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LPA

Limited partnership agreement: the constitutional document governing a fund's economics, governance and investor rights.

LPA — Limited partnership agreement: the constitutional document governing a fund's economics, governance and investor rights.

The LPA is the actual governing contract — everything described in marketing materials, a pitch deck, or even a term sheet is superseded by what the LPA actually says, which is why sophisticated LPs and their counsel focus their real negotiating effort here rather than on the deck.

Frequently asked questions

Is the LPA the same as the PPM?

No — the PPM is an offering and disclosure document describing the fund; the LPA is the binding legal contract governing the partnership's actual economics and governance.

Can LPA terms differ between investors in the same fund?

Yes, through side letters — individual investors can negotiate specific additional or different terms layered on top of the standard LPA.

Nothing on this page is legal, tax, or investment advice. SeRuM is not a registered broker-dealer, not a placement agent, and not an investment adviser.

PPMPrivate placement memorandum: the offering document for a private securities offering, cov Side letterA bilateral agreement giving a specific investor terms differing from the main fund docume LPACLP advisory committee: a body of investor representatives consulted on conflicts, valuatio

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