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  • šŸ› ļø Investment Fund Key Terms, Part 6

šŸ› ļø Investment Fund Key Terms, Part 6

Fund Term

šŸŽ‰ Happy Friday, funds family!

Today, we have Part 6 in our many-part series walking through each term in an investment fund term sheet in detail.

Last week, we discussed šŸ› ļø GP Commitment. Today, we'll learn about the Fund Term.

But first..

/ SELF PROMOTION

If you’re a sponsor (GP) raising an investment fund or syndication in private equity, private credit, real estate, or venture capital, we may be a good fit for you. We also represent limited partners (LPs) investing in funds and syndications.

Thanks for reading. Now, let’s jump into the article 😃

The term is the fund’s lifespan. At the end of the fund’s term, it liquidates its assets and winds down.

A standard fund term might look like this:

ā€œThe Fund will be dissolved on the tenth anniversary of the Final Closing Date, or such earlier time as determined by the General Partner in its sole discretion or set forth in the Fund Agreement; provided that, unless the Fund is earlier dissolved, the term of the Fund may be extended beyond such date by the General Partner in its sole discretion for up to two years, and for up to one additional year thereafter with the consent of the LPAC or a majority in interest of the Limited Partners. The Fund’s term is subject to early termination upon certain circumstances as set forth in the Fund Agreement.ā€

āž”ļø How long do fund terms last?

In most closed-end funds, the fund’s term is somewhere between 5-10 years, with 10 years being very common for illiquid strategies like venture capital and private equity.

The 10-year timeline often comes with some wiggle room. Most LPAs give the general partner discretion to extend the fund’s life for a year or two. Plus, the LPs can further agree to extend the fund’s term.

āž”ļø Are LPs locked in?

During the fund’s term, as a general rule, LPs can’t withdraw their capital – they’re locked in. The general partner may facilitate redemptions or transfers in special cases, but LPs shouldn’t count on it.

In some cases, the LPs might have a ā€œtermination rightā€ to end the fund’s term early. Examples might include the right for 80% of LPs to terminate the fund for any reason, or the right for 51% of LPs to terminate the fund if the GP commits a ā€œcauseā€ event (fraud, gross negligence, etc.).

āž”ļø What about open-ended funds?

Open-ended (or ā€œevergreenā€) funds don’t have a fixed term at all – they last forever!

Unlike closed-end funds, open-ended funds do typically have a mechanism for LPs to withdraw capital from the fund, subject to guardrails. We’ll discuss common restrictions (called ā€œlockupsā€ and ā€œgatesā€) in a future post.

šŸ—“ļø Next up in Part 7, we’ll discuss the fundraising period.

Thanks for reading, everyone.

Have a great weekend! šŸ™Œ 

/ JURY TRIAL

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āš ļø Note: This newsletter is for informational purposes only and nothing should be considered legal advice. For that, hire a lawyer! I am a lawyer, but not your lawyer (unless I actually am your lawyer because you’ve signed an engagement letter and we’re working together). This newsletter may be considered attorney advertising.

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