INVESTMENT ADVISORY AGREEMENTInvestment Advisory Agreement • January 30th, 2023 • CPG Cooper Square International Equity, LLC • New York
AGREEMENT, made as of March 11, 2022, between CPG COOPER SQUARE INTERNATIONAL EQUITY, LLC (the "Fund"), a Delaware limited liability company, and CENTRAL PARK advisErS, llc (the "Adviser"), a Delaware limited liability company registered as an investment adviser under the Investment Advisers Act of 1940, as amended (the "Agreement").
FOREIGN CUSTODY MANAGER AGREEMENTForeign Custody Manager Agreement • January 29th, 2024 • CPG Cooper Square International Equity, LLC
AGREEMENT made as of September 18, 2020 by and between CPG Cooper Square International Equity, LLC (the “Fund”) and The Bank of New York Mellon (“BNY”).
LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • July 17th, 2020 • CPG Cooper Square International Equity, LLC • Delaware
This Limited Liability Company Agreement (this "Agreement") of CPG Cooper Square International Equity, LLC is effective as of July 14, 2020 and entered into by Mitchell A. Tanzman, as member ("the Organizational Member").
Services AgreementServices Agreement • October 1st, 2020 • CPG Cooper Square International Equity, LLC • New York
This Services Agreement including the Schedules hereto (the “Agreement”) is entered into and effective as of July 15, 2019 (the “Effective Date”) by and among:
ESCROW AGREEMENTEscrow Agreement • October 1st, 2020 • CPG Cooper Square International Equity, LLC • Missouri
This ESCROW AGREEMENT (the "Agreement") is made and entered into this ___ day of ____, 2020, by and between CPG Cooper Square International Equity, LLC, a Delaware limited liability company (the "Fund"), and UMB Bank, N.A., a national banking association organized and existing under the laws of the United States of America, as escrow agent (the "Escrow Agent").
CPG COOPER SQUARE INTERNATIONAL EQUITY, LLC AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated and effective as of August 21, 2020Limited Liability Company Agreement • October 1st, 2020 • CPG Cooper Square International Equity, LLC • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of CPG COOPER SQUARE INTERNATIONAL EQUITY, LLC, a Delaware limited liability company (the "Fund"), is dated and effective as of August 21, 2020 by and among the Organizational Member, Central Park Advisers, LLC, as Adviser, the Directors identified on Schedule I hereto, and each person hereinafter admitted to the Fund in accordance with this Agreement and reflected on the books of the Fund as a Member.
ESCROW AGREEMENTEscrow Agreement • January 28th, 2022 • CPG Cooper Square International Equity, LLC • Missouri
This ESCROW AGREEMENT (the "Agreement") is made and entered into this 7th day of October, 2020, by and between CPG Cooper Square International Equity, LLC, a Delaware limited liability company (the "Fund"), and UMB Bank, N.A., a national banking association organized and existing under the laws of the United States of America, as escrow agent (the "Escrow Agent").
Servicing and Selling Agency AgreementSelling Agency Agreement • January 29th, 2024 • CPG Cooper Square International Equity, LLC • Delaware
Central Park Advisers, LLC (the "Adviser") for itself and for CPG Cooper Square International Equity, LLC (the "Fund") and Delaware Distributors, L.P. ("DDLP") hereby agree with you as follows in connection with the offering of limited liability company interests (the "Interests") in the Fund, a limited liability company organized under the laws of the State of Delaware, in accordance with the Fund's prospectus (which for purposes of this Agreement includes the statement of additional information incorporated therein), as amended from time to time (the "Prospectus"), and the services DDLP, the Adviser and the Fund desire you to perform hereunder. All capitalized terms used in this Agreement which are not separately defined herein shall have the respective meaning set forth in the Prospectus.
CUSTODY AGREEMENT By and Between THE BANK OF NEW YORK MELLON And CPG COOPER SQUARE INTERNATIONAL EQUITY, LLCCustody Agreement • January 29th, 2024 • CPG Cooper Square International Equity, LLC • New York
This Custody Agreement is made and entered into as of the latest date set forth on the signature page hereto (the “Effective Date”) by and between THE BANK OF NEW YORK MELLON, a New York state chartered bank (“BNY Mellon”), and CPG COOPER SQUARE INTERNATIONAL EQUITY, LLC, a Delaware limited liability company (“Customer”). BNY Mellon and Customer are collectively referred to as the “Parties” and individually as a “Party”.
SUB-ADVISORY AGREEMENTSub-Advisory Agreement • January 30th, 2023 • CPG Cooper Square International Equity, LLC • New York
AGREEMENT, made as of March 11, 2022, among CENTRAL PARK ADVISERS, LLC, a Delaware limited liability company (the "Adviser"), SELECT EQUITY GROUP, L.P., a Delaware limited partnership ("Sub-Adviser"), and, solely with respect to Section 7 and Exhibit A, CPG Cooper Square International Equity, LLC (the "Fund").
CENTRAL PARK ADVISERS, LLC 125 West 55th Street, 18th Fl New York, New York 10019 SELECT eQUITY GROUP, L.P. 380 Lafayette Street New York, New York 10003CPG Cooper Square International Equity, LLC • January 29th, 2024
Each of Central Park Advisers, LLC (the "Investment Adviser") and Select Equity Group, L.P. (the "Sub-Investment Adviser" and, together with the Investment Adviser, the "Advisers"), intending to be legally bound, hereby confirms its agreement as follows in respect of CPG Cooper Square International Equity, LLC (the "Fund"):
CENTRAL PARK ADVISERS, LLC 805 Third Avenue New York, New York 10022 SELECT eQUITY GROUP, L.P. 380 Lafayette Street New York, New York 10003CPG Cooper Square International Equity, LLC • October 1st, 2020
Each of Central Park Advisers, LLC (the "Investment Adviser") and Select Equity Group, L.P. (the "Sub-Investment Adviser" and, together with the Investment Adviser, the "Advisers"), intending to be legally bound, hereby confirms its agreement as follows in respect of CPG Cooper Square International Equity, LLC (the "Fund"):
FORM OF [FUND NAME] [DISTRIBUTION AGREEMENT [NOTE: FOR 1933 ACT-REGISTERED FUNDS] [PLACEMENT AGENCY AGREEMENT [NOTE: FOR PRIVATELY OFFERED FUNDS THAT ARE REGISTERED AS INVESTMENT COMPANIES UNDER THE 1940 ACT]Distribution Agreement • January 30th, 2023 • CPG Cooper Square International Equity, LLC
[Distribution Agreement] [Placement Agency Agreement] (the “Agreement”) made as of April 1, 2022 by and between [FUND] (the “Fund”), a Delaware limited liability company, and DELAWARE DISTRIBUTORS, L.P. (the “Distributor”), a Delaware limited partnership.
Servicing and Sub-Placement Agency AgreementAgency Agreement • January 30th, 2023 • CPG Cooper Square International Equity, LLC • Florida
CPG Cooper Square International Equity, LLC (the “Fund”), Central Park Advisers, LLC, the Fund’s Adviser (the “Adviser”), and Foreside Fund Services, LLC, the Fund’s Distributor (“Foreside” or the “Distributor”) hereby agree with Raymond James & Associates, Inc. and Raymond James Financial Services, Inc. (each a separate party and together referred to as “Raymond James”) as follows in connection with the offering of limited liability company interests (the “Interests”) in the Fund, a limited liability company organized under the laws of the State of Delaware, in accordance with the Fund’s prospectus, as amended from time to time and including the statement of additional information incorporated therein (the “Prospectus”), and the services the Distributor, the Adviser and the Fund desire Raymond James to perform hereunder. All capitalized terms used in this Servicing and Sub-Placement Agency Agreement (this “Agreement”) that are not separately defined herein shall have the respective me
CPG COOPER SQUARE INTERNATIONAL EQUITY, LLC DISTRIBUTION AGREEMENTDistribution Agreement • October 1st, 2020 • CPG Cooper Square International Equity, LLC • New York
AGREEMENT made as of the 30th day of September, 2020 by and between CPG Cooper Square International Equity, LLC, a Delaware limited liability company, with its principal office and place of business at 805 Third Avenue, New York, New York 10022 (the "Fund"), and Foreside Fund Services, LLC, a Delaware limited liability company with its principal office and place of business at Three Canal Plaza, Portland, Maine 04101 ("Foreside").
CENTRAL PARK ADVISERS, LLC 500 Fifth Avenue, 31st Floor New York, New York 10110 SELECT eQUITY GROUP, L.P. 380 Lafayette Street New York, New York 10003CPG Cooper Square International Equity, LLC • January 28th, 2022
Each of Central Park Advisers, LLC (the "Investment Adviser") and Select Equity Group, L.P. (the "Sub-Investment Adviser" and, together with the Investment Adviser, the "Advisers"), intending to be legally bound, hereby confirms its agreement as follows in respect of CPG Cooper Square International Equity, LLC (the "Fund"):
CENTRAL PARK ADVISERS, LLC 125 West 55th Street New York, New York 10019 SELECT eQUITY GROUP, L.P. 380 Lafayette Street New York, New York 10003CPG Cooper Square International Equity, LLC • January 30th, 2023
Each of Central Park Advisers, LLC (the "Investment Adviser") and Select Equity Group, L.P. (the "Sub-Investment Adviser" and, together with the Investment Adviser, the "Advisers"), intending to be legally bound, hereby confirms its agreement as follows in respect of CPG Cooper Square International Equity, LLC (the "Fund"):
JOINT INSURED FIDELITY BOND AGREEMENTJoint Insured Fidelity Bond Agreement • September 4th, 2020 • CPG Cooper Square International Equity, LLC
WHEREAS, each Insured is an investment company (each, a "Fund" and collectively, the "Funds") registered under the Investment Company Act of 1940, as amended (the "1940 Act");
