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1.98 MB

Extraction Summary

3
People
2
Organizations
0
Locations
0
Events
2
Relationships
4
Quotes

Document Information

Type: Legal/financial document (private placement memorandum or partnership agreement)
File Size: 1.98 MB
Summary

This document is page 53 of a confidential legal agreement (likely a Private Placement Memorandum) detailing the terms of a 'Fund.' It outlines strict restrictions on the transferability of interests, limits borrowing and guarantees to 15% of commitments (unless approved by an Advisory Board), and details severe penalties for default, including forfeiture. It also mandates strict confidentiality regarding financial reports provided to partners. The document bears a 'HOUSE_OVERSIGHT' Bates stamp, indicating it is part of a Congressional investigation.

People (3)

Name Role Context
General Partner Fund Manager/Authority
Has authority to approve transfers, create parallel funds, and structure alternative investment vehicles.
Limited Partner Investor
Subject to restrictions on transferability, withdrawal, and confidentiality; subject to penalties for default.
Advisory Board Oversight
Must approve borrowings or guarantees exceeding 15% of aggregate commitments.

Organizations (2)

Name Type Context
The Fund
The primary entity governed by the document.
House Oversight Committee
Indicated by the Bates stamp 'HOUSE_OVERSIGHT_024064'.

Relationships (2)

General Partner Fiduciary/Contractual Limited Partner
General Partner has authority over Limited Partner's ability to transfer interest; GP provides reports to LP.
Advisory Board Oversight The Fund
Advisory Board must approve borrowings or guarantees over 15%.

Key Quotes (4)

"A Limited Partner may not sell, assign, or transfer any interest in the Fund or withdraw from the Fund except under certain limited circumstances and with the prior written consent of the General Partner."
Source
HOUSE_OVERSIGHT_024064.jpg
Quote #1
"The Fund may borrow money... in an aggregate amount outstanding at any time not exceeding 15% of aggregate Commitments... provided that the maturity of any such borrowing shall not exceed 90 days."
Source
HOUSE_OVERSIGHT_024064.jpg
Quote #2
"If any Limited Partner defaults in the payment of any part of its Commitment when due, it will be subject to significant penalties... including forfeiture of all or a portion of such Limited Partner’s interest in the Fund."
Source
HOUSE_OVERSIGHT_024064.jpg
Quote #3
"Each Limited Partner will be required to maintain information provided to it about the Fund... in the strictest confidence"
Source
HOUSE_OVERSIGHT_024064.jpg
Quote #4

Full Extracted Text

Complete text extracted from the document (2,647 characters)

Transferability of Interests and Withdrawal: A Limited Partner may not sell, assign, or transfer any interest in the Fund or withdraw from the Fund except under certain limited circumstances and with the prior written consent of the General Partner.
Borrowings and Guarantees: The Fund may borrow money on a short-term basis pending drawdowns of capital contributions in an aggregate amount outstanding at any time not exceeding 15% of aggregate Commitments, or such greater amount as is otherwise approved by the Advisory Board; provided that the maturity of any such borrowing shall not exceed 90 days. The Fund may guarantee the indebtedness of any portfolio company; provided, however, that, without the approval of the Advisory Board, the total amount of outstanding Fund guarantees shall not exceed 15% of aggregate Commitments.
Default: If any Limited Partner defaults in the payment of any part of its Commitment when due, it will be subject to significant penalties as specified in the Partnership Agreement, including forfeiture of all or a portion of such Limited Partner’s interest in the Fund.
Reports: The Partners will receive (i) audited annual financial statements, (ii) unaudited quarterly financial statements for the first three quarters of each fiscal year, (iii) annual tax information necessary for completion of their income tax returns and (iv) periodically certain descriptive information related to portfolio investments. Reports and information, and the General Partner’s obligation to provide such reports and information, will be subject to confidentiality restrictions and limitations as set forth in the Partnership Agreement. Each Limited Partner will be required to maintain information provided to it about the Fund, its business and portfolio investments in the strictest confidence and to not disclose such information except in certain limited circumstances.
Parallel Funds: In order to facilitate investments by certain investors, the General Partner may create parallel or other investment vehicles or investment advisory programs, the structure of which may differ from that of the Fund but which will generally invest proportionately in all portfolio investments on substantially the same terms and conditions as the Fund, subject to applicable investment restrictions.
Alternative Investment Vehicles: If the General Partner determines that for legal, tax or regulatory reasons that an investment should be made through an alternative investment vehicle, the General Partner may structure the making of all or a portion of such investment
53
CONTROL NUMBER 257 - CONFIDENTIAL
HOUSE_OVERSIGHT_024064

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