0001144204-17-044447 Sample Contracts

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INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • August 21st, 2017 • CPG Vintage Access Fund, LLC • New York

AGREEMENT made as of July 21, 2017, as revised August 16, 2017, between CPG VINTAGE ACCESS FUND, LLC (the "Fund"), a Delaware limited liability company, and CENTRAL PARK advisErS, llc (the "Adviser"), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940, as amended.

ESCROW AGREEMENT
Escrow Agreement • August 21st, 2017 • CPG Vintage Access Fund, LLC • Missouri

This ESCROW AGREEMENT (the “Agreement”) is made and entered into this ___ day of ________, 2017, by and between CPG Vintage Access Fund, LLC, a Delaware limited liability company (the “Fund”), UMB Fund Services, Inc., as recordkeeper (“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”).

CENTRAL PARK ADVISERS, LLC 805 Third Avenue New York, New York 10022
Organizational Expenses Limitation and Reimbursement Agreement • August 21st, 2017 • CPG Vintage Access Fund, LLC

Central Park Advisers, LLC (the "Adviser"), intending to be legally bound, hereby confirms its agreement as follows in respect of CPG Vintage Access Fund, LLC (the "Fund"):

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