0001213900-23-088826 Sample Contracts

AXXES PRIVATE MARKETS FUND FORM OF AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of [●], 2023
Agreement and Declaration of Trust • November 20th, 2023 • Axxes Private Markets Fund

WHEREAS, this Trust is authorized to issue an unlimited number of its shares of beneficial interest all in accordance with the provisions hereinafter set forth;

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FORM OF INVESTMENT ADVISORY AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLC
Investment Advisory Agreement • November 20th, 2023 • Axxes Private Markets Fund • New York

This Investment Advisory Agreement, dated as of [●], 2023 (this “Agreement”), is made between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Advisor”).

FORM OF ADMINISTRATION AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES CAPITAL INC.
Administration Agreement • November 20th, 2023 • Axxes Private Markets Fund • New York

This Administration Agreement, dated as of [●], 2023 (this “Agreement”), is made between AXXES PRIVATE MARKETS FUND, a Delaware statutory trust (the “Fund”), and AXXES CAPITAL INC., a Delaware corporation (the “Administrator”).

FORM OF TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • November 20th, 2023 • Axxes Private Markets Fund • New York

This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of [●], 2023 (the “Effective Date”) by and between Axxes Capital Inc., a Delaware corporation (the “Licensor”), and Axxes Private Markets Fund, a Delaware statutory trust (the “Licensee”) (each a “party,” and collectively, the “parties”).

FORM OF EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLC
Expense Limitation and Reimbursement Agreement • November 20th, 2023 • Axxes Private Markets Fund • New York

This Expense Limitation and Reimbursement Agreement (the “Agreement”) is effective as of this [●] day of [●], 2023, by and between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Advisor”).

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