Lawyer Recs: Drafting an Operating Agreement for a Partnered Search

March 19, 2026

by a searcher from New York University - Leonard N. Stern School of Business in New York, NY, USA

I'm working with a partner whom I've known and trusted for decades. He wants to be the investor, and I'd be the operator/CEO of whatever we buy. He has the majority of the liquidity/capital so would be funding most of the down payment, whereas I'd fund a small portion, but personally guarantee the SBA loan and be "in the business" from Day 1. We also want some flexible provisions allowing my partner to eventually step away from his W2 and join me full-time in/on the business as 50/50 owners. We're looking at attorneys to help us draft terms for the HoldCo LLC Operating Agreement, but so far have heard a wide range of cost estimates. Anywhere from $5K to $50K...just to draft this basic agreement. I have to imagine I'm not the first person in ETA land needing a standard-best-practices agreement for a partnered search, and wanting to save $$ for the actual purchase. Is anyone aware of a quick, cost-effective option that handles the most common partnership situations? Perhaps a flat-fee arrangement? Please let me know if you have any recommendations, or feel free to DM me.

Reply by a professional
from University of Virginia in Holmes, NY 12531, USA

Hey Darrick, I’m a NY-based transactional attorney and have had the privilege of representing a bunch of folks in this community. Please feel free to drop a note at redacted To be clear, the holdco operating agreement you describe isn’t a plain vanilla form - there are some drafting nuances, but we’re not talking the complex legal issues of the century here. Nonetheless, you really want to get it done thoroughly and correctly on the first attempt. Can only speak for myself (and I’m not the low cost provider in this space, though I surely aim to maximize value-add), but 50k just for the operating agreement is profound overkill. Would be glad to discuss a flat fee arrangement. In any event, wishing you all the best, Matt

Reply by an investor
from Indian Institute of Technology, Kanpur in Wayne, PA, USA

One way of doing is to set up the business understanding of how things should work with your partner and get a summary of key terms / draft of actual agreement from an AI tool like ChatGPT or Claude (Claude is my personal preference). Do another round of back and forth and then take that to a lawyer to bless. Will save time and hopefully keep the costs to the lower end of the range

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