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Amended and restated exempted limited partnership ... - Swarm Fund

Amended and restated exempted limited partnership ... - Swarm Fund 2025

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The document is an Amended and Restated Exempted Limited Partnership Agreement for SparkLabs Smart City and Smart Planet Fund, L.P., a Cayman Islands exempted limited partnership. It outlines the terms of partnership formation, capital contributions, profit and loss allocations, distributions, management rights, transfer restrictions, withdrawal procedures, and indemnification provisions. The agreement emphasizes compliance with various legal regulations and includes detailed sections on the roles and responsibilities of the General Partner and Limited Partners. It also addresses issues related to confidentiality, tax obligations, and potential conflicts of interest.

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What is the exempted limited partnership act as revised?

(1) An exempted limited partnership may be formed for any lawful purpose to be carried out and undertaken either in or from within the Islands or elsewhere upon the terms, with the rights and powers, and subject to the conditions, limitations, restrictions and liabilities mentioned in this Act but an exempted limited

What is an exempted limited partnership agreement?

An ELP does not have a separate legal personality and it is a requirement of the ELP Act that all letters, contracts, deeds, instruments or documents of whatever nature shall be entered into by or on behalf of the general partner on behalf of the ELP.

What is an exempted limited partnership?

An exempted limited partnership (ELP) is a frequently used entity for Cayman Islands investment funds. An ELP has no separate legal personality and ordinarily only the general partner (GP) can cause the ELP to bring proceedings (including to protect the investments of a limited partner (LP) in the ELP).

What is an ELP entity?

A limited partnership consists of: one or more people (called general partners), who are liable for all debts and obligations of the firm. one or more people (called limited partners), who contribute a sum or sums of money as capital, or property valued at a stated amount.

What is a tax exempt limited partner?

Tax-Exempt Limited Partner means: (i) any Limited Partner the income of which, except as provided in Sections 511-514 of the Internal Revenue Code, generally is exempt from United States federal income tax pursuant to Section 401 or 501 of the Internal Revenue Code or by virtue of its status as a State government or

What is a limited partnership in English law?

The Exempted Limited Partnership Law (2018 Revision) (the Law) makes it possible to form limited partnerships for offshore investors with the minimum of delay. Such a partnership may not undertake business with the public in the Cayman Islands, other than as necessary for the carrying on of business outside Cayman.

Amended and restated exempted limited partnership ... - Swarm Fund 2025

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