0001398344-17-003779 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • March 22nd, 2017 • Partners Group Private Income Opportunities, LLC • Delaware
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Custodian Agreement
Custodian Agreement • March 22nd, 2017 • Partners Group Private Income Opportunities, LLC • Massachusetts

This Agreement is made as of ____________________, 2017 (this “Agreement”), between Partners Group Private Income Opportunities, LLC and (the “Fund”), and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”).

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INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • March 22nd, 2017 • Partners Group Private Income Opportunities, LLC • New York

THIS AGREEMENT (this “Agreement”) is made as of the 31st day of December, 2016, by and between Partners Group Private Income Opportunities, LLC, a Delaware limited liability company (the “Fund”), and Partners Group (USA) Inc., a Delaware corporation (the “Adviser”).

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TRANSFER AGENCY AND SERVICE AGREEMENT
Transfer Agency and Service Agreement • March 22nd, 2017 • Partners Group Private Income Opportunities, LLC • Massachusetts

This Transfer Agency and Service Agreement (“Agreement”) dated and effective as of March 10, 2017, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Transfer Agent”), and Partners Group Private Income Opportunities, LLC, a Delaware limited liability company (the “Company”).

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ADMINISTRATION AGREEMENT
Administration Agreement • March 22nd, 2017 • Partners Group Private Income Opportunities, LLC • Massachusetts

This Administration Agreement (this “Agreement”) dated and effective as of ______________________, 2017, is by and between State Street Bank and Trust Company, a Massachusetts trust company (the “Administrator”), and Partners Group Private Income Opportunities, LLC, a Delaware limited liability company (the “Company”).

Sample 1
EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • March 22nd, 2017 • Partners Group Private Income Opportunities, LLC • Delaware

AGREEMENT made as of the [__] day of March, 2017 by and among Partners Group Private Income Opportunities, LLC, a Delaware limited liability company (the “Fund”) and Partners Group (USA) Inc., a Delaware corporation (“Partners Group”):

Sample 1
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