0001144204-11-007605 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • February 11th, 2011 • Feg Absolute Access Tei Fund LLC

This agreement made as of the date first set forth above among UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter "Custodian"), FEG Investors, LLC, a Delaware limited liability company, FEG ABSOLUTE ACCESS TEI FUND LLC (the “TEI Fund”) and the FEG ABSOLUTE ACCESS TEI FUND LDC (the “Offshore Fund”)(each of the TEI Fund and the Offshore Fund may be referred to herein as a “Fund” and, collectively, as the “Funds”).

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FEG ABSOLUTE ACCESS TEI FUND LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENT
Limited Liability Company Operating Agreement • February 11th, 2011 • Feg Absolute Access Tei Fund LLC • Delaware

THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT of FEG Absolute Access TEI Fund LLC (the “Company”) is made effective as of February 8, 2011 by and among each Director, whether a signatory hereto or who otherwise agrees to be bound by the terms hereof and serve as Director, the Investment Manager as “Organizational Member”, and each person hereinafter admitted to the Company and reflected on the books of the Company as a Member.

ESCROW AGREEMENT
Escrow Agreement • February 11th, 2011 • Feg Absolute Access Tei Fund LLC • Missouri

This ESCROW AGREEMENT (the “Agreement”) is made and entered into this __ day of _________, 20__, by and between FEG ABSOLUTE ACCESS TEI FUND LLC a Delaware limited liability company (the “Fund”), UMB Fund Services, Inc., as record keeper (“UMBFS”) and UMB Bank, n.a., a national banking association organized and existing under the laws of the United States of America, as escrow agent (the “Escrow Agent”).

ADMINISTRATION, FUND ACCOUNTING AND RECORDKEEPING AGREEMENT
Administration, Fund Accounting and Recordkeeping Agreement • February 11th, 2011 • Feg Absolute Access Tei Fund LLC • Wisconsin

THIS AMENDED AND RESTATED AGREEMENT (the “Agreement”) is made as of this __ day of _____, 20__ (the “Effective Date”), by and between FEG ABSOLUTE ACCESS TEI FUND LLC, a Delaware limited liability company (the “Fund”), and UMB Fund Services, Inc., a Wisconsin corporation (the “Administrator”).

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