Fund LPAs

Review a fund LPA as a limited partner

For limited partners: upload the limited partnership agreement, with your side letter if you have one. See fees, carry, key persons and your exit rights, each tied to its clause.

or drop a Word or PDF file here

First review free
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Up to 20 pages
Deleted after 24 hours, unless you keep it

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Limited Partnership Agreement

8.1 Management fee

2.0% per annum of commitments during the Investment Period, then 1.5% of net invested capital.

In lineMarket terms, with a step-down after the investment period.

9.3 Carried interest

20% carried interest above an 8% preferred return, calculated deal by deal.

MajorPays the manager before LPs get their capital back. Ask for a whole-fund waterfall or a strong clawback.

12.2 Key persons

If a Key Person stops devoting substantially all of his time to the Fund, the Investment Period continues unless LPs holding 75% vote to suspend it.

CriticalSuspension should be automatic on a key person event, not left to a 75% vote.

15. Transfers

No Limited Partner may transfer its interest without the consent of the General Partner, not to be unreasonably withheld.

What Destrier checks

Management fee and fee offsets
Carried interest, hurdle and clawback
Key person and removal of the manager
Investment period, term and extensions
Transfers, defaults and side letter rights

What you get

Can you sign it as is, what to negotiate first, when to walk away: a recommendation built from your documents and their analysis. Automated, not legal advice.

Your documents and the findings side by side, each highlighted down to the exact word or number. Defined terms open in place and linked clauses are one click away. Accept or reject findings, ask follow-up questions, have a finding reworded.

See which pages and paragraphs each check read, and watch the recommendation update as you accept or reject findings. Download your document in Word with every finding as a comment, or an audit table.

Results of a sample review: Do not sign it as is, with the red flags and the points to negotiate

More use cases

Loan and credit agreements Term sheets Share purchase agreements Rental and lease contracts Supplier contracts Employment contracts Divorce agreements Confidentiality agreements (NDA)Shareholders’ agreements SAFEs and convertible notes

Try it on your own document

Your first review is free, up to 20 pages. Watch it run, then create an account to read every finding.