0000947871-07-000986 Sample Contracts

TRANSFER AGENT SERVICING AGREEMENT
Transfer Agent Servicing Agreement • July 19th, 2007 • Cadogan Opportunistic Alternatives Fund, LLC • Wisconsin
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FUND ADMINISTRATION SERVICING AGREEMENT
Fund Administration Servicing Agreement • July 19th, 2007 • Cadogan Opportunistic Alternatives Fund, LLC • Wisconsin

THIS AGREEMENT is made and entered into this _____ day of _________, 2007, by and between CADOGAN OPPORTUNISTIC ALTERNATIVES FUND, LLC, a Delaware limited liability company (the “Fund”) and U.S. BANCORP FUND SERVICES, LLC, a Wisconsin limited liability company (“USBFS”).

CLOSED-END FUND CUSTODY AGREEMENT
Closed-End Fund • July 19th, 2007 • Cadogan Opportunistic Alternatives Fund, LLC • Ohio
ACCOUNTING SERVICING AGREEMENT
Accounting Servicing Agreement • July 19th, 2007 • Cadogan Opportunistic Alternatives Fund, LLC • Wisconsin
INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • July 19th, 2007 • Cadogan Opportunistic Alternatives Fund, LLC • New York

This INVESTMENT ADVISORY AGREEMENT (“Agreement”) is made this 16th day of August, 2006, by and between Cadogan Alternative Strategies II, LLC, a Delaware limited liability company (the “Company”), and Cadogan Management, LLC, a Delaware limited liability company (the “Adviser”).

CADOGAN OPPORTUNISTIC ALTERNATIVES FUND, LLC (A DELAWARE LIMITED LIABILITY COMPANY) LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • July 19th, 2007 • Cadogan Opportunistic Alternatives Fund, LLC • Delaware

THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of CADOGAN OPPORTUNISTIC ALTERNATIVES FUND, LLC (the “Company”) is amended and restated as of July 17, 2007, to become effective upon the effective date of the Subchapter M Transition (as defined herein).

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