0001193125-09-251613 Sample Contracts

Placement Agency Agreement
Placement Agency Agreement • December 11th, 2009 • Endowment Institutional Fund, L.P. • Delaware

This Placement Agency Agreement (the “Agreement”), dated as of December , 2009, is by and between The Endowment Institutional Fund, L.P., a Delaware limited partnership (the “Fund”), and Salient Capital, L.P. (the “Agent”).

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SUB-PLACEMENT AGENT AGREEMENT
Sub-Placement • December 11th, 2009 • Endowment Institutional Fund, L.P. • Delaware

THIS SUB-PLACEMENT AGENT AGREEMENT (“Agreement”) made and entered into between Salient Capital, L.P. (“Salient Capital”), 4265 San Felipe, Suite 800, Houston, Texas 77027 and (hereinafter “Broker/Dealer”).

INVESTMENT MANAGEMENT AGREEMENT THE ENDOWMENT INSTITUTIONAL FUND, L.P.
Investment Management Agreement • December 11th, 2009 • Endowment Institutional Fund, L.P. • Delaware

AGREEMENT, made as of December , 2009 between The Endowment Institutional Fund, L.P., a Delaware limited partnership (the “Fund”), Endowment Advisers, L.P., a Delaware limited partnership (the “Adviser”) and The Endowment Fund GP, L.P. , a Delaware limited partnership (the “General Partner”).

JOINDER TO ADMINISTRATION AGREEMENT
Administration Agreement • December 11th, 2009 • Endowment Institutional Fund, L.P.

JOINDER made as of the 1st day of January, 2010, between The Endowment Institutional Fund, L.P., a Delaware limited partnership (the “Fund”) and Citi Fund Services Ohio, Inc., an Ohio corporation (“Citi”), to that certain Amended and Restated Administration Agreement, dated February 1, 2009, among Citi, The Endowment Master Fund, L.P. and certain other entities (as amended and in effect on the date hereof, the “Agreement”). All capitalized terms used but not defined herein shall have the meanings given to them in the Agreement.

THE ENDOWMENT INSTITUTIONAL FUND, L.P. ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • December 11th, 2009 • Endowment Institutional Fund, L.P. • Delaware

AGREEMENT dated this day of December 2009, by and between The Endowment Institutional Fund, L.P., a Delaware limited partnership (the “Fund”), and Endowment Advisers, L.P., a Delaware limited partnership (the “Administrative Servicing Agent”).

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