AMENDMENT NO. 1 DATED AS OF OCTOBER 1, 2015 TO THE INVESTMENT MANAGEMENT AGREEMENT DATED AS OF MAY 20, 2014Investment Management Agreement • October 26th, 2015 • AMG Pantheon Fund, LLC • New York
WHEREAS, Pantheon Ventures (US) LP, a Delaware limited partnership (the “Investment Manager”), and AMG Pantheon Fund, LLC (formerly known as AMG Pantheon Private Equity Fund, LLC), a Delaware limited liability company (the “Fund”), entered into an Investment Management Agreement dated as of May 20, 2014 (the “Agreement”); and
AMENDED AND RESTATED DISTRIBUTION AGREEMENTAmended and Restated • October 26th, 2015 • AMG Pantheon Fund, LLC • New York
This AMENDED AND RESTATED DISTRIBUTION AGREEMENT (“Agreement”) is entered into on and effective as of [ ], 2015 (the “Effective Date”) by and among AMG Distributors, Inc. (“AMGD”), a Delaware corporation, Pantheon Ventures (US) LP (“Affiliate”), a Delaware limited partnership that is an affiliate of AMGD, and AMG Pantheon Fund, LLC, a Delaware limited liability company (the “Fund”), and amends and restates that certain Intermediary Placement Agent Agreement dated June 26, 2015 by and among the parties hereto.
LETTER AGREEMENTLetter Agreement • October 26th, 2015 • AMG Pantheon Fund, LLC
