b'Chapter 20Assigning Member Rights and Duties Ineachofthesyndicateorfundcorporatestructuresshowninthe previouschapter,thecommonelementsareaninvestorclassand management class (we called them Class A and Class B Members), and a separate asset management entity. Each of these of which have separate rights and duties with respect to the syndicate. The investor agreement, and rights and duties of each of these respective elements are provided in the operating agreement for your syndicate or fund, or in a separate operating agreementfortheassetmanagemententity.Theyarealsosummarized below.The operating agreement for your syndicate or fund, coupled with the separate operating agreement for your asset management entity, collectively describe how you will allocate funds your syndicate or fund earns, among investors, and among the members of the asset management entity.The Investor Agreement Yoursyndicateorfundwillneedanagreementbetweentheasset manager and investors that will govern how the company will operate. For alimitedliabilitycompany,thiswillbeanoperatingagreement.Fora limited partnership, it will be a limited partnership agreement. Throughout this book, we use terminology consistent with a limited liability company (manager and members), as this is by far the most common entity that syndicates currently use.186'