INVESTMENT MANAGEMENT AGREEMENT THE ENDOWMENT PMF MASTER FUND, L.P.Investment Management Agreement • February 20th, 2014 • Endowment PMF Master Fund, L.P. • Delaware
THIS INVESTMENT MANAGEMENT AGREEMENT (“Agreement”) is made as of February 12, 2014, by and among The Endowment PMF Master Fund, L.P., a Delaware limited partnership (the “Fund”), Endowment Advisers, L.P., a Delaware limited partnership (the “Adviser”) and The Endowment Fund GP, L.P., a Delaware limited partnership (the “General Partner”).
FORM OF ADMINISTRATION AGREEMENTAdministration Agreement • February 20th, 2014 • Endowment PMF Master Fund, L.P. • Ohio
AGREEMENT made as of the [ ] day of January, 2014, between CITI FUND SERVICES OHIO, INC., (“Citi”), a Delaware corporation having its principal place of business at 3435 Stelzer Road, Columbus, Ohio 43219, and each entity that has executed this Agreement, as listed on Schedule A hereto (each, the “Fund”), each of which has its principal place of business or registered office, as applicable, at the relevant address set forth on Schedule A hereto (the “Agreement”). This Agreement shall be considered a separate agreement between Citi and each Fund, and references to “the Fund”, etc., shall refer to each Fund separately. No Fund shall be liable for the obligations of, nor entitled to the benefits of, any other Fund under this Agreement.
CUSTODIAL SERVICES AGREEMENTCustodial Services Agreement • February 20th, 2014 • Endowment PMF Master Fund, L.P.
THIS GLOBAL CUSTODIAL SERVICES AGREEMENT is made as of , 2014, individually, by and among The Endowment PMF Master Fund, L.P., located at 4265 San Felipe, Houston, TX 77027 (the “Client”), and Citibank, N.A. acting through its offices in New York (the “Custodian”).
THE ENDOWMENT PMF MASTER FUND, L.P. AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP Dated as of February 18, 2014Agreement of Limited Partnership • February 20th, 2014 • Endowment PMF Master Fund, L.P. • Delaware
THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (the “Agreement”) of THE ENDOWMENT PMF MASTER FUND, L.P., a Delaware limited partnership (the “Partnership”), dated as of Febraury 18, 2014 by and among THE ENDOWMENT FUND GP, L.P., a Delaware limited partnership, as General Partner (as defined herein), and those Persons who execute this Agreement and whose names are reflected on the books and records of the Partnership as Limited Partners (as defined herein).
ENDOWMENT ADVISERS, L.P.Expense Limitation Agreement • February 20th, 2014 • Endowment PMF Master Fund, L.P.
With reference to the Investment Management Agreement entered into by Endowment Advisers, L.P. (the “Adviser”) and The Endowment PMF Master Fund, L.P. (the “Master Fund”) approved by the Fund’s Board of Directors on February 12, 2014, we hereby notify you as follows:
