Limited Partnership Agreement Venture Capital Template for Germany

1. Key Person Provisions: Used when specific individuals are crucial to the fund's operation, defining key person events and consequences

2. Co-Investment Rights: Include when offering co-investment opportunities to LPs or related parties

3. ESG Provisions: Environmental, Social and Governance requirements, increasingly common for institutional investors

4. Parallel Fund Structure: Required when establishing parallel vehicles for different investor categories

5. Strategic Investors Rights: Special provisions for strategic investors with additional rights or obligations

6. AIFMD Compliance: Detailed compliance provisions if the fund falls under AIFMD regulations

7. Tax Structuring Provisions: Specific provisions for tax-sensitive investors or cross-border structures

1. Schedule 1: Limited Partners and Commitments: List of all Limited Partners and their capital commitments

2. Schedule 2: Investment Guidelines: Detailed investment criteria, restrictions, and concentration limits

3. Schedule 3: Management Fee Calculations: Detailed provisions for management fee calculation and payment

4. Schedule 4: Distribution Waterfall: Detailed mechanics of the distribution waterfall and carried interest calculations

5. Schedule 5: Subscription Agreement Form: Standard form for admission of new Limited Partners

6. Schedule 6: Advisory Board Rules: Detailed procedures and rules governing the Advisory Board

7. Schedule 7: Valuation Policy: Detailed methodology for portfolio company valuations

8. Appendix A: FATCA/CRS Compliance: Tax reporting and compliance requirements

9. Appendix B: Anti-Money Laundering Requirements: AML procedures and requirements for investor onboarding