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Contract analysis / form-of-lp-written-consent.docx
form-of-lp-written-consent.docx
1024-00002 · 5 clauses
High · 0 Medium · 2 Standard · 0
1. Limited Partner Status. The undersigned represents and warrants that it is a Limited P
1. Limited Partner Status. The undersigned represents and warrants that it is a Limited Partner of the Partnership in good standing as of the date hereof, that its interest in the Partnership has not been assigned, transferred, pledged, encumbered, or otherwise disposed of (in whole or in part) except in compliance with the terms of the Partnership Agreement, and that it has full power and authority to execute and de
2. Accuracy of Capital Commitment. The undersigned confirms that its capital commitment t
2. Accuracy of Capital Commitment. The undersigned confirms that its capital commitment to the Partnership, as set forth in the signature block below, is true, correct, and complete as of the date hereof and has been funded in accordance with the applicable capital call notices issued by the General Partner.
3. Receipt and Review of Materials. The undersigned acknowledges that it has received, re Medium
⚑ Notice / time limit to track
3. Receipt and Review of Materials. The undersigned acknowledges that it has received, reviewed, and had adequate opportunity to evaluate (and, to the extent deemed necessary or appropriate, to discuss with its own legal, financial, and tax advisors) each of the following documents and materials: (i) the General Partner's Notice of Key Person Event, dated June 14, 2024; (ii) the Successor Key Person Proposal and Cons
4. Governing Law. The undersigned acknowledges that the Partnership Agreement is governed Medium
⚑ Forum / governing law
4. Governing Law. The undersigned acknowledges that the Partnership Agreement is governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice of law or conflict of laws rules or provisions that would cause the application of the laws of any other jurisdiction, and that this Written Consent shall be governed by and construed in accordance with the laws of the Stat
5. Irrevocability. The undersigned acknowledges and agrees that this Written Consent, onc
5. Irrevocability. The undersigned acknowledges and agrees that this Written Consent, once executed and delivered to the General Partner or its designated counsel, shall be irrevocable and may not be withdrawn, modified, or rescinded by the undersigned for any reason; provided, however, that this Written Consent shall automatically be null and void and of no further force or effect if the Amendment does not become ef