The Key Person Clause: What It Does and Why LPs Should Read It First
TL;DR: A key person clause names specific individuals in a private equity or venture capital fund's limited partnership agreement whose departure, death, disability, or reduced time commitment trigger
The No-Fault Divorce Clause: How LPs Remove a GP Without Proving Cause
A no-fault divorce clause, also called a no-fault removal provision, is the section of a private equity or venture capital limited partnership agreement that lets a supermajority of limited partners...
The GP Catch-Up Clause: How It Works and Why It Is So Heavily Negotiated
The GP catch-up clause is the provision in a private equity fund's limited partnership agreement that lets the general partner take a disproportionate share of profits, sometimes 100% of them, right...
The Keyman Clause: What Happens When Your Fund's Star Partner Walks
TL;DR: A keyman clause (also called a key person provision) is the section of a private fund's limited partnership agreement (LPA) that names the specific individuals whose continued, active involvement the fund is...
What Happens When an LP Can't Meet a Capital Call: The Remedies Ladder, Consequences, and What to Do Before You Miss
TL;DR: When you miss a capital call in a private equity fund, the general partner does not negotiate. It enforces. Your Limited Partnership Agreement (LPA) gives the GP a tiered toolkit: penalty inter
Key Man Clause in Private Fund LPAs: What Actually Happens When It Triggers
TL;DR: A key man clause (also called a "key person" provision) is the section of a fund's limited partnership agreement, or LPA (the contract governing how a private fund operates and how the general...
The Key Person Clause: What Actually Protects You If Your Fund Manager Walks Away
Most LPs invest in a fund because of two or three specific people, and almost none of them read the clause that protects them if those people leave, according to the SEC's own investor education...
Deal-by-Deal vs Fund-Level Carry Waterfalls: The Structural Risk Hiding Behind the Headline Carry Rate
TL;DR: 64% of North American buyout funds still use an American, deal-by-deal carry waterfall, versus just 36% on a whole-fund European structure, according to Proskauer's 2026 "Under the Microscope"