Exhibit 3.27
Page 1 of 5
OPERATING AGREEMENT
OF
iPAYMENT CALIFORNIA, LLC
OF
iPAYMENT CALIFORNIA, LLC
Members
Cash Contributed or Agreed Value | ||||
Aggregate | of Other Property or Services | |||
Name, Address, SSN | Percentage Interest | Contributed | ||
Financial Governance | ||||
iPayment, Inc. | 100% | $50 | ||
40 Burton Hills Boulevard Suite 415 Nashville, Tennessee 37215 FEIN: 62-1847043 |
ATTEST: The above information is true, complete 19th day of September, 2003. | ||||
/s/ Afshin Yazdian | ||||
Secretary | ||||
Page 2 of 5
iPAYMENT CALIFORNIA, LLC
OPERATING AGREEMENT
OPERATING AGREEMENT
Parties to Contribution Agreements
Class of Membership Interest | Amount of Cash or Value of | |||||||||||
and Percentage Interest to be | Property or Services Required to | Time at Which Contribution is | ||||||||||
Name, Address, SS# | Acquired | be Contributed | Required to be Made | |||||||||
None |
ATTEST: The above information is true, complete 19th day of September, 2003. | ||||
/s/ Afshin Yazdian | ||||
Secretary | ||||
Page 3 of 5
iPAYMENT CALIFORNIA, LLC
OPERATING AGREEMENT
OPERATING AGREEMENT
Parties to Contribution Allowance Agreements
Class of Membership Interest | Amount of Cash or Value of Property | Time at Which | ||||||||||
and Percentage Interest Able | or Services that must be Contributed to | Contribution is to | ||||||||||
Name, Address, SS# | to be Acquired | Acquire Interest | be Made | |||||||||
None |
ATTEST: The above information is true, complete 19th day of September, 2003. | ||||
/s/ Afshin Yazdian | ||||
Secretary | ||||
Page 4 of 5
iPAYMENT CALIFORNIA, LLC
OPERATING AGREEMENT
OPERATING AGREEMENT
Assignees of Financial Rights
Name of | ||||||||
Name, Address, SS# | Assignor | Amount of Financial Rights Assigned | ||||||
None |
ATTEST: The above information is true, complete 19th day of September, 2003. | ||||
/s/ Afshin Yazdian | ||||
Secretary | ||||
Page 5 of 5
iPAYMENT CALIFORNIA, LLC
OPERATING AGREEMENT
OPERATING AGREEMENT
Managers and Tax Matters Member
Chief Manager: | Gregory S. Daily | |
Secretary: | Afshin M. Yazdian | |
Other Managers: | None | |
Tax Matters Member: | None | |
Principal Executive Office: | 40 Burton Hills Boulevard | |
Suite 415 | ||
Nashville, Tennessee 37215 |
Except as provided herein, the LLC shall be controlled by the default rules of the Act and the provisions of the Articles. The Membership Interests (Financial Rights and Governance Rights) are as set forth herein. In order to make a distribution greater than the amount required to pay federal income taxes on the income of the LLC, all distributions shall require the consent of a majority of the Governance Rights of the Members. There shall, to the extent reasonably possible, be annual distributions equal to the federal tax on the taxable income of the LLC. Membership Interests and Financial Rights may only be assigned upon the Majority Vote of the non-transferring Members. New Members may only be admitted on a Majority Vote of the Members. For these purposes, “Majority Vote” shall mean a majority of the Governance Rights entitled to vote on the matter, whether or not present at a meeting. The only dissolution events shall be the having of no Members or a Majority Vote of the Members to dissolve the LLC.
This the 19th day of September, 2003.
/s/ Gregory S. Daily | ||||
Gregory S. Daily | ||||
Chief Manager | ||||
ATTEST: The above information is true, complete 19th day of September, 2003. | ||||
/s/ Afshin Yazdian | ||||
Secretary | ||||