0000929638-10-000837 Sample Contracts

CUSTODY AGREEMENT
Custody Agreement • December 13th, 2010 • Rochdale Alternative Total Return Fund LLC • Ohio

THIS AGREEMENT is made and entered into this ___ day of November, 2010, by and between ROCHDALE ALTERNATIVE TOTAL RETURN FUND, LLC, a Delaware limited liability company (the “Fund”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America with its principal place of business at Minneapolis, Minnesota (the “Custodian”).

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a. Corporate secretarial services.
Administration Servicing Agreement • December 13th, 2010 • Rochdale Alternative Total Return Fund LLC • Wisconsin
ROCHDALE ALTERNATIVE TOTAL RETURN FUND LLC LIMITED LIABILITY COMPANY OPERATING AGREEMENT
Limited Liability Company Operating Agreement • December 13th, 2010 • Rochdale Alternative Total Return Fund LLC • Delaware

THIS LIMITED LIABILITY COMPANY OPERATING AGREEMENT of Rochdale Alternative Total Return Fund LLC (the “Fund”) is made effective as of December 10, 2010 by and between the Board of Managers of the Fund and such other Persons who are admitted as Members from time to time in accordance with the terms of this Agreement.

ROCHDALE ALTERNATIVE TOTAL RETURN FUND DISTRIBUTION AGREEMENT
Distribution Agreement • December 13th, 2010 • Rochdale Alternative Total Return Fund LLC • New York

THIS AGREEMENT is made and entered into as of this __ day of December 2010, by and among ROCHDALE ALTERNATIVE TOTAL RETURN FUND LLC, a Delaware limited liability company (the “Fund”), and RIM SECURITIES LLC, a Delaware limited liability company (“Distributor”).

ROCHDALE ALTERNATIVE TOTAL RETURN FUND LLC INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • December 13th, 2010 • Rochdale Alternative Total Return Fund LLC • Delaware

THIS AGREEMENT is made and entered into as of this ___th day of _________ 2010, by and among ROCHDALE ALTERNATIVE TOTAL RETURN FUND LLC, a Delaware limited liability company (the “Fund”), and ROCHDALE INVESTMENT MANAGEMENT LLC, a Delaware limited liability company (the “Advisor”).

SERVICING AGREEMENT
Servicing Agreement • December 13th, 2010 • Rochdale Alternative Total Return Fund LLC • New York

SERVICING AGREEMENT, dated as of _________ __, 2010 (this “Agreement”), between Rochdale Alternative Total Return Fund LLC, a Delaware limited liability company (the “Fund”) and Financial Life Services, LLC, a Delaware limited liability company, as servicer (the “Servicer”).

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