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Limited Partnership Agreement Private Equity
"I need a Limited Partnership Agreement Private Equity for a new Singapore-based technology-focused fund with a target size of SGD 500 million, planning to launch in March 2025, with specific provisions for co-investment rights for major LPs and ESG investment criteria."
1. Parties: Identification of General Partner and Limited Partners
2. Background: Purpose of partnership, fund strategy, and investment objectives
3. Definitions: Key terms used throughout the agreement
4. Partnership Structure: Legal structure, term, and domicile of partnership
5. Capital Contributions: Commitments, drawdowns, and capital account provisions
6. Management: Powers and duties of General Partner
7. Investment Strategy: Investment objectives, restrictions, and policies
8. Fees and Expenses: Management fees, carried interest, and expense allocation
9. Distributions: Distribution waterfall and procedures
1. Key Person Provisions: Used when specific individuals are crucial to fund management
2. Co-Investment Rights: When offering co-investment opportunities to LPs
3. Strategic Investor Rights: When certain LPs receive special rights or privileges
4. ESG Provisions: When fund has specific environmental, social, governance commitments
1. Subscription Agreement: Terms of LP subscription to partnership
2. Investment Guidelines: Detailed investment criteria and restrictions
3. Fee Schedule: Detailed breakdown of all fees and carried interest calculations
4. Form of Capital Call Notice: Standard format for capital call notifications
5. FATCA/CRS Forms: Tax compliance documentation
6. KYC Requirements: Anti-money laundering documentation requirements
Authors
Additional Limited Partner
Adjusted Capital Account
Affiliate
Agreement
Alternative Investment Vehicle
AML/CFT Requirements
Auditors
Base Amount
Business Day
Capital Account
Capital Call
Capital Commitment
Capital Contribution
Carried Interest
Catch-Up Period
Cause
Clawback Amount
Closing Date
Commitment Period
Defaulting Limited Partner
Distribution
Drawdown Notice
ERISA
Excluded Limited Partner
Final Closing Date
Follow-On Investment
Fund Administrator
Fund Documents
Fund Term
General Partner
GP Removal Event
Hurdle Rate
Investment
Investment Committee
Investment Company Act
Investment Guidelines
Investment Manager
Investment Period
Key Person
Key Person Event
Limited Partner
Management Agreement
Management Fee
MAS
Net Asset Value
Partnership
Partnership Expenses
Portfolio Company
Preferred Return
Principal
Realized Investment
Regulatory Requirements
Related Party Transaction
Securities Act
Side Letter
Subscription Agreement
Transfer
Unrealized Investment
Valuation Policy
Winding-Up Period
Capital Contributions
Capital Commitments
Management and Control
Investment Strategy
Investment Restrictions
Partnership Term
Admission of Partners
Transfer Restrictions
Management Fees
Carried Interest
Distribution Waterfall
Clawback
Key Person Provisions
Removal of General Partner
Limited Partner Advisory Committee
Expenses
Indemnification
Confidentiality
Conflicts of Interest
Reporting and Valuations
Default Provisions
Withdrawal and Removal
Co-Investment Rights
Side Letters
Most Favored Nations
ERISA Compliance
Tax Matters
Regulatory Compliance
Anti-Money Laundering
Amendments
Termination
Governing Law
Dispute Resolution
Assignment
Notices
Force Majeure
Entire Agreement
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