Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / excuse-rights-analysis-memo.docx
excuse-rights-analysis-memo.docx
Parties
Harkness LLP
M. Whitfield
Briarwood Family Office LLC
Capital Partners GP IV LLC
Meridian Peak Capital Advisors LLC
Hewitt LLP
Beacon Statutory Services LLC
The LP
Dates
March 6, 2024
February 14, 2024
February 21, 2024
February 28, 2024
March 4, 2024
March 11, 2024
December 20, 2023
December 15, 2023
January 2, 2024
April 30, 2024
Amounts
$75,000,000
$1,500,000,000
$1,750,000,000
$11,250,000
$18,750,000
$15,000,000
$3.2
$1.8
$200
$10,000,000
Obligations
The capital call mechanics set forth in the LPA provide that, upon receipt of a capital call notice from the GP specifying the amount of capital to be contributed and the purpose for which it will be used, each LP is required to fund its pro rata share of the capital call within a specified number of business days
Finally, the interaction between the excuse provision and the LPA's default provisions must be addressed with precision
Interaction with the LPA To ensure the enforceability of the excuse provision and to avoid potential conflicts between the Side Letter and the LPA, several drafting considerations must be addressed
" This provision means that, even where a side letter grants broad excuse rights, an LP exercising those rights must do so in good faith and may not use the excuse mechanism for purposes that are inconsistent with the intent of the provision
BFO must deliver written notice to the GP within fifteen (15) business days of BFO's receipt of the capital call notice identifying the proposed investment