0001193125-20-184174 Sample Contracts

CUSTODY AGREEMENT Dated , 2020 Between UMB BANK, N.A. and PRIMARK PRIVATE EQUITY FUND
Custody Agreement • June 30th, 2020 • Primark Private Equity Fund

This agreement made as of the date first set forth above between UMB Bank, n.a., a national banking association with its principal place of business located in Kansas City, Missouri (hereinafter “Custodian”) and Primark Private Equity Fund, a Delaware statutory trust (the “Fund”).

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Agreement and Declaration of Trust of Primark Private Equity Fund a Delaware Statutory Trust Principal Place of Business: 205 Detroit Street 2nd Floor Denver CO 80205
Trust Agreement • June 30th, 2020 • Primark Private Equity Fund • Delaware

THIS AGREEMENT AND DECLARATION OF TRUST is made as of June 15, 2020 for the purpose of governing the Delaware statutory trust in accordance with the provisions hereinafter set forth.

DISTRIBUTION AGREEMENT
Distribution Agreement • June 30th, 2020 • Primark Private Equity Fund • Delaware

THIS AGREEMENT is made and entered into as of this day of , 2020, by and between Primark Private Equity Fund, a Delaware statutory trust (the “Fund”) and Foreside Financial Services, LLC, a Delaware limited liability company (the “Distributor”).

RULE 17f -5 DELEGATION AGREEMENT
Delegation Agreement • June 30th, 2020 • Primark Private Equity Fund • Missouri

By its execution of this Delegation Agreement by and between UMB Bank, n.a. (the Custodian), a national banking association, with its principal office in Kansas City, Missouri, and each of the registered investment companies (on behalf of any series thereof, if applicable) listed on the Appendix to this Agreement, together with such additional companies as shall be made parties to this Agreement by the execution of a revised Appendix to this Agreement (such companies, and any series thereof, are referred to individually as a “Fund” and, collectively, as the “Funds”), the Funds hereby direct the Custodian to appoint Brown Brothers Harriman & Co., a limited partnership formed under the laws of the State of New York, as the Approved Foreign Custody Manager (the Delegate) under the terms of the Custody Agreement between the Funds and the Custodian to perform certain functions with respect to the custody of the Funds’ Assets (as defined in Section 13 of this Delegation Agreement) outside th

CONSULTING AGREEMENT
Consulting Agreement • June 30th, 2020 • Primark Private Equity Fund • Nebraska

THIS CONSULTING AGREEMENT (this “Agreement”) dated [Date] (the “Effective Date”), is entered into by and between PRIMARK PRIVATE EQUITY FUND, a Delaware statutory trust having its office and principal place of business at 205 Detroit Street, Suite 200, Denver, Colorado 80206 (the “Fund”), and NORTHERN LIGHTS COMPLIANCE SERVICES, LLC, a Nebraska limited liability company having its office and principal place of business at 4221 North 203rd Street, Suite 100, Elkhorn, Nebraska 68022 (“NLCS”).

PRIVATE PLACEMENT AGENT AGREEMENT
Private Placement Agent Agreement • June 30th, 2020 • Primark Private Equity Fund • Delaware

THIS AGREEMENT made as of the day of 201 , by and among the (the “Fund”), [ADVISER] a [STATE] [Corporation, LLC], the investment adviser to the Funds with its principal office and place of business at (the “Investment Adviser”), and Foreside Fund Services, LLC, a Delaware limited liability company, with its principal office and place of business at Three Canal Plaza, Suite 100, Portland, Maine 04101 (“Placement Agent”).

FORESIDE FINANCIAL SERVICES, LLC DEALER AGREEMENT
Dealer Agreement • June 30th, 2020 • Primark Private Equity Fund • Delaware

As the distributor of the shares of beneficial interest (“Shares”) of (the “Fund”), Foreside Financial Services, LLC (“Distributor”) hereby invites you to participate in the selling group on the following terms and conditions. In this agreement, the terms “we,” “us,” and similar words refer to the Distributor, and the terms “you,” “your,” and similar words and “Dealer” refer to the dealer executing this agreement, including its “associated persons,” as such term is defined under applicable rules of the Financial Industry Regulatory Authority (“FINRA”).

PRIMARK PRIVATE EQUITY FUND INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • June 30th, 2020 • Primark Private Equity Fund • Delaware

AGREEMENT made this [●] day of [●], 2020 by and between PRIMARK PRIVATE EQUITY FUND, a Delaware statutory trust (the “Fund”), and PRIMARK ADVISORS LLC, a Delaware limited liability company (the “Adviser”).

SERVICES AGREEMENT
Services Agreement • June 30th, 2020 • Primark Private Equity Fund • Colorado

THIS SERVICES AGREEMENT (the “Agreement”) is made effective as of [ ], 2020, between PINE Advisor Solutions, LLC, (“PINE”), and Primark Private Equity Fund (the “Client”).

MASTER SERVICES AGREEMENT
Master Services Agreement • June 30th, 2020 • Primark Private Equity Fund • Ohio

This Master Services Agreement (this “Agreement”), dated [Date], is between Primark Private Equity Fund (the “Trust”), a Delaware statutory trust, and Ultimus Fund Solutions, LLC (“Ultimus”), a limited liability company organized under the laws of the state of Ohio.

EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • June 30th, 2020 • Primark Private Equity Fund

THIS AGREEMENT dated as of [●], 2020, is made and entered into by and between PRIMARK PRIVATE EQUITY FUND, a Delaware statutory trust (the “Fund”), and PRIMARK ADVISORS LLC, a Delaware limited liability company (the “Adviser”).

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