0000950103-06-001663 Sample Contracts

ADMINISTRATION AGREEMENT
Administration Agreement • June 29th, 2006 • Mercantile Long-Short Manager Master Fund LLC • Delaware

THIS AGREEMENT is made as of this_____day of________, 2006, by and between Mercantile Long-Short Manager Master Fund LLC, a Delaware limited liability company (the “Company”), a registered, non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”), consisting of limited liability company interests (the “Interests”); and Mercantile Capital Advisors, Inc., a Maryland corporation (the “Administrator”).

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MERCANTILE LONG-SHORT MANAGER MASTER FUND LLC LIMITED LIABILITY COMPANY AGREEMENT August 4, 2005
Limited Liability Company Agreement • June 29th, 2006 • Mercantile Long-Short Manager Master Fund LLC • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT of Mercantile Long-Short Manager Master Fund LLC (the “Master Fund”) is dated as of August 4, 2005 by and among Mercantile Capital Advisors, Inc. as the manager (“MCA” or the “Manager”), Mercantile Long-Short Manager Fund LLC as Organizational Member, and those persons hereinafter admitted as Members.

CUSTODIAN SERVICES AGREEMENT
Custodian Services Agreement • June 29th, 2006 • Mercantile Long-Short Manager Master Fund LLC

THIS CUSTODIAN SERVICES AGREEMENT is entered into as of__________ , 2006, by and between SEI PRIVATE TRUST COMPANY, a savings association supervised by the Office of Thrift Supervision ("SEI Trust"), and MERCANTILE LONG-SHORT MANAGER MASTER FUND LLC, a Delaware limited liability company (the "Fund").

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