Partners Group Private Equity (Master Fund), LLC Sample Contracts
DISTRIBUTION AGREEMENTDistribution Agreement • October 4th, 2019 • Partners Group Private Equity (Master Fund), LLC • Delaware
THIS AGREEMENT is made and entered into as of [ ] by and between Partners Group Private Equity (Master Fund), LLC (the “Fund”) and Foreside Fund Services, LLC, a Delaware limited liability company, with its principal office and place of business at Three Canal Plaza, Suite 100, Portland, ME 04101 (the “Distributor”).
Standard Contracts
SECOND AMENDED AND RESTATED PRIVATE PLACEMENT AGENT AGREEMENTPrivate Placement Agent Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC • Delaware
THIS AGREEMENT is made as of the 1st day of January 2017 (this “Agreement”), by and between Partners Group Private Equity (Master Fund), LLC, a Delaware limited liability company (the “Fund”) and Foreside Fund Services, LLC, a Delaware limited liability company, with its principal office and place of business at Three Canal Plaza, Portland, Maine 04101 (“Foreside” or the “Placement Agent”).
PARTNERS GROUP PRIVATE EQUITY (MASTER FUND), LLC LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • February 27th, 2009 • Partners Group Private Equity (Master Fund), LLC • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT of Partners Group Private Equity (Master Fund), LLC (the “Fund”) is dated and effective as of ___, 2009 by and among Partners Group (USA) Inc., each member of the Board of Managers of the Fund, and each person hereinafter admitted to the Fund and reflected on the books of the Fund as a Member.
SECOND AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENTInvestment Management Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC • New York
THIS AGREEMENT (this “Agreement”) is made as of the 31st day of December, 2016, by and between Partners Group Private Equity (Master Fund), LLC, a Delaware limited liability company (the “Fund”), and Partners Group (USA) Inc., a Delaware corporation (the “Adviser”).
PARTNERS GROUP PRIVATE EQUITY (MASTER FUND), LLC THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • June 28th, 2024 • Partners Group Private Equity (Master Fund), LLC • Delaware
THIS THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Partners Group Private Equity (Master Fund), LLC (the “Fund”) is dated and effective as of _______________, 202_ by and among the Fund, Partners Group (USA) Inc., each current Shareholder of the Fund, and each person hereinafter admitted to the Fund and reflected on the books of the Fund as a Shareholder (collectively, the “Parties”).
TRANSFER AGENCY AND SERVICE AGREEMENTTransfer Agency and Service Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC • Massachusetts
This Transfer Agency and Service Agreement (“Agreement”) dated and effective as of April 1, 2016, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Transfer Agent”), and each entity identified on Schedule A hereto, as amended from time to time, (each, a “Company” and collectively, the “Companies”).
ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENTAdministration, Fund Accounting and Recordkeeping Agreement • February 27th, 2009 • Partners Group Private Equity (Master Fund), LLC • Delaware
THIS AGREEMENT is made as of this ___ day of , 2008 (the “Effective Date”), by and between Partners Group Private Equity (Master Fund), LLC, a Delaware limited liability company (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).
CUSTODY AGREEMENT Dated , 2009 Between UMB BANK, N.A. and PARTNERS GROUP PRIVATE EQUITY, LLCCustody Agreement • February 27th, 2009 • Partners Group Private Equity (Master Fund), LLC
This agreement made as of this day of , 2009, between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter the “Custodian”), and each of the Funds listed on Appendix B hereof, together with such additional Funds which shall be made parties to this Agreement by the execution of Appendix B hereto (individually, a “Fund” and collectively, the “Funds”).
AMENDED AND RESTATED MASTER ADMINISTRATION AGREEMENTMaster Administration Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC • Massachusetts
This Amended and Restated Administration Agreement (this “Agreement”) dated and effective as of January 1, 2017, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and each Delaware limited liability company listed on Schedule A attached hereto (each a “Company,” and collectively the “Companies”).
PRIOR TO INVESTING IN THE FUND, ALL SUBSCRIBERS MUST CAREFULLY READ THE FUND’S CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM AND THE FUND’S LIMITED LIABILITY COMPANY AGREEMENT ATTACHED THERETO. AN INVESTMENT IN THE FUND INVOLVES RISKS AND CONFLICT AS...Subscription Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC
Thank you for your interest in Partners Group Private Equity (Master Fund), LLC (the “Fund”). Below is a checklist of the steps to be completed in connection with this Subscription Agreement. If you have any questions in relation to the completion of this Subscription Agreement, please contact the Fund at 1-877-748-7209.
JOINT FILING AGREEMENTJoint Filing Agreement • October 22nd, 2021 • Partners Group Private Equity (Master Fund), LLC • Services-membership sports & recreation clubs
The undersigned hereby agree that the statement on Schedule 13D to which this Agreement is annexed as Exhibit 1, and any amendments thereto, is and will be filed on behalf of each of them in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENTExpense Limitation and Reimbursement Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC • Delaware
AGREEMENT made as of the 1st day of January, 2017 by and among Partners Group Private Equity (Master Fund), LLC, a Delaware limited liability company (the “Fund”) and Partners Group (USA) Inc., a Delaware corporation (“Partners Group”):
Master Custodian AgreementMaster Custodian Agreement • December 30th, 2016 • Partners Group Private Equity (Master Fund), LLC • Massachusetts
This Agreement is made as of April 1, 2016 (this “Agreement”), between each registered management investment company identified on Appendix A and each management investment company which becomes a party to this Agreement in accordance with the terms hereof (in each case, a “Fund”), including, if applicable, each series of the Fund identified on Appendix A and each series which becomes a party to this Agreement in accordance with the terms hereof, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).
FORM OF DISTRIBUTION AGREEMENTDistribution Agreement • June 28th, 2024 • Partners Group Private Equity (Master Fund), LLC • Delaware
Equity (Master Fund), LLC (the “Fund”) and Foreside Fund Services, LLC, a Delaware limited liability company, with its principal office and place of business at Three Canal Plaza, Suite 100, Portland, ME 04101 (the “Distributor”).
