Bay Area Business Lawyers | Primum Law

June 12, 2026

Change-in-Control Provisions

How Do Change-in-Control Provisions Affect Employees During an Acquisition?

How Do Change-in-Control Provisions Affect Employees During an Acquisition? Your company is in acquisition discussions. The buyer’s legal team is reviewing employment agreements, equity grants, and executive compensation plans. During diligence, they identify an issue: several members of your leadership team have single-trigger acceleration provisions. Suddenly, a clause that seemed harmless when it was signed […]

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Zombie Fund

What Is a Zombie Fund and What Rights Do Limited Partners Have When a Fund Stops Investing?

What Is a Zombie Fund and What Rights Do Limited Partners Have When a Fund Stops Investing? You invested in a venture fund expecting a fairly predictable lifecycle. The General Partner (GP) would deploy capital, support portfolio companies, pursue exits, distribute proceeds, and eventually wind down the fund. Years later, the fund is still operating.

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Distribution Waterfall

What Is a Distribution Waterfall in a Venture Fund and How Does It Affect My Returns?

What Is a Distribution Waterfall in a Venture Fund and How Does It Affect My Returns? You invested in a venture fund several years ago. One of the portfolio companies just announced a successful exit. Headlines are positive, the valuation looks impressive, and you start expecting a meaningful distribution. Then the distribution arrives. The payment

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