Although nearly all LPs ask for co‑investment rights, not all of them have the resources and expertise to participate in co‑investments in a timely manner. Therefore, GPs that anticipate offering multiple co‑investment opportunities must include certain co‑investment rights and carveouts in their main fund documentation to ensure they can move quickly and efficiently when securing deals with co‑investment components, especially in competitive auction scenarios. This first article in a two-part series explores provisions related to co‑investment programs that sponsors should include in their main commingled funds’ limited partnership agreements and their side letters with fund LPs, including GPs’ need to preserve flexibility in when and how to offer co‑investments. The second article will discuss operative provisions of note in co‑investment vehicle fund documents, including fees, expenses, follow-on investments and LP information rights. See our two-part series on co‑investments: “Investment Vehicles, Investor Rights and Restrictive Covenants” (Jun. 18, 2019); and “Regulatory Risks and Important Tax Considerations” (Jun. 25, 2019).