Datasets:

angellist
/

cupcakeLPAParsingTest

Dataset card Viewer Files Files and versions Community

Split (1)

train · 1.14k rows

input stringlengths 198 1.25k	output stringclasses 7 values	text stringlengths 269 1.33k
###Human: Determine if the accounting term Fund Expenses from description Standard fund expense provision. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Fund Expenses from description Standard fund expense provision. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Audit from description Yes. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Audit from description Yes. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Allocation of Profits and Losses from description 80% of cumulative net income will be allocated to all Partners (General and Limited) in proportion to their capital commitment percentages and an aggregate of 20% of cumulative net income will be allocated to the General Partner. Cumulative net losses (i.e., the excess of cumulative losses over cumulative income) will be allocated to the Partners (General and Limited) in proportion to their capital commitment percentages. To the extent that the allocation to the General Partner of a disproportionate share of the Fund’s net losses would exceed the amount of net income previously allocated disproportionately to the General Partner, such net losses instead will be allocated to the Limited Partners (“Contingent Loss”). Such Contingent Loss shall be restored to the extent of future net income that would otherwise be disproportionately allocated to the General Partner. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}	###Human: Determine if the accounting term Allocation of Profits and Losses from description 80% of cumulative net income will be allocated to all Partners (General and Limited) in proportion to their capital commitment percentages and an aggregate of 20% of cumulative net income will be allocated to the General Partner. Cumulative net losses (i.e., the excess of cumulative losses over cumulative income) will be allocated to the Partners (General and Limited) in proportion to their capital commitment percentages. To the extent that the allocation to the General Partner of a disproportionate share of the Fund’s net losses would exceed the amount of net income previously allocated disproportionately to the General Partner, such net losses instead will be allocated to the Limited Partners (“Contingent Loss”). Such Contingent Loss shall be restored to the extent of future net income that would otherwise be disproportionately allocated to the General Partner. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}
###Human: Determine if the accounting term Reports from description Limited Partners will receive within 90 days following the end of each year audited financial statements of the Fund. Summary financial information will be provided within 45 days of the close of each of the first three quarters of each calendar year. In addition, each Limited Partner will be provided annually with an IRS Schedule K-1 for the completion of federal income tax returns. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Reports from description Limited Partners will receive within 90 days following the end of each year audited financial statements of the Fund. Summary financial information will be provided within 45 days of the close of each of the first three quarters of each calendar year. In addition, each Limited Partner will be provided annually with an IRS Schedule K-1 for the completion of federal income tax returns. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Fund Control Structure from description Fund is a series LLC managed by Assure FUnd Management II. Organizer is Companyon Ventures Management LLC. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Fund Control Structure from description Fund is a series LLC managed by Assure FUnd Management II. Organizer is Companyon Ventures Management LLC. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Fund Control Structure from description Delaware limited partnership with a Delware LLC as the General Partner is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Fund Control Structure from description Delaware limited partnership with a Delware LLC as the General Partner is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term GP Commitment from description Subject to Section 5.19(a)(iii), the General Partner, its Affiliates and any GP Related Person (in their capacity as Limited Partners) may make a Capital Commitment (the “Sponsor Commitment”) on or prior to the Final Closing Date. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term GP Commitment from description Subject to Section 5.19(a)(iii), the General Partner, its Affiliates and any GP Related Person (in their capacity as Limited Partners) may make a Capital Commitment (the “Sponsor Commitment”) on or prior to the Final Closing Date. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Management Fee from description (i) General. From the date of the Initial Closing throughout the remaining Term of the Partnership, the Partnership shall pay to the Management Company or its designee a quarterly fee (the “Management Fee”) The Management Fee shall be: (x) payable quarterly in advance, on the first day of each fiscal quarter of the Partnership (the “Management Fee Due Date”); and (y) pro- rated on a daily basis (payable immediately) at any time that there is an increase in a Limited Partner’s Capital Commitment; provided, however, that the portion of the Management Fee with respect to the period beginning on the Initial Closing and ending on the last day of the fiscal quarter in which the Initial Closing occurs shall be payable on the date of the Initial Closing. (ii) Management Fee Rate. (A) Except as otherwise agreed to in writing with the General Partner, subject to Section 5.8(c)(ii)(B), the Management Fee for each of the Partnership’s Fiscal Years (or portions thereof) shall be an annualized amo is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Management Fee from description (i) General. From the date of the Initial Closing throughout the remaining Term of the Partnership, the Partnership shall pay to the Management Company or its designee a quarterly fee (the “Management Fee”) The Management Fee shall be: (x) payable quarterly in advance, on the first day of each fiscal quarter of the Partnership (the “Management Fee Due Date”); and (y) pro- rated on a daily basis (payable immediately) at any time that there is an increase in a Limited Partner’s Capital Commitment; provided, however, that the portion of the Management Fee with respect to the period beginning on the Initial Closing and ending on the last day of the fiscal quarter in which the Initial Closing occurs shall be payable on the date of the Initial Closing. (ii) Management Fee Rate. (A) Except as otherwise agreed to in writing with the General Partner, subject to Section 5.8(c)(ii)(B), the Management Fee for each of the Partnership’s Fiscal Years (or portions thereof) shall be an annualized amo is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term Management Fee Offset from description If any GP Related Person receives Fees Subject to Offset, Management Fees subsequently payable by the Partnership to the Management Company shall be reduced with respect to each Limited Partner in proportion to its respective Capital Commitment by an aggregate amount equal to 100% of such Fees Subject to Offset (the “Management Fee Offset”). "Fees Subject to Offset" = any fees paid by the Partnership to a placement agent and any transaction, commitment, break-up, advisory, syndication, guarantee, directors, officers, management and other fees paid by a Portfolio Company or prospective Portfolio Company as well as fees paid by third parties for facilitating transactions in Portfolio Securities that, in each case, would not, if earned directly by the Partnership, cause the Partnership to cease to qualify as an “investment partnership” within the meaning of Section 731(c)(3)(C) of the Internal Revenue Code, but in any event excluding any amounts applied to cover or reimburse any unreimbu is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Management Fee Offset from description If any GP Related Person receives Fees Subject to Offset, Management Fees subsequently payable by the Partnership to the Management Company shall be reduced with respect to each Limited Partner in proportion to its respective Capital Commitment by an aggregate amount equal to 100% of such Fees Subject to Offset (the “Management Fee Offset”). "Fees Subject to Offset" = any fees paid by the Partnership to a placement agent and any transaction, commitment, break-up, advisory, syndication, guarantee, directors, officers, management and other fees paid by a Portfolio Company or prospective Portfolio Company as well as fees paid by third parties for facilitating transactions in Portfolio Securities that, in each case, would not, if earned directly by the Partnership, cause the Partnership to cease to qualify as an “investment partnership” within the meaning of Section 731(c)(3)(C) of the Internal Revenue Code, but in any event excluding any amounts applied to cover or reimburse any unreimbu is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Investment Period from description the period beginning with the Initial Closing and continuing through the earlier of (a) the Close of Business at the fourth anniversary of the date of the Initial Closing; (b) the date on which the General Partner terminates the Investment Period by written notice to the Limited Partners; and (c) the date on which the Investment Period otherwise expires or terminates in accordance with the Agreement. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Investment Period from description the period beginning with the Initial Closing and continuing through the earlier of (a) the Close of Business at the fourth anniversary of the date of the Initial Closing; (b) the date on which the General Partner terminates the Investment Period by written notice to the Limited Partners; and (c) the date on which the Investment Period otherwise expires or terminates in accordance with the Agreement. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Term from description The “Term” of the Partnership shall commence at the time of the Initial Closing and shall continue until the Close of Business on the 10th anniversary of the Initial Closing; provided, however, that the General Partner may, in its sole discretion, extend the Term of the Partnership for up to two consecutive one-year periods and thereafter for additional one-year periods with the consent of either the LPAC or a Majority-In-Interest of the Limited Partners. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Term from description The “Term” of the Partnership shall commence at the time of the Initial Closing and shall continue until the Close of Business on the 10th anniversary of the Initial Closing; provided, however, that the General Partner may, in its sole discretion, extend the Term of the Partnership for up to two consecutive one-year periods and thereafter for additional one-year periods with the consent of either the LPAC or a Majority-In-Interest of the Limited Partners. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Reinvestment of Capital from description Unless approved by LPAC or LP consent, the Fund cannot invest, over its entire term, in Portfolio Securities with an aggregate Cost Basis in excess of 115% of the aggregate Capital Commitments of the Partners. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Reinvestment of Capital from description Unless approved by LPAC or LP consent, the Fund cannot invest, over its entire term, in Portfolio Securities with an aggregate Cost Basis in excess of 115% of the aggregate Capital Commitments of the Partners. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Capital Contributions from description Each Limited Partner, upon admission to the Partnership, shall be deemed to have made a Capital Commitment equal to the amount specified in its Subscription Agreement and accepted by the General Partner on behalf of the Partnership. Subject to Section 5.19(a)(iii), the General Partner, its Affiliates and any GP Related Person (in their capacity as Limited Partners) may make a Capital Commitment (the “Sponsor Commitment”) on or prior to the Final Closing Date. Except as specifically provided in this Agreement, the Capital Commitment of a Partner shall represent the maximum aggregate amount of cash and property that such Partner shall be required to contribute to the capital of the Partnership. Each Partner shall contribute 25% of its Capital Commitment upon its admittance to the Partnership. Except to the extent provided in Sections 2.7, 4.5 or 7.3 or in respect of in-kind contributions, as otherwise approved by the General Partner, all capital contributions shall be in cash, pro rata is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Capital Contributions from description Each Limited Partner, upon admission to the Partnership, shall be deemed to have made a Capital Commitment equal to the amount specified in its Subscription Agreement and accepted by the General Partner on behalf of the Partnership. Subject to Section 5.19(a)(iii), the General Partner, its Affiliates and any GP Related Person (in their capacity as Limited Partners) may make a Capital Commitment (the “Sponsor Commitment”) on or prior to the Final Closing Date. Except as specifically provided in this Agreement, the Capital Commitment of a Partner shall represent the maximum aggregate amount of cash and property that such Partner shall be required to contribute to the capital of the Partnership. Each Partner shall contribute 25% of its Capital Commitment upon its admittance to the Partnership. Except to the extent provided in Sections 2.7, 4.5 or 7.3 or in respect of in-kind contributions, as otherwise approved by the General Partner, all capital contributions shall be in cash, pro rata is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Distributions Waterfall from description (i) With respect to any specific distribution pursuant to this Section 4.1(b), the items of cash or in-kind Securities comprising such distribution shall be notionally apportioned among the Partners (including the General Partner in its capacity as a Partner, and the amount so apportioned to the General Partner shall be distributed to the General Partner) in proportion to their respective Sharing Percentages with respect to the applicable Portfolio Company or Short-Term Investment or, in all other cases, in proportion to their respective aggregate Capital Contributions. After such apportionment, on a separate basis for each Limited Partner, the amount apportioned to such Limited Partner (the “Preliminary Apportionment”) shall be distributed as follows: (A) First, 100% to such Limited Partner until such Limited Partner has received distributions in cash and/or in-kind Securities pursuant to this Section 4.1(b)(i)(A), in the aggregate over the Term of the Partnership, at least equal to is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":true}	###Human: Determine if the accounting term Distributions Waterfall from description (i) With respect to any specific distribution pursuant to this Section 4.1(b), the items of cash or in-kind Securities comprising such distribution shall be notionally apportioned among the Partners (including the General Partner in its capacity as a Partner, and the amount so apportioned to the General Partner shall be distributed to the General Partner) in proportion to their respective Sharing Percentages with respect to the applicable Portfolio Company or Short-Term Investment or, in all other cases, in proportion to their respective aggregate Capital Contributions. After such apportionment, on a separate basis for each Limited Partner, the amount apportioned to such Limited Partner (the “Preliminary Apportionment”) shall be distributed as follows: (A) First, 100% to such Limited Partner until such Limited Partner has received distributions in cash and/or in-kind Securities pursuant to this Section 4.1(b)(i)(A), in the aggregate over the Term of the Partnership, at least equal to is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":true}
###Human: Determine if the accounting term Borrowing from description The General Partner may, in its sole discretion, cause the Partnership to (a) borrow money or otherwise incur indebtedness, or (b) make guarantees and grant security interests in and lien on and otherwise encumber its assets (including, without limitation, Unpaid Capital Commitments) for the purpose of funding investments in Portfolio Companies or for providing credit support to a Portfolio Company; provided that, outstanding borrowings by the Partnership shall not exceed, in the aggregate at the time such indebtedness is incurred, 15% of the aggregate Capital Commitments of the Partners. Solely for purposes of the preceding sentence, the amount of any third-party indebtedness guaranteed by the Partnership (including, for the avoidance of doubt, credit support to a Portfolio Company or any vehicle formed to effect the acquisition thereof) shall be treated as indebtedness of the Partnership. The Partnership shall further limit its borrowings to the extent required under Section 5.18. At is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}	###Human: Determine if the accounting term Borrowing from description The General Partner may, in its sole discretion, cause the Partnership to (a) borrow money or otherwise incur indebtedness, or (b) make guarantees and grant security interests in and lien on and otherwise encumber its assets (including, without limitation, Unpaid Capital Commitments) for the purpose of funding investments in Portfolio Companies or for providing credit support to a Portfolio Company; provided that, outstanding borrowings by the Partnership shall not exceed, in the aggregate at the time such indebtedness is incurred, 15% of the aggregate Capital Commitments of the Partners. Solely for purposes of the preceding sentence, the amount of any third-party indebtedness guaranteed by the Partnership (including, for the avoidance of doubt, credit support to a Portfolio Company or any vehicle formed to effect the acquisition thereof) shall be treated as indebtedness of the Partnership. The Partnership shall further limit its borrowings to the extent required under Section 5.18. At is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}
###Human: Determine if the accounting term Closings from description The General Partner may hold an Initial Closing of the Partnership and commence admitting Limited Partners upon its acceptance and approval of Subscription Agreements from Limited Partners evidencing aggregate Capital Commitments of at least $10 million. Thereafter, the General Partner may admit Additional Limited Partners or accept increases in the Capital Commitments of existing Partners, on the same terms as applied at the Initial Closing (subject to Sections 2.2(d) and 3.1(c), and provided that this Section 2.1(b) will not limit the ability of the Partnership or the General Partner to enter into side letters or similar agreements in accordance with Section 9.3), at one or more additional closings held not later than the Close of Business on the date that is 12 months after the Initial Closing (that the date on which the Partnership’s final closing occurs, the “Final Closing Date”). Notwithstanding any of the foregoing to the contrary, with the consent of a Majority-In-Interest of is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Closings from description The General Partner may hold an Initial Closing of the Partnership and commence admitting Limited Partners upon its acceptance and approval of Subscription Agreements from Limited Partners evidencing aggregate Capital Commitments of at least $10 million. Thereafter, the General Partner may admit Additional Limited Partners or accept increases in the Capital Commitments of existing Partners, on the same terms as applied at the Initial Closing (subject to Sections 2.2(d) and 3.1(c), and provided that this Section 2.1(b) will not limit the ability of the Partnership or the General Partner to enter into side letters or similar agreements in accordance with Section 9.3), at one or more additional closings held not later than the Close of Business on the date that is 12 months after the Initial Closing (that the date on which the Partnership’s final closing occurs, the “Final Closing Date”). Notwithstanding any of the foregoing to the contrary, with the consent of a Majority-In-Interest of is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Late Charge from description Within 10 business days after an Additional Limited Partner is admitted to the Partnership, such Additional Limited Partner shall pay to the Partnership a “Late Admission Charge” equal to interest on its Additional Amount at the Prime Rate (determined as of the Close of Business on the date of such Additional Limited Partner’s admission), compounded daily, from the date(s) that such Additional Limited Partner would have been required to contribute the component portions of such Additional Amount if such Additional Limited Partner had been admitted at the Initial Closing; provided that, the General Partner may waive the Late Admission Charge payable by an Additional Limited Partner in the General Partner’s sole discretion. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Late Charge from description Within 10 business days after an Additional Limited Partner is admitted to the Partnership, such Additional Limited Partner shall pay to the Partnership a “Late Admission Charge” equal to interest on its Additional Amount at the Prime Rate (determined as of the Close of Business on the date of such Additional Limited Partner’s admission), compounded daily, from the date(s) that such Additional Limited Partner would have been required to contribute the component portions of such Additional Amount if such Additional Limited Partner had been admitted at the Initial Closing; provided that, the General Partner may waive the Late Admission Charge payable by an Additional Limited Partner in the General Partner’s sole discretion. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term In-Kind Distributions from description (a) Distributions may be made in cash or in-kind, as determined in the sole discretion of the General Partner. By notice to the General Partner, a Limited Partner may make an election regarding any or all non-cash distributions to such Limited Partner pursuant to this Agreement (an “In-Kind Distribution Election”). An In-Kind Distribution Election shall specify in reasonable detail acceptable to the General Partner the specific type, class or identity of non-cash assets to which such In-Kind Distribution Election relates and may include the additional election described in Section 4.4(c). An In-Kind Distribution Election may be revoked by the applicable Limited Partner, in whole or in part, at any time upon the General Partner’s actual receipt of notice to such effect; provided, however, that, except as otherwise approved by the General Partner in its sole and absolute discretion, an In-Kind Distribution Election shall not be revoked with respect to assets that have been delivered to a is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}	###Human: Determine if the accounting term In-Kind Distributions from description (a) Distributions may be made in cash or in-kind, as determined in the sole discretion of the General Partner. By notice to the General Partner, a Limited Partner may make an election regarding any or all non-cash distributions to such Limited Partner pursuant to this Agreement (an “In-Kind Distribution Election”). An In-Kind Distribution Election shall specify in reasonable detail acceptable to the General Partner the specific type, class or identity of non-cash assets to which such In-Kind Distribution Election relates and may include the additional election described in Section 4.4(c). An In-Kind Distribution Election may be revoked by the applicable Limited Partner, in whole or in part, at any time upon the General Partner’s actual receipt of notice to such effect; provided, however, that, except as otherwise approved by the General Partner in its sole and absolute discretion, an In-Kind Distribution Election shall not be revoked with respect to assets that have been delivered to a is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}
###Human: Determine if the accounting term General Partner Clawback from description (i) The obligations of the General Partner pursuant to this Section 7.3(e) will be calculated separately for each Limited Partner. (ii) If after giving effect to all contributions, distributions and allocations as of the completion of winding up of the Partnership (the “Determination Date”), the General Partner has received Carried Interest Distributions in respect of any Limited Partner as of the applicable Determination Date exceed 20% of (1) the sum of (x) the aggregate amount distributed to such Limited Partner pursuant to Section 4.1(b)(i), and (y) the aggregate amount of Carried Interest Distributions distributed to the General Partner with respect to such Limited Partner over (2) the aggregate Capital Contributions of such Limited Partner, then the General Partner will contribute to the Partnership, and the Partnership will, subject to the Act, distribute to such Limited Partner, an amount out of the amounts received by the General Partner as Carried Interest Distributions equa is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term General Partner Clawback from description (i) The obligations of the General Partner pursuant to this Section 7.3(e) will be calculated separately for each Limited Partner. (ii) If after giving effect to all contributions, distributions and allocations as of the completion of winding up of the Partnership (the “Determination Date”), the General Partner has received Carried Interest Distributions in respect of any Limited Partner as of the applicable Determination Date exceed 20% of (1) the sum of (x) the aggregate amount distributed to such Limited Partner pursuant to Section 4.1(b)(i), and (y) the aggregate amount of Carried Interest Distributions distributed to the General Partner with respect to such Limited Partner over (2) the aggregate Capital Contributions of such Limited Partner, then the General Partner will contribute to the Partnership, and the Partnership will, subject to the Act, distribute to such Limited Partner, an amount out of the amounts received by the General Partner as Carried Interest Distributions equa is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term LP Clawback from description Without regard to Section 4.5(a), at any time prior to the Termination of the Partnership, the General Partner may, upon not less than 10 days’ notice, in its sole discretion, require that the Partners return to the Partnership (in proportion to their respective shares of the distributions at issue, and inversely to the order of distributions made pursuant to Section 4.1) all or any portion of the distributions made to the Partners (including any distribution made to the General Partner under Section 4.1(b)(i)(B)) and not previously returned for the purpose of meeting such Partner’s share of (x) indemnification obligations arising under Section 8.2, or (y) any other liabilities of the Partnership, including the extent incurred in connection with indemnity, purchase price adjustment, tax or other obligations in connection with an investment, whether such obligations arise before or after the last day of the term of the Partnership, or with respect to any Partner, before or after such Pa is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term LP Clawback from description Without regard to Section 4.5(a), at any time prior to the Termination of the Partnership, the General Partner may, upon not less than 10 days’ notice, in its sole discretion, require that the Partners return to the Partnership (in proportion to their respective shares of the distributions at issue, and inversely to the order of distributions made pursuant to Section 4.1) all or any portion of the distributions made to the Partners (including any distribution made to the General Partner under Section 4.1(b)(i)(B)) and not previously returned for the purpose of meeting such Partner’s share of (x) indemnification obligations arising under Section 8.2, or (y) any other liabilities of the Partnership, including the extent incurred in connection with indemnity, purchase price adjustment, tax or other obligations in connection with an investment, whether such obligations arise before or after the last day of the term of the Partnership, or with respect to any Partner, before or after such Pa is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term Fund Expenses from description 5.7(b) - outside of the placement agent fees (see the note further below), the fund expenses section is fairly standard is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Fund Expenses from description 5.7(b) - outside of the placement agent fees (see the note further below), the fund expenses section is fairly standard is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Organizational Expenses from description No org cap is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Organizational Expenses from description No org cap is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Audit from description Yes, as promptly as reasonably possible after each year is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Audit from description Yes, as promptly as reasonably possible after each year is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term Allocation of Profit & Loss - 3.1 from description nan is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":true}	###Human: Determine if the accounting term Allocation of Profit & Loss - 3.1 from description nan is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":true}
###Human: Determine if the accounting term Tax Distributions 4.1(a) from description nan is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Tax Distributions 4.1(a) from description nan is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term "Election by General Partner" - 4.1(d) from description (i)The General Partner may, in its sole discretion, elect to receive less than the full amount of any distribution to which it is otherwise entitled under this Agreement with respect to one or more Limited Partners. (ii) Following one or more elections by the General Partner pursuant to Section 4.1(d)(i), the General Partner may, in its sole discretion, elect to receive an additional portion of any distribution pursuant to Section 4.1(b); provided, however, that in no event shall such additional portion: (A) equal or exceed an amount that, upon payment of such additional portion, would require the General Partner to make a payment under Section 7.3(e) if, immediately following such payment, the Partnership had fully liquidated and the General Partner’s capital contribution obligation calculated in accordance with Section 7.3(e) were fully due and payable; or (B) exceed, with respect to any single distribution to be made pursuant to Section 4.1(b), the lesser of: (x) one-third of the o is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term "Election by General Partner" - 4.1(d) from description (i)The General Partner may, in its sole discretion, elect to receive less than the full amount of any distribution to which it is otherwise entitled under this Agreement with respect to one or more Limited Partners. (ii) Following one or more elections by the General Partner pursuant to Section 4.1(d)(i), the General Partner may, in its sole discretion, elect to receive an additional portion of any distribution pursuant to Section 4.1(b); provided, however, that in no event shall such additional portion: (A) equal or exceed an amount that, upon payment of such additional portion, would require the General Partner to make a payment under Section 7.3(e) if, immediately following such payment, the Partnership had fully liquidated and the General Partner’s capital contribution obligation calculated in accordance with Section 7.3(e) were fully due and payable; or (B) exceed, with respect to any single distribution to be made pursuant to Section 4.1(b), the lesser of: (x) one-third of the o is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term K-1 Timing from description Within 90 days after the close of each Fiscal Year, the Partnership’s accountants shall provide to each Partner the Partnership information relating to such Partner required to be set forth on IRS Form 1065, Schedule K-1. Further, at the request and expense of any Limited Partner, the General Partner shall use reasonable efforts to: (i) provide such Limited Partner with other Partnership information required by such Limited Partner to comply with tax and other reporting obligations of such Limited Partner under applicable law; and (ii) assist such Limited Partner in applying for any available exemption, waiver, reduction or refund of or from taxes relating to such Limited Partner’s interest in the Partnership; provided, however, that in no event shall the General Partner be: (i) required to assist a Limited Partner in taking a tax or other reporting position that is inconsistent with the Partnership’s own reported position; or (ii) required or deemed to provide advice or counsel to a L is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term K-1 Timing from description Within 90 days after the close of each Fiscal Year, the Partnership’s accountants shall provide to each Partner the Partnership information relating to such Partner required to be set forth on IRS Form 1065, Schedule K-1. Further, at the request and expense of any Limited Partner, the General Partner shall use reasonable efforts to: (i) provide such Limited Partner with other Partnership information required by such Limited Partner to comply with tax and other reporting obligations of such Limited Partner under applicable law; and (ii) assist such Limited Partner in applying for any available exemption, waiver, reduction or refund of or from taxes relating to such Limited Partner’s interest in the Partnership; provided, however, that in no event shall the General Partner be: (i) required to assist a Limited Partner in taking a tax or other reporting position that is inconsistent with the Partnership’s own reported position; or (ii) required or deemed to provide advice or counsel to a L is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Reports from description As promptly as is reasonably possible, but in any event within 45 days (though subject to reasonable delays in the event of the late receipt of any necessary financial statements from any Portfolio Company), after the close of each fiscal quarter (other than the final quarter of any Fiscal Year), the General Partner shall provide to each Partner a report (which need not have been audited) briefly summarizing the business activities and financial status of the Partnership, including: (i) the net worth of the Partnership and the value of each Partnership asset as reflected on the Partnership’s books; (ii) the Fair Market Value at the time of distribution of each asset distributed by the Partnership since the last statement containing such information; (iii) the Capital Account balance of such Partner; (iv) a brief description of each new investment made by the Partnership since the last statement containing such information; (v) a brief progress/status report on each of the Partnership’s is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Reports from description As promptly as is reasonably possible, but in any event within 45 days (though subject to reasonable delays in the event of the late receipt of any necessary financial statements from any Portfolio Company), after the close of each fiscal quarter (other than the final quarter of any Fiscal Year), the General Partner shall provide to each Partner a report (which need not have been audited) briefly summarizing the business activities and financial status of the Partnership, including: (i) the net worth of the Partnership and the value of each Partnership asset as reflected on the Partnership’s books; (ii) the Fair Market Value at the time of distribution of each asset distributed by the Partnership since the last statement containing such information; (iii) the Capital Account balance of such Partner; (iv) a brief description of each new investment made by the Partnership since the last statement containing such information; (v) a brief progress/status report on each of the Partnership’s is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term Valuation - 5.10(a), (b), (c) and (d) from description nan is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Valuation - 5.10(a), (b), (c) and (d) from description nan is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Placement Fees/Broker-Dealer from description Are placement fees listed as a permissible fund expense: Yes Reviewer instructions: If above response is "No", leave a comment in the "Reviewer Comments" column that (i) states that we must suggest adding the following language to the Fund's fund expenses provision in order for the fund to accept AL capital: "syndication, private placement fee, or finder’s fees associated with the issuance of interests in the [Partnership // Fund]" and (ii) suggests that the customer consult with their counsel to consider adding a related disclosure to the fund's PPM or Subscription Agreement, as applicable. Is the management fee offset by any such placement fees: Yes Reviewer Instructions: If above response is "Yes", we must request that the provision be changed in order for the fund to accept AL capital. NOTE TO VCA - If there is (1) pushback from the customer on including the language and (2) the vehicle is an SPV, we can drop the request. If the vehicle is a Fund, we need to include the langu is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Placement Fees/Broker-Dealer from description Are placement fees listed as a permissible fund expense: Yes Reviewer instructions: If above response is "No", leave a comment in the "Reviewer Comments" column that (i) states that we must suggest adding the following language to the Fund's fund expenses provision in order for the fund to accept AL capital: "syndication, private placement fee, or finder’s fees associated with the issuance of interests in the [Partnership // Fund]" and (ii) suggests that the customer consult with their counsel to consider adding a related disclosure to the fund's PPM or Subscription Agreement, as applicable. Is the management fee offset by any such placement fees: Yes Reviewer Instructions: If above response is "Yes", we must request that the provision be changed in order for the fund to accept AL capital. NOTE TO VCA - If there is (1) pushback from the customer on including the language and (2) the vehicle is an SPV, we can drop the request. If the vehicle is a Fund, we need to include the langu is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term Exclusion from description (i) Notwithstanding anything to the contrary in this Agreement, the General Partner may exclude a particular Limited Partner from participating in all or any part of an investment if the General Partner determines in its sole discretion that (a) such Limited Partner’s participation (or in the case of an exclusion from part but not all of its participation, the part of its participation in question) in such investment is reasonably likely to cause a material delay, expense, or other adverse effect on the Partnership, any Portfolio Company, or any of their respective Affiliates, including a material increase in the risk or difficulty to the Partnership of consummating such investment; or (b) a reasonable likelihood exists that such Limited Partner’s participation (or in the case of an exclusion from part but not all of its participation, the part of its participation in question) in such investment would cause (x) a violation of, or non-compliance with, any law, regulation, governmental is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}	###Human: Determine if the accounting term Exclusion from description (i) Notwithstanding anything to the contrary in this Agreement, the General Partner may exclude a particular Limited Partner from participating in all or any part of an investment if the General Partner determines in its sole discretion that (a) such Limited Partner’s participation (or in the case of an exclusion from part but not all of its participation, the part of its participation in question) in such investment is reasonably likely to cause a material delay, expense, or other adverse effect on the Partnership, any Portfolio Company, or any of their respective Affiliates, including a material increase in the risk or difficulty to the Partnership of consummating such investment; or (b) a reasonable likelihood exists that such Limited Partner’s participation (or in the case of an exclusion from part but not all of its participation, the part of its participation in question) in such investment would cause (x) a violation of, or non-compliance with, any law, regulation, governmental is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":false,"nonFoundational":true}
###Human: Determine if the accounting term Key Person Event from description During the Investment Period, if any of the Principal(s) has failed to devote sufficient time and effort to satisfy the Principal Time Commitment of Section 5.5(b) (a “Key Person Event”), the General Partner shall promptly provide notice thereof to the Limited Partners. Upon the occurrence of a Key Person Event, a Majority-In-Interest of the Limited Partners may place the Partnership in Limited Operations Mode. Once the Partnership has been placed in Limited Operations Mode pursuant to this Section 5.5(c), the Partnership may be released from such Limited Operations Mode only (x) if such Key Person Event is cured within 90 days; (y) via notice of waiver of such requirement to the General Partner by a 75%-In-Interest of the Limited Partners; or (z) a replacement Principal(s) is approved by the LPAC within 90 days following such Key Person Event, in which event the Investment Period will continue until its termination otherwise in accordance with this Agreement and without further regard is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Key Person Event from description During the Investment Period, if any of the Principal(s) has failed to devote sufficient time and effort to satisfy the Principal Time Commitment of Section 5.5(b) (a “Key Person Event”), the General Partner shall promptly provide notice thereof to the Limited Partners. Upon the occurrence of a Key Person Event, a Majority-In-Interest of the Limited Partners may place the Partnership in Limited Operations Mode. Once the Partnership has been placed in Limited Operations Mode pursuant to this Section 5.5(c), the Partnership may be released from such Limited Operations Mode only (x) if such Key Person Event is cured within 90 days; (y) via notice of waiver of such requirement to the General Partner by a 75%-In-Interest of the Limited Partners; or (z) a replacement Principal(s) is approved by the LPAC within 90 days following such Key Person Event, in which event the Investment Period will continue until its termination otherwise in accordance with this Agreement and without further regard is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term GP Commitment from description equal to at least $250k is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term GP Commitment from description equal to at least $250k is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Management Fee from description 2.5%/year of total capital commitments of all Partners for 4 years. Then each consecutive year after that, it is reduced by 0.5% (i.e., 2.0%, then 1.5%, then 1.0% etc.) is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Management Fee from description 2.5%/year of total capital commitments of all Partners for 4 years. Then each consecutive year after that, it is reduced by 0.5% (i.e., 2.0%, then 1.5%, then 1.0% etc.) is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Management Fee Offset (6.9(d)) from description The Management Fee payable by the Partnership with respect to any Management Fee Year shall be reduced by an amount (such amount being referred to herein as the “Management Fee Offset”) equal to the Partnership’s share of the excess, if any, of (i) the amount of all Transaction Fees received or treated as being received in any year over (ii) the amount of any reimbursable Partnership Expenses or Organizational Expenses incurred by the General Partner, the Investment Manager, the Managing Partners, their Affiliates or any of their respective employees that have not been reimbursed pursuant to the terms of Section 6.5. If at the end of any Management Fee Year there remains any Management Fee Offset that has not been offset against the Management Fee, any such remaining amount shall be offset against the Management Fees payable in the next succeeding Management Fee Year or Management Fee Years such that the remaining Management Fee Offset is eliminated as quickly as possible; provided, ho is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Management Fee Offset (6.9(d)) from description The Management Fee payable by the Partnership with respect to any Management Fee Year shall be reduced by an amount (such amount being referred to herein as the “Management Fee Offset”) equal to the Partnership’s share of the excess, if any, of (i) the amount of all Transaction Fees received or treated as being received in any year over (ii) the amount of any reimbursable Partnership Expenses or Organizational Expenses incurred by the General Partner, the Investment Manager, the Managing Partners, their Affiliates or any of their respective employees that have not been reimbursed pursuant to the terms of Section 6.5. If at the end of any Management Fee Year there remains any Management Fee Offset that has not been offset against the Management Fee, any such remaining amount shall be offset against the Management Fees payable in the next succeeding Management Fee Year or Management Fee Years such that the remaining Management Fee Offset is eliminated as quickly as possible; provided, ho is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Investment Period (aka Commitment Period) from description the earlier of (i) the fourth anniversary of the Initial Closing Date (unless extended for up to one year in the sole discretion of the General Partner) and (ii) the date a Successor Fund begins to accrue a management fee is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Investment Period (aka Commitment Period) from description the earlier of (i) the fourth anniversary of the Initial Closing Date (unless extended for up to one year in the sole discretion of the General Partner) and (ii) the date a Successor Fund begins to accrue a management fee is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Term from description 10 years, with up to two 1-year extensions with majority of LP consent is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Term from description 10 years, with up to two 1-year extensions with majority of LP consent is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Reinvestment of Capital (5.1) from description Notwithstanding the foregoing or any other provision contained herein to the contrary, during the Commitment Period, the General Partner, may reinvest or retain for reinvestment Distributable Proceeds that constitutes profit (and not the return of Capital Commitments); provided, however, without the approval of the Majority of the Limited Partnership Interests, the preceding option to reinvest or retain for reinvestment Distributable Proceeds (i) shall be subject to Section 6.8 in all respects and (ii) shall not result in the Partnership having made cumulative investments with an aggregate Investment Cost in excess of 125% of the aggregate Capital Commitments of the Partners (the “Reinvestment Ceiling”). For purposes of calculating the Reinvestment Ceiling, (i) the reinvestment of proceeds from an investment in a Portfolio Company that is repaid, liquidated or disposed of (other than by conversion into equity but including a distribution in kind) within twelve (12) month of the investm is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}	###Human: Determine if the accounting term Reinvestment of Capital (5.1) from description Notwithstanding the foregoing or any other provision contained herein to the contrary, during the Commitment Period, the General Partner, may reinvest or retain for reinvestment Distributable Proceeds that constitutes profit (and not the return of Capital Commitments); provided, however, without the approval of the Majority of the Limited Partnership Interests, the preceding option to reinvest or retain for reinvestment Distributable Proceeds (i) shall be subject to Section 6.8 in all respects and (ii) shall not result in the Partnership having made cumulative investments with an aggregate Investment Cost in excess of 125% of the aggregate Capital Commitments of the Partners (the “Reinvestment Ceiling”). For purposes of calculating the Reinvestment Ceiling, (i) the reinvestment of proceeds from an investment in a Portfolio Company that is repaid, liquidated or disposed of (other than by conversion into equity but including a distribution in kind) within twelve (12) month of the investm is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":false,"manual":true,"nonFoundational":false}
###Human: Determine if the accounting term Capital Contributions (3.2(d)) from description On the Initial Closing Date, each Partner shall contribute to the Partnership fifty percent (50%) of its total Capital Commitment unless otherwise determined by the General Partner. Thereafter, on the Next Funding Date, except as provided in Section 3.2(e), each Partner agrees to contribute to the Partnership the remaining fifty percent (50%) of its total Capital Commitment when and as called by the General Partner upon at least 10 business days’ notice is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Capital Contributions (3.2(d)) from description On the Initial Closing Date, each Partner shall contribute to the Partnership fifty percent (50%) of its total Capital Commitment unless otherwise determined by the General Partner. Thereafter, on the Next Funding Date, except as provided in Section 3.2(e), each Partner agrees to contribute to the Partnership the remaining fifty percent (50%) of its total Capital Commitment when and as called by the General Partner upon at least 10 business days’ notice is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}
###Human: Determine if the accounting term Distributions - Discretionary (5.2) from description (a) All distributions of Distributable Proceeds shall be distributed among the Partners in the following order and priority: (i) first, among all Partners in proportion to their respective Capital Percentages until each Partner has received cumulative distributions of Distributable Proceeds pursuant to this Section 5.2(a)(i) and Section 5.2(b) equal to its aggregate Capital Contributions; and (ii) thereafter, (x) 20% to the General Partner and (y) 80% to all Partners in proportion to their respective Capital Percentages. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values.	###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}	###Human: Determine if the accounting term Distributions - Discretionary (5.2) from description (a) All distributions of Distributable Proceeds shall be distributed among the Partners in the following order and priority: (i) first, among all Partners in proportion to their respective Capital Percentages until each Partner has received cumulative distributions of Distributable Proceeds pursuant to this Section 5.2(a)(i) and Section 5.2(b) equal to its aggregate Capital Contributions; and (ii) thereafter, (x) 20% to the General Partner and (y) 80% to all Partners in proportion to their respective Capital Percentages. is Foundational, Manual, or Non-Foundational and add a comment if appropriate. Output data as a minified JSON with boolean values. ###Assistant: {"foundational":true,"manual":false,"nonFoundational":false}