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Contract analysis / mfn-election-form-template.docx
mfn-election-form-template.docx
1002-00003 · 10 clauses
High · 0 Medium · 4 Standard · 0
Section 1: Electing Limited Partner Information
Section 1: Electing Limited Partner Information The Electing Limited Partner hereby provides the following information for purposes of this Election Form. All fields must be completed in full. Incomplete Election Forms may be returned to the Electing Limited Partner and may not be processed until all required information has been furnished.
Section 2: MFN Eligibility Representation Medium
⚑ Confidentiality undertaking
Section 2: MFN Eligibility Representation The Electing Limited Partner hereby represents and warrants that its Capital Commitment to the Fund is equal to or greater than Twenty-Five Million Dollars ($25,000,000), which is the minimum commitment threshold required for most favored nation election eligibility under the MFN framework established by the General Partner pursuant to the LPA and the MFN Procedures Letter. T
Section 3: Excluded Provisions Acknowledgment
Section 3: Excluded Provisions Acknowledgment The Electing Limited Partner acknowledges and agrees that the following categories of provisions are "Excluded Provisions" and are NOT available for election under this most favored nation election process, regardless of whether such provisions may otherwise appear in any side letter agreement entered into by the General Partner with any limited partner of the Fund: (a) P
Section 4: Election of Provisions
Section 4: Election of Provisions Instructions: The Electing Limited Partner should identify each provision it elects to receive by reference to the applicable section number(s) of the Compilation. Only provisions included in the Compilation (and not designated as Excluded Provisions pursuant to Section 3 above) are eligible for election under this Election Form. The Electing Limited Partner may elect all or any subs
Section 5: Representations and Warranties of the Electing Limited Partner Medium
⚑ Forum / governing law
Section 5: Representations and Warranties of the Electing Limited Partner The Electing Limited Partner hereby makes the following representations and warranties to the General Partner as of the date of execution of this Election Form, each of which is material and is being relied upon by the General Partner in processing and confirming the elections set forth herein: (a) Authority. The Electing Limited Partner has fu
Section 6: Effectiveness and Conditions
Section 6: Effectiveness and Conditions This Election Form shall become effective upon the satisfaction of each of the following conditions: (i) Receipt by the General Partner of this completed and duly executed Election Form within the 30-calendar-day election period following delivery of the Compilation to the Electing Limited Partner (the "Election Period"); and (ii) Confirmation by the General Partner that the el
Section 7: Delivery Instructions
Section 7: Delivery Instructions This completed and duly executed Election Form must be delivered to the General Partner at the following address no later than the expiration of the Election Period: Pinnacle Venture Capital Management LLC Attn: Rajesh Mehta and Claire Dubois, Co-Founders & Managing Partners 2400 Sand Hill Road, Suite 320 Menlo Park, CA 94025 Delivery of this Election Form may be made by any of the fo
Section 8: Governing Law Medium
⚑ Forum / governing law
Section 8: Governing Law This Election Form and all matters arising out of or relating to this Election Form, including, without limitation, all questions concerning its validity, interpretation, performance, and enforcement, shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to the conflict of laws principles thereof that would cause the application of the
Section 9: Signature block
Section 9: Signature block IN WITNESS WHEREOF, the undersigned Electing Limited Partner has executed this Most Favored Nation Election Form as of the date set forth below. ELECTING LIMITED PARTNER: [Insert Full Legal Name of Electing Limited Partner] By: ________ Name: [Insert name] Title: [Insert title] Date: ________
Section 10: For General Partner Use Only Medium
⚑ Confidentiality undertaking
Section 10: For General Partner Use Only This section is for internal use by the General Partner and need not be completed by the Electing Limited Partner. All information in this section is confidential to the General Partner and its authorized representatives. Administrative Review and Processing Reviewed by (GP Representative): ________ Signature: ________ Date: ________ * MFN Election Form — Pinnacle Venture Fund