company as the Class 1 Units; and