Bell Rock glossary
Limited Partnership Agreement
The private contract governing an exempted limited partnership, setting out economics, governance and investor rights.
The limited partnership agreement (LPA) is the principal contract governing an exempted limited partnership. It sets out the commercial and governance terms of the fund; capital commitments and draw-downs, management and performance fees, carried interest, distribution waterfall, key-person and conflicts provisions, and the rights of limited partners; supplementing the framework provided by the Exempted Limited Partnership Act. Its terms are heavily negotiated and central to the relationship between the general partner and investors.
Related guidance
Limited Partner · General Partner
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