SUB-ADVISORY AGREEMENTSub-Advisory Agreement • March 10th, 2004 • Endowment Master Fund L P • Delaware
AGREEMENT dated as of February 11, 2004 between Endowment Advisers, L.P., a Delaware limited partnership having its principal place of business in Texas (herein called the "Adviser"), The Endowment Fund GP, L.P., a Delaware limited partnership having its principal place of business in Texas (as the general partner of the Adviser, and referred to herein as the "General Partner") and Willingham Asset Management Inc., a U.S. Corporation with its principal place of business in Texas (herein called the "Sub-Adviser").
INVESTMENT MANAGEMENT AGREEMENT THE ENDOWMENT MASTER FUND, L.P. THE ENDOWMENT REGISTERED FUND, L.P.Investment Management Agreement • March 10th, 2004 • Endowment Master Fund L P • Delaware
AGREEMENT, made as of March 9, 2004 between The Endowment Registered Fund, L.P., a Delaware limited partnership (the "Feeder Fund"), The Endowment Master Fund, L.P. , a Delaware limited partnership (the "Master Fund") (each a "Fund," and together the "Funds"), Endowment Advisers, L.P., a Delaware limited partnership (the "Adviser") and The Endowment Fund GP, L.P. , a Delaware limited partnership (the "General Partner").
DATED OCTOBER 30, 2003 ADDENDUM TO THE ADMINISTRATION AGREEMENT DATED MARCH 17, 2003 Between: THE ENDOWMENT (OFFSHORE) FUND, LTD. THE ENDOWMENT FUND L.P. THE ENDOWMENT (DOMESTIC) FUND L.P. THE ENDOWMENT (EXEMPT) FUND I, L.P. THE ENDOWMENT (EXEMPT)...Administration Agreement • March 10th, 2004 • Endowment Master Fund L P
By: (1) THE ENDOWMENT REGISTERED FUND L.P., a Delaware limited partnership having its principal office at 4265 San Felipe, Suite 740, Houston, Texas 77027 (the "Additional Parallel Fund");
THE ENDOWMENT MASTER FUND, L.P. Second Amended and Restated Agreement of Limited Partnership Dated as of February 23, 2004Endowment Master • March 10th, 2004 • Endowment Master Fund L P • Delaware
FORM OF CUSTODY AGREEMENTForm of Custody Agreement • March 10th, 2004 • Endowment Master Fund L P • New York
AGREEMENT, dated as of March __, 2004 by and between THE ENDOWMENT MASTER FUND, L.P. (the "Master Fund"), a limited partnership organized and existing under the laws of the State of Delaware, and CUSTODIAL TRUST COMPANY, a bank organized and existing under the laws of the State of New Jersey (the "Custodian").
