Yes. The provisions that matter most later are often the ones that govern **exceptions, edge cases, and operations**:
- **Key person / removal / LPAC**: must be objective and workable under stress
- **Investment mandate + concentration limits**: too narrow creates strategy drift issues; too broad scares LPs
- **Fund term, extensions, follow-ons, recycling**: often underestimated, then revisited as reserves and exits evolve
- **Management fee base / step-down / offsets**: small drafting differences create recurring disputes
- **Capital call mechanics + default remedies**: critical once real LP administration begins
- **Reporting, valuation, audit rights**: become very important as institutional LPs join
- **Side letters / MFN tracking**: minor at first, major operational burden later
- **Clawback / distribution waterfall**: easy to ignore early, painful later
Big rule: align the LPA with how the fund will actually operate.
References:
-
https://decilegroup.com/articles/lpa-template-for-vc-funds
- https://decilehub.com/base/1-general_questions/163623-when-lps-are-reviewing-an-lpa-what-are-the-terms-they-tend-to-pay-the-most-attention-to-or-negotiate-the-hardest