0000950137-08-006606 Sample Contracts

HATTERAS MULTI-STRATEGY TEI FUND, L.P. Amended and Restated Agreement of Limited Partnership Dated as of , 2008
Hatteras Multi-Strategy TEI Fund, L.P. • May 2nd, 2008 • Delaware

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of HATTERAS MULTI-STRATEGY TEI FUND, L.P. (the “Partnership”) dated as of , 2008 by and among HATTERAS INVESTMENT MANAGEMENT LLC, as General 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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