SCS Hedged Opportunities (TE) Fund, LLC Sample Contracts

PRIVATE INVESTMENT COMPANY CUSTODIAN AGREEMENT
Custodian Agreement • October 1st, 2010 • SCS Hedged Opportunities (TE) Fund, LLC • Delaware
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AMENDED AND RESTATED SERVICING AGREEMENT
Servicing Agreement • October 1st, 2010 • SCS Hedged Opportunities (TE) Fund, LLC • Delaware

THIS AMENDED AND RESTATED AGREEMENT is made and entered into as of this 24th day of September 2010, by and among SCS HEDGED OPPORTUNITIES FUND, LLC, a Delaware limited liability company (the “Taxable Feeder Fund”), SCS HEDGED OPPORTUNITIES (TE) FUND, LLC, a Delaware limited liability company (the “Tax-Exempt Feeder Fund”), SCS HEDGED OPPORTUNITIES FUND, LDC, a Cayman Islands exempted limited duration company (the “Cayman Blocker”), SCS HEDGED OPPORTUNITIES MASTER FUND, LLC, a Delaware limited liability company (the “Master Fund”), SCS CAPITAL MANAGEMENT, LLC, a Delaware limited liability company (the “Adviser”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”). The Taxable Feeder Fund, the Tax-Exempt Feeder Fund, the Cayman Blocker and the Master Fund are sometimes referred to herein individually as a “Fund” and collectively as the “Funds”.

Amended Expense Limitation Agreement
Expense Limitation Agreement • October 1st, 2010 • SCS Hedged Opportunities (TE) Fund, LLC • Delaware

THIS AMENDED EXPENSE LIMITATION AGREEMENT, made as of this 30th day of September, 2010, by and among SCS Capital Management, LLC, a Delaware limited liability company (the “Adviser”), SCS Hedged Opportunities Fund, LLC; SCS Hedged Opportunities (TE) Fund, LLC and SCS Hedged Opportunities Master Fund, LLC (each a “Fund” and together, the “Funds”) amends and replaces the Expense Limitation Agreement dated 4th day of June, 2010.

INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • October 1st, 2010 • SCS Hedged Opportunities (TE) Fund, LLC • Delaware

AGREEMENT made as of this 30th day of September, 2010, by and between the SCS Hedged Opportunities (TE) Fund, LLC, a Delaware limited liability company (the “Fund”) and SCS Capital Management, LLC, a Delaware limited liability company (the “Adviser”).

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