0001144204-08-050690 Sample Contracts

HATTERAS MULTI-STRATEGY INSTITUTIONAL FUND, L.P. Amended and Restated Agreement of Limited Partnership Dated as of __________, 2008
Agreement • August 29th, 2008 • Hatteras Multi-Strategy Institutional Fund, L.P. • Delaware

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of HATTERAS MULTI-STRATEGY INSTITUTIONAL FUND, L.P. (the “Partnership”) dated as of __________, 2008 by and among HATTERAS INVESTMENT MANAGEMENT LLC, as General Partner, David B. Perkins, as the Organizational Limited Partner and those Persons who execute this Agreement and whose names are reflected on the books and records of the Partnership as Limited Partners.

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EXPENSE LIMITATION AND REIMBURSEMENT AGREEMENT
Expense Limitation and Reimbursement Agreement • August 29th, 2008 • Hatteras Multi-Strategy Institutional Fund, L.P. • Delaware

AMENDED AND RESTATED AGREEMENT made as of the 1st day of January, 200 7 by and between Hatteras Multi-Strategy Institutional Fund, L.P., a Delaware limited partnership (the “Fund”), and Hatteras Investment Partners LLC, a Delaware limited liability corporation (“Hatteras”):

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