The operating agreement of a limited liability company and a state's LLC statute can be applied together to determine the outcome of a dispute between the firm's members.

The operating agreement of a limited liability company (LLC) outlines the governance and operational guidelines agreed upon by its members, while the state's LLC statute provides the legal framework and default rules for LLCs. In the event of a dispute, both the specific provisions of the operating agreement and the applicable state laws are considered to resolve the issue, with the operating agreement typically taking precedence unless it conflicts with mandatory state law provisions.