Limited Partnership Agreement (LPA) Review
Extract and analyze fund terms including fee structures, distribution waterfalls, and governance provisions for rapid comparison across fund opportunities. Reduces LPA analysis time by 70-80%.
70-80% reduction in LPA analysis time
Consistent extraction of complex provisions
Transactional & Contract Work
The Problem
- ✗Complex fee structures (management fee, carry, offsets)
- ✗Distribution waterfall calculations
- ✗GP removal and key person provisions
- ✗Side letter implications
- ✗Comparison across multiple fund opportunities
How Claude Helps
Extracts fee structures and calculates effective rates, maps distribution waterfall mechanics, identifies GP governance and removal provisions, reviews key person and most favored nation provisions, and compares terms across multiple funds.
Step-by-Step Workflow
Upload LPA
And side letters if applicable
Run fund terms extraction
Comprehensive analysis of economics and governance
Review fee structure
And waterfall
Identify negotiation opportunities
Terms that deviate from market
Generate investor summary
Memo for investment committee
Compare against
Other fund opportunities
Example Prompt
Analyze this Limited Partnership Agreement for a prospective LP investor: FUND STRUCTURE - Fund name and size - GP and sponsor - Investment period and fund term - Extension provisions FEE STRUCTURE - Management fee (rate, basis, step-downs) - Management fee offsets - Carried interest (rate, hurdle, catch-up) - Clawback provisions - Organizational expenses cap - Transaction and monitoring fees DISTRIBUTION WATERFALL - Return of capital priority - Preferred return structure - GP catch-up mechanics - Carry split above hurdle GOVERNANCE - Key person provisions (who, consequences) - GP removal for cause - GP removal without cause - No-fault divorce provisions - LP advisory committee rights INVESTOR PROTECTIONS - Most favored nation (MFN) - Co-investment rights - Information rights - Transfer restrictions Generate an investor memo summarizing economics and key terms.
Frequently Asked Questions
Can Claude calculate effective fees across different structures?
Claude can extract the fee components. For complex calculations (waterfall modeling), consider using Claude's output as inputs to a financial model.
How do I handle side letters?
Upload side letters with the main LPA and instruct Claude to identify modifications to standard terms. Side letter analysis requires understanding how they modify the base agreement.
Can Claude compare multiple funds?
Yes. Upload multiple LPAs and request comparative analysis. Claude will generate a side-by-side comparison of key economic and governance terms.