Purpose & Scope of the DAO LLC
Defines that the DAO LLC functions as an SPV for holding economic rights in the OpCo and administering the tokenholder governance process.
Governance Rights of Tokenholders
Specifies which decisions token holders can vote on (e.g. adjusting the monthly allowance, pausing funding, approving key changes) and how those votes are executed via the DAO.
Delegation to the DAO Operator
Clarifies that a designated operator executes legal actions (e.g. shareholder voting, SAFE conversion) according to DAO vote outcomes, ensuring blockchain governance maps to real-world rights.
Capital Contribution & Treasury Rules
Defines how funds raised through the token sale enter the DAO treasury and how they can be disbursed, including rules around the monthly allowance.
Monthly Allowance Framework
Sets the rules for how the OpCo receives funds, how increases or pauses are voted on, and what cooldown period applies for allowance-stop proposals.
Founder Obligations & Milestone Commitments
Outlines minimum deliverables, KPIs, or roadmap items the founders commit to in exchange for ongoing funding from the DAO.
Rights of the DAO in Case of Non-Performance
Defines mechanisms (e.g. stopping the allowance, reclaiming or redistributing unused funds) if the OpCo fails to deliver agreed milestones.
Equity / SAFE / Convertible Note Terms
Describes the economic instrument (SAFE, note, equity percentage) the DAO LLC holds in the OpCo and how dilution, conversion, and exit scenarios are handled.
Information & Reporting Requirements
Specifies what information the OpCo must provide (financial updates, milestones, progress reports), how frequently, and in what format.
Voting Mechanics & Thresholds
Clarifies quorum, majority thresholds, voting windows, emergency procedures, and how on-chain votes translate into off-chain legal actions.
Token holder Liability Limitation
Ensures token holders are not treated as general partners or direct shareholders of the OpCo, preserving the DAO LLC’s liability shield.
Dispute Resolution
Defines jurisdiction, arbitration mechanism, and escalation paths for disputes between the DAO LLC and the OpCo.
Exit, Dissolution & Remaining Treasury Rules
Outlines what happens to remaining funds if the DAO winds down, exits occur, or the token is discontinued including the distribution logic if applicable.
Amendments & Governance Evolution
Specifies how the operating agreement can be updated and what governance thresholds are required to change core rules.