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Fees and economics

Distribution waterfall

The order in which a fund's proceeds are paid out to LPs and the GP.

In a whole-fund waterfall, sometimes called European, LPs get all their contributions plus the hurdle back before the GP takes carry. In a deal-by-deal waterfall, sometimes called American, the GP can take carry earlier on each realised investment, which is why clawbacks matter.

Why it matters when you raise
Most LPs prefer a whole-fund waterfall, and moving away from it usually costs you in negotiation.
Related terms
Carried interestClawbackHurdle rateCatch-up
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