May

    Understanding Joint Venture Waterfalls and Clawbacks

    1 PM EDT

    The term “waterfall” is used in partnership agreements, limited liability company agreements and real estate funds (which can be either partnerships or LLCs) to define the manner in which distributions flow from the investment to the limited partners/members, and dictate the terms of the sponsor’s incentive fee.

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    Agreements also frequently include “clawback” provisions that may come into effect when things don’t go as planned. There are many different structures and variations for defining waterfalls and clawbacks, each leading to different economic consequences for limited partners/members. It is important to understand how these mechanisms work, as an unfavorable waterfall can tilt risk towards the limited partners/members. We will cover different waterfall structures, demonstrate how variations in the structure can alter the economic results, and delve into related waterfall and clawback terms that can impact the overall economic deal.

    The ABA will seek 1.5 hours of CLE credit in 60-minute states and 1.8 hours of CLE credit for this program in 50- minute states. Credit hours are estimated and are subject to each state's approval and credit rounding rules. Please visit americanbar.org/mcle for general information on CLE at the ABA.

    Event Details

    Duration

    90

    Format

    Web

    Date

    May 05, 2021

    2021-05-05T13:00:00-04:00 2021-05-05T14:30:00-04:00 Understanding Joint Venture Waterfalls and Clawbacks

    The term “waterfall” is used in partnership agreements, limited liability company agreements and real estate funds (which can be either partnerships or LLCs) to define the manner in which distributions flow from the investment to the limited partners/members, and dictate the terms of the sponsor’s incentive fee.

    Speakers

    Barbara Gregoratos

    Jones Day

    Jessica Panza

    Jones Day

    Teresa Maloney

    Jones Day

    Sponsors

    Section of Real Property, Trust and Estate Law

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