0001580642-23-006151 Sample Contracts

Amended and Restated Agreement and Declaration of Trust of Meketa Infrastructure Fund a Delaware Statutory Trust Principal Place of Business:
Agreement and Declaration • November 9th, 2023 • Meketa Infrastructure Fund • Delaware

THIS AGREEMENT AND DECLARATION OF TRUST is AMENDED AND RESTATED as of November 7, 2023 for the purpose of governing the Delaware statutory trust in accordance with the provisions hereinafter set forth.

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FORM OF DISTRIBUTION AGREEMENT
Form of Distribution Agreement • November 9th, 2023 • Meketa Infrastructure Fund • Delaware

THIS AGREEMENT is made and entered into as of this ___ day of __________, 2023, by and between Meketa Infrastructure Fund, a Delaware statutory trust (the “Fund”) and Foreside Financial Services, LLC, a Delaware limited liability company (the “Distributor”).

FORESIDE FINANCIAL SERVICES, LLC FORM OF DEALER AGREEMENT MEKETA INFRASTRUCTURE FUND
Dealer Agreement • November 9th, 2023 • Meketa Infrastructure Fund

This agreement is made and effective as of this _____ day of _________________, 20__, by and between Foreside Financial Services, LLC (“Distributor”) and [DEALER NAME] (“Dealer” and, together with Distributor, the “Parties”);

MEKETA INFRASTRUCTURE FUND Investment Management Agreement
Investment Management Agreement • November 9th, 2023 • Meketa Infrastructure Fund

AGREEMENT made this 8th day of November, 2023, by and between MEKETA INFRASTRUCTURE FUND, a Delaware statutory trust (the “Fund”), and MEKETA CAPITAL, LLC, a Delaware limited liability company (the “Adviser”).

MEKETA INFRASTRUCTURE FUND SUB-ADVISORY AGREEMENT
Sub-Advisory Agreement • November 9th, 2023 • Meketa Infrastructure Fund

This Sub-Advisory Agreement (this “Agreement”) is entered into as of November 8, 2023, by and between Meketa Capital, LLC, a Delaware limited liability company (the “Adviser”), and Meketa Investment Group, Inc., a Massachusetts corporation (the “Sub-Adviser”).

FORM OF EXPENSE LIMITATION AGREEMENT
Expense Limitation Agreement • November 9th, 2023 • Meketa Infrastructure Fund

THIS AGREEMENT dated as of [ ], 2023, is made and entered into by and between MEKETA INFRASTRUCTURE FUND, a Delaware statutory trust (the “Fund”), and MEKETA CAPITAL, LLC, a Delaware limited liability company (the “Adviser”).

FORM OF MASTER SERVICES AGREEMENT
Master Services Agreement • November 9th, 2023 • Meketa Infrastructure Fund • Ohio

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

FORM OF DISTRIBUTION SERVICES AGREEMENT
Distribution Services Agreement • November 9th, 2023 • Meketa Infrastructure Fund • Delaware

THIS AGREEMENT made this __________ day of __________, 2023, by and between Meketa Capital, LLC, a Delaware limited liability company (the “Adviser”), and Foreside Financial Services, LLC, a Delaware limited liability company (the “Distributor”).

FORM OF SERVICES AGREEMENT
Form of Services Agreement • November 9th, 2023 • Meketa Infrastructure Fund • Colorado

THIS SERVICES AGREEMENT (the “Agreement”) is made effective as of [ ] (the “Effective Date”), by and between PINE Advisors LLC, (“PINE”), and Meketa Infrastructure Fund (the “Client” or the “Trust”). PINE and Client are each referred to herein as a “Party,” and collectively, the “Parties.”

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