0000950133-06-002898 Sample Contracts

FORM OF CUSTODY AGREEMENT] CUSTODY AGREEMENT
Custody Agreement • June 8th, 2006 • Pacesetter Capital Corp. • New York

AGREEMENT, dated as of , 200___between *, a business trust organized and existing under the laws of the State of ** having its principal office and place of business at *** (the “Fund”) and The Bank of New York, a New York corporation authorized to do a banking business having its principal office and place of business at One Wall Street, New York, New York 10286 (“Custodian”).

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FORM OF INVESTMENT ADVISORY AGREEMENT] INVESTMENT ADVISORY AGREEMENT
Investment Advisory Agreement • June 8th, 2006 • Pacesetter Capital Corp. • New York

Agreement made this ___day of ___, 2006, by and between PACESETTER CAPITAL CORP., a Maryland corporation (the “Corporation”), and PACESETTER MANAGEMENT PARTNERS, LLC, a Delaware limited liability company (the “Adviser”).

FORM OF ADMINISTRATION AGREEMENT] ADMINISTRATION AGREEMENT
Administration Agreement • June 8th, 2006 • Pacesetter Capital Corp. • New York

AGREEMENT made as of ________, 2006 by and between Pacesetter Capital Corp., a corporation organized under the laws of the State of Maryland (hereinafter referred to as the “Corporation”), and Pacesetter Management, LLC, a limited liability company organized under the laws of the State of Delaware (hereinafter referred to as the “Administrator”).

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