ARTICLES OF ORGANIZATION
of
Bubba's Hoe Service, LLC
An Arizona Limited Liability Company.
ARTICLE I
NAME: The name of this Limited Liability Company shall be Bubba's Hoe Service, LLC.
ARTICLE II
REGISTERED OFFICE: The registered office of this Limited Liability Company is located at: 2606 Stockton Hill Road in the City of Kingman, County of Mohave, State of Arizona, and may transact its business and maintain offices for such purposes at such other places either within or without the State of Arizona.
ARTICLE III
REGISTERED AGENT: The name and mailing address of the Registered Agent for this Limited Liability Company who agrees and on whom service of process, notice or demand that is required or permitted by law to be served on the Limited Liability Company is Bryan Wm. Cavalliere, PO Box 563, Yucca, Arizona 86438.
ARTICLE IV
BUSINESS PURPOSE: This Limited Liability Company intends to engage in any lawful business, whether for profit or not, subject to any provision of law governing or regulating such business within this State.
ARTICLE V
NUMBER AND CLASSES OF MEMBERS: This Limited Liability Company is being formed with one or more members as provided under Arizona Laws. If however, there be two or more members, their interest, participation and voting rights may be allocated between different classes of members as may be authorized under regulations duly adopted in an Operating Agreement.
ARTICLE VI
MANAGEMENT: (BY MEMBERS) The management of the business affairs and property of this Limited Liability Company shall be reserved to the member or members, whichever the case may be, and who shall adopt an Operating Agreement containing all of the provisions deemed appropriate and consistent with laws that govern the conduct of its business affairs, its authorities, rights and powers, and the authorities, duties, rights and powers of its members, managers, officers, employees or agents.
The members may, by lawful consent, appoint one or more managers to manage the business affairs and property of the company and whose authorities, duties, rights and powers shall be authorized pursuant to a duly adopted Operating Agreement.
The names and addresses of the persons who will be the lawful members of this Limited Liability Company at the time of its formation are:
Bryan Wm. Cavalliere, PO Bo 563, Yucca, AZ 86438
Keith L. Walker, 1711 Stockton Hill Road #281, Kingman, AZ 86401
Melinda Walker, 1711 Stockton Hill Road #281, Kingman, AZ 86401
ARTICLE VII
TERM AND DURATION: The term and duration of this Limited Liability Company shall be perpetual, unless sooner dissolved in a manner authorized by State Laws.
ARTICLE VIII
CAPITALIZATION: This Limited Liability Company shall be initially capitalized with capital contributions made by its members who may contribute, or promise to contribute cash, property or services.
The value of the capital contributions of property or services is the fair market value of such property or services either at the time the property is lawfully transferred or the services rendered to this Limited Liability Company.
ARTICLE IX
LIMITATION OF LIABILITY: The members, managers, employees, officers or agents of this Limited Liability Company are not liable, solely by reason of being a member, manager, employee, officer or agent of this Limited Liability Company for the debts, obligations and liabilities incurred by this Limited Liability Company whether arising in contract or tort, under a judgment decree or order of a court of otherwise.
ARTICLE X
LAWFUL AGENTS: (a) If management of this Limited Liability Company is vested with the members, as may be provided herein under Article VI, each such member is a lawful agent of this Limited Liability Company for the purpose of carrying on it business in the usual way, unless any such member has, in fact, no authority to act for this Limited Liability Company as provided either under Paragraph (b) of this Article of the Operating Agreement; otherwise, the acts of each member, including the execution in the name of this Limited Liability Company of any document, instrument or business papers for carrying on in the usual way, the business of this Limited Liability Company, legally binds this Limited Liability Company in all business transactions.
(b) If management of this Limited Liability Company is vested in one or more managers, as may be provided herein under Article VI, a member is not an agent of this Limited Liability Company for the purpose of carrying on it business in the usual way, as each manager is the lawful agent of this Limited Liability Company and whose acts, including the execution in the name of this Limited Liability Company of any document, instrument or business papers for the purpose of carrying on its business in the usual way, legally binds this Limited Liability Company in every business transaction.
ARTICLE XI
ASSIGNMENT OF MEMBERS INTEREST: (a) The interest of any member may be assigned in whole or in part to a third party or parties, provided, however, such assignment does not dissolve this Limited Liability Company; nor dies it entitle the assignee to participate in the management of the business and affairs of this Limited Liability Company, unless assignee is duly admitted as a member upon the written unanimous consent of all members.
(b) If an interest in this Limited Liability Company is acquired directly from this Limited Liability Company upon the unanimous consent of all members, then such an additional member is entitled to all of the rights, privileges, immunities and restrictions accorded all members pursuant to these Articles Of Organization and / or the duly adopted Operating Agreement.
(c) When a member assigns all or part of his or her interest in this Limited Liability Company to a third party or parties, such member is not released from his or her liability to the Limited Liability Company, unless or until the written unanimous consent of all members is given, whether or not assignee has been accepted as a lawful member of this Limited Liability Company.
ARTICLE XII
INDEMNIFICATION: This Limited Liability Company shall indemnify every manager, employee, officer, agent or any other person performing the usual business of this Limited Liability Company, or his or her heirs, executors and administrators, against expenses reasonably incurred by him or her in connection with any action, suit o proceeding holding such person to be liable for negligence or misconduct.
In the event of a settlement, indemnification shall be provided only in connection with such matters covered by the settlement as to which this Limited Liability Company is advised by counsel that the person to be indemnified did not commit such breach of duty; however, this right of indemnification shall not be exclusive of other rights to which he or she may be entitled. And as used in this Article, expenses shall include amounts of judgments, penalties or fines rendered or levied against such manager or member, and the amounts paid in settlement thereof, provided, however, such payments shall have been approved by all the members of this Limited Liability Company.
ARTICLE XIII
ACTION BY CONSENT: Any action taken by the members or managers, whichever is vested with the management of the business and affairs of this Limited Liability Company, which significantly effects either the capital or liability of this Limited Liability Company,  shall be first duly authorized by the written unanimous consent of all of the managers or members, whichever applicable.
ARTICLE XIV
OPERATING AGREEMENT: If there be two or more members, the members shall be unanimous consent, adopt an Operating Agreement at their Organizational Meeting that will direct the management, regulation and government of the business affairs and property of this Limited Liability Company. Said Operating Agreement may be amended from time to time by a majority vote of the Company. Said Operating Agreement may be amended from time to time by a majority vote of the members or managers, whichever is vested with the management of this Limited Liability Company.
ARTICLE XV
RECORD DATE: The record date of this Limited Liability Company for the purpose of winding up its year end business affairs, which may include the appointment, resignation, withdrawal or expiration of the term of any appointed manager, or the assignment and transfer of any member's interest and voting rights, or any other operational matters, shall be December 20th, of each year.
IN WITNESS WHEREOF, I have set my hand this 22nd day of February, 2001.
(signed) Melinda D. Walker
Melinda D. Walker
1711 Stockton Hill Road #281
Kingman, AZ 86401
NOTICE
ARTICLES OF ORGANIZATION HAVE BEEN FILED IN THE OFFICE OF THE ARIZONA CORPORATION COMMISSION FOR
I
Name: Bubba's Hoe Service, LLC
II
The address of the registered office is: 2606 Stockton Hill Rd., #281, Kingman, AZ 86401
The name and address of the Statutory Agent is: Bryan Wm. Cavalliere, PO Box 563, Yucca, Arizona 86438
III
B. [x] Management of the limited liability company is reserved to the members. The names and addresses of each person who is a member are:
Bryan Wm. Cavalliere
PO Box 563
Yucca, AZ 86438
[x] member
Keith L. Walker
1711 Stockton Hill Rd., Kingman, AZ
[x] member
Melinda Walker
1711 Stockton Hill Rd., Kingman, AZ
[x] member
CONSENT OF STATUTORY AGENT
I, Bryan Wm. Cavalliere, the undersigned, whose address is PO Box 563, Yucca, Arizona 86438; having been appointed to act as Statutory Agent for Bubba's Hoe Service, LLC, an Arizona Limited Liability Company, BY THESE PRESENTS, hereby consent to act in that capacity until removal or resignation is submitted in accordance with the laws of this State.
Dated: 2/22/01
(signed) Bryan Cavalliere
PO Box 563
Yucca, Arizona 86438
PUBLISH: MARCH 14, MARCH 21 & MARCH 28, 2001