FORM OF AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST of AXXES PRIVATE MARKETS FUND a Delaware Statutory TrustAgreement and Declaration of Trust • September 1st, 2023 • Axxes Private Markets Fund
WHEREAS, this Trust is a Delaware statutory trust formed pursuant to a Certificate of Trust filed with the Secretary of the State of Delaware on July 14, 2022, as it may be amended from time to time, and the entering into of an Agreement and Declaration of Trust, dated as of July 14, 2022, which Agreement and Declaration of Trust is hereby amended and restated in its entirety;
CUSTODY AGREEMENTCustody Agreement • January 17th, 2024 • Axxes Private Markets Fund • New York
THIS AGREEMENT is made and entered into as of the last date on the signature page, by and between AXXES PRIVATE MARKETS FUND (and any successor or permitted assign), a Delaware statutory trust, (the “Fund”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).
AXXES PRIVATE MARKETS FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of April 8, 2024Agreement and Declaration of Trust • April 9th, 2024 • Axxes Private Markets Fund
WHEREAS, this Trust is authorized to issue an unlimited number of its shares of beneficial interest all in accordance with the provisions hereinafter set forth;
DISTRIBUTION AGREEMENTDistribution Agreement • February 27th, 2024 • Axxes Private Markets Fund • Ohio
This Distribution Agreement (this “Agreement”), dated January 2, 2024, is made by and among Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), Axxes Capital Inc., a Delaware corporation (the “Advisor”), and Ultimus Fund Distributors, LLC, a limited liability company organized under the laws of the state of Ohio (“Distributor”).
SELLING AGREEMENTSelling Agreement • August 14th, 2024 • Axxes Private Markets Fund • Nebraska
Ultimus Fund Distributors, LLC (the “Distributor”) serves as the principal underwriter of Axxes Private Markets Fund (the “Fund”) a closed-end investment company, shares of which are distributed by Distributor at their respective net asset values plus sales charges as applicable, pursuant to a written agreement (the “Distribution Agreement”). Distributor invites you (the “Company”) to participate as a non-exclusive agent in the distribution of shares of the Fund that are covered under the Distribution Agreement upon the following terms and conditions:
INVESTMENT ADVISORY AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLCInvestment Advisory Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York
This Investment Advisory Agreement, dated as of April 8, 2024 (this “Agreement”), is made between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Advisor”).
ADMINISTRATION AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES CAPITAL INC.Administration Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York
This Administration Agreement, dated as of January 2, 2024 (this “Agreement”), is made between AXXES PRIVATE MARKETS FUND, a Delaware statutory trust (the “Fund”), and AXXES CAPITAL INC., a Delaware corporation (the “Administrator”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of April 8, 2024 (the “Effective Date”) by and between Axxes Capital Inc., a Delaware corporation (the “Licensor”), and Axxes Private Markets Fund, a Delaware statutory trust (the “Licensee”) (each a “party,” and collectively, the “parties”).
SUB-ADMINISTRATION SERVICES AGREEMENTSub-Administration Services Agreement • February 27th, 2024 • Axxes Private Markets Fund • Ohio
This Sub-Administration Agreement (this “Agreement”), effective January 2, 2024, is between Axxes Capital Inc., a Delaware corporation (the “Administrator”) and Ultimus Fund Solutions, LLC (“Ultimus”), a limited liability company organized under the laws of the state of Ohio.
TRANSFER AGENT SERVICES AGREEMENTTransfer Agent Services Agreement • February 27th, 2024 • Axxes Private Markets Fund • Ohio
This Transfer Agent Services Agreement (this “Agreement”), effective 1.2.2024, is between Axxes Private Markets Fund (the “Fund”), a Delaware statutory trust, and Ultimus Fund Solutions, LLC (“Ultimus”), a limited liability company organized under the laws of the state of Ohio.
FIRST AMENDMENT TO THE CUSTODY AGREEMENTCustody Agreement • January 17th, 2024 • Axxes Private Markets Fund
THIS FIRST AMENDMENT, effective as of the last date on the signature block, to the Custody Agreement dated as of November 8, 2022 (the "Agreement"), is entered into by and between AXXES PRIVATE MARKETS FUND (and any successor or permitted assign), a Delaware statutory trust (the "Fund"), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the "Custodian").
AXXES PRIVATE MARKETS FUND SUBSCRIPTION AGREEMENT FOR SEED CAPITALSubscription Agreement • April 9th, 2024 • Axxes Private Markets Fund
This Subscription Agreement for Seed Capital (the “Agreement”) is made as of the 7th day of February, 2024 between Axxes Investments LLC (“Investor”), and Axxes Private Markets Fund (the “Fund”), a Delaware statutory trust.
EXPENSE REIMBURSEMENT AGREEMENTExpense Reimbursement Agreement • April 9th, 2024 • Axxes Private Markets Fund
This Expense Reimbursement Agreement (the “Agreement”) is made this 7th day of February, 2024, by and between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Adviser”).
FORM OF EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLCExpense Limitation and Reimbursement Agreement • November 20th, 2023 • Axxes Private Markets Fund • New York
This Expense Limitation and Reimbursement Agreement (the “Agreement”) is effective as of this [●] day of [●], 2023, by and between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Advisor”).
EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLCExpense Limitation and Reimbursement Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York
This Expense Limitation and Reimbursement Agreement (the “Agreement”) is effective as of this 8th day of April, 2024, by and between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Advisor”).
