0001213900-24-031652 Sample Contracts

AXXES PRIVATE MARKETS FUND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST Dated as of April 8, 2024
Agreement and Declaration of Trust • April 9th, 2024 • 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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INVESTMENT ADVISORY AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLC
Investment Advisory Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York

This Investment Advisory Agreement, dated as of April 8, 2024 (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”).

AXXES PRIVATE MARKETS FUND SUBSCRIPTION AGREEMENT FOR SEED CAPITAL
Subscription Agreement • April 9th, 2024 • Axxes Private Markets Fund

This Subscription Agreement for Seed Capital (the “Agreement”) is made as of the 7th day of February, 2024 between Axxes Investments LLC (“Investor”), and Axxes Private Markets Fund (the “Fund”), a Delaware statutory trust.

EXPENSE REIMBURSEMENT AGREEMENT
Expense Reimbursement Agreement • April 9th, 2024 • Axxes Private Markets Fund

This Expense Reimbursement Agreement (the “Agreement”) is made this 7th day of February, 2024, by and between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Adviser”).

EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES ADVISORS LLC
Limitation and Reimbursement Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York

This Expense Limitation and Reimbursement Agreement (the “Agreement”) is effective as of this 8th day of April, 2024, by and between Axxes Private Markets Fund, a Delaware statutory trust (the “Fund”), and Axxes Advisors LLC, a Delaware limited liability company (the “Advisor”).

TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York

This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of April 8, 2024 (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”).

ADMINISTRATION AGREEMENT BETWEEN AXXES PRIVATE MARKETS FUND AND AXXES CAPITAL INC.
Administration Agreement • April 9th, 2024 • Axxes Private Markets Fund • New York

This Administration Agreement, dated as of January 2, 2024 (this “Agreement”), is made between AXXES PRIVATE MARKETS FUND, a Delaware statutory trust (the “Fund”), and AXXES CAPITAL INC., a Delaware corporation (the “Administrator”).

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