FR EA

Extract to table

Pull the structured facts out of a document: parties, dates, amounts, obligations.

Extract to table / redline-gp-markup-first-draft.docx
redline-gp-markup-first-draft.docx · 1026-00001

Parties

Limited Partnership Certificate Number LP
Beacon Statutory Services LLC
CAPITAL PARTNERS GP IV LLC
Meridian Peak Capital Advisors LLC
BRIARWOOD FAMILY OFFICE LLC
Capitol Registered Agents Inc
Pinnacle Capital Markets LLC
Granite Ledger Fund Services LLC

Dates

March 4, 2024
February 28, 2024
December 20, 2023
December 15, 2023
January 2, 2024
November 1, 2023
March 5, 2024

Amounts

$1,500,000,000
$1,750,000,000
$75,000,000
$200,000,000
$50,000,000
$187,500
$750,000
$100,000,000
$18,750,000
$11,250,000

Obligations

29% of the Fund's hard cap, pursuant to a subscription agreement executed by the Investor (the "Subscription Agreement"); WHEREAS, the General Partner and the Fund desire to set forth certain supplemental terms and conditions applicable to the Investor's participation in the Fund as an inducement to the Investor's capital commitment and in recognition of the size and strategic importance of the Investor's Commitment; and WHEREAS, this Side Letter is entered into the Partnership Agreement and the Subscription Agreement, and capitalized terms used but not defined herein shall have the meanings ascribed to them in the Partnership Agreement
In the event of any conflict or inconsistency between the terms of this Side Letter and the terms of the Partnership Agreement, the terms of this Side Letter shall control with respect to the provided, however, that no amendment, modification, restatement, or supplement to the Partnership Agreement shall modify, limit, or otherwise affect the rights of the Investor under this Side Letter without the Investor's prior written consent
For the avoidance of doubt, except as expressly modified or supplemented by this Side Letter, the Partnership Agreement shall continue in full force and effect with respect to the Investor
The General Partner agrees that the Investor shall be entitled to receive the benefit of any (collectively, "MFN-Eligible Terms") granted by the General Partner, the Fund, or any of their affiliates to any other Limited Partner of the Fund whose capital commitment to the Fund equals or exceeds Fifty Million Dollars ($50,000,000) (the "MFN Threshold"), whether such MFN-Eligible Term is set forth in a side letter, supplemental agreement, amendment to the Partnership Agreement applicable solely to such other Limited Partner, or any other written arrangement of any The General Partner shall make such MFN-Eligible Terms available to the Investor in accordance with the procedures set forth in this Section 2
The Side Letter Summary may be redacted to remove the name and other identifying information of the Limited Partner(s) receiving such terms, but shall not be redacted in a manner that obscures the substantive terms or renders them 2
Such election shall be made by delivering to the General Partner a written notice substantially in the form of Exhibit A hereto (the "MFN Election Notice")