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Limited Partnership Agreement
"I need a Limited Partnership Agreement for a new real estate investment fund with three institutional investors as limited partners and a management company as general partner, with a target size of £500 million and a 10-year term starting January 2025."
1. Parties: Identification of general and limited partners
2. Background: Context and purpose of the partnership
3. Definitions: Key terms used throughout the agreement
4. Partnership Business: Scope and nature of partnership activities
5. Capital Contributions: Initial and subsequent capital commitments
6. Management and Control: Powers and duties of general partner
7. Profit and Loss Allocation: Distribution waterfall and loss sharing
8. Transfer Restrictions: Rules regarding transfer of partnership interests
9. Duration and Termination: Term of partnership and dissolution procedures
1. Key Person Provisions: Required for partnerships dependent on specific individuals
2. Co-Investment Rights: Rules for additional investments by partners
3. Advisory Committee: Structure and powers of advisory committee for larger partnerships with institutional investors
1. Partner Details: List of partners and their commitments
2. Investment Policy: Detailed investment guidelines and restrictions
3. Valuation Policy: Methodology for valuing partnership assets
4. Form of Subscription Agreement: Template for admitting new partners
5. Management Fee Terms: Detailed fee calculation and payment terms
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