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Operating Documents

OPERATING DOCUMENTS FOR AN NIL AGENCY

1. Articles of Organization (LLC Formation Template — Ohio)

Article I — Company Name
The name of the Limited Liability Company is: NILEMS LLC.

Article II — Principal Office
The principal office is located at:
$InsertAddress$, Ohio.

Article III — Effective Date
This filing shall be effective on: $InsertDate$.

Article IV — Registered Agent
Registered Agent Name: $InsertName$
Registered Agent Address: $InsertAddress$, Ohio.

Article V — Purpose Statement
The purpose of this LLC is to operate as a Name, Image & Likeness representation and marketing agency, providing athlete branding services, media management, endorsements, consulting, and all other lawful business activities permitted in Ohio.

Organizer Signature:

$$Name,Title$$

2. Operating Agreement (LLC)

I. Formation

This Operating Agreement is entered into as of $Date$by the Members of NILEMS LLC.

II. Business Purpose

The LLC will manage, negotiate, and execute Name, Image & Likeness deals, talent representation, marketing, branding, and related services.

III. Members & Ownership

  • Member 1: $Name$—

  • Member 2: $Name$—
    (Add as needed)

IV. Capital Contributions

Each member contributes:

  • Member 1: $______

  • Member 2: $______

V. Management Structure

The company shall be Member-Managed unless elected otherwise.

Duties include:

  • Negotiating NIL deals

  • Managing finances

  • Recruiting clients

  • Managing compliance with NCAA, OHSAA, and state NIL guidelines

VI. Profit & Loss Distribution

Profits and losses will be distributed proportionately based on ownership percentage unless unanimously amended.

VII. Banking & Finance

  • The company shall maintain its own bank account.

  • All expenditures over $______ require Member approval.

VIII. Meetings

Members will hold quarterly meetings or as needed.

IX. Dissolution

The LLC may be dissolved by a majority vote of Members.

Signatures:
_____________________ (Member 1)
_____________________ (Member 2)

3. NIL Agency Compliance Statement

This document ensures your agency follows law + NCAA/OHSAA standards.

Compliance Commitments

NILEMS agrees to:

  • Follow the Ohio NIL guidelines

  • Only enter contracts that do not conflict with school policies

  • Not provide “pay-for-play” arrangements

  • Ensure deals represent real services (autographs, appearances, promotions, etc.)

  • Maintain written documentation of all deals

  • Disclose compensation when required

Signed: ___________________

4. Athlete Representation Agreement

1. Parties

This Agreement is between:
NILEMS LLC (“Agency”) and $AthleteName$(“Athlete”).

2. Services

Agency agrees to provide:

  • Brand deal negotiation

  • Content creation & management

  • Social media strategy

  • PR & media campaigns

  • Contract review

  • Brand protection & monitoring

  • Licensing & merchandising

3. Compensation

Agency shall receive:
• X% commission of all NIL compensation secured by the Agency.
(Standard NIL ranges 10—20%.)

Payments will be delivered within 30 days of Athlete receiving compensation.

4. Term

The contract term is: 12 months with options to renew.

5. Athlete Obligations

Athlete will:

  • Provide truthful info

  • Participate in agreed promotional activities

  • Maintain compliance with school & legal rules

6. Termination

Either party may terminate with 30-day written notice.

Signatures:
Agency: __________________
Athlete: _________________
Parent (if under 18): _______

5. Brand Deal / Sponsorship Contract Template

1. Parties

This NIL partnership is between:
Brand: $Company$
Athlete: $Name$
Agency: NILEMS LLC (optional)

2. Deliverables

Athlete agrees to perform:

  • Social media posts

  • Appearances

  • Autograph sessions

  • Photo/video shoots

  • Licensing for merchandise

Specify amounts (e.g., 3 IG posts, 1 TikTok video, 1 appearance).

3. Compensation

  • $______ flat fee

  • % of sales (optional)

  • Free products (optional)

4. Usage Rights

Brand may use Athlete’s NIL for:

  • Online ads

  • Print ads

  • Events

  • Merchandise

  • Term: $Xmonths$

5. Compliance

Deal must adhere to NCAA/OHSAA/NFHS and Ohio law.

6. Signatures

Brand: __________
Athlete: _________
Agency: _________

6. Privacy Policy

Explains how you store athlete data.

You will collect:

  • Names

  • Contact info

  • Social media stats

  • Contract details

You protect data by:

  • Secure cloud storage

  • Encryption

  • Restricted access

7. Code of Ethics

  • No “pay-for-play”

  • Honest financial reporting

  • No misleading promises

  • Protect the athlete’s long-term reputation

  • Promote educational and career success

8. Marketing & Media Kit (Overview)

  • Company mission

  • Athlete recruitment strategy

  • Services offered

  • Case studies

  • Pricing & commission structure