0000950137-08-006612 Sample Contracts

ESCROW AGREEMENT
Escrow Agreement • May 2nd, 2008 • Hatteras Multi-Strategy Institutional Fund, L.P. • Missouri

This ESCROW AGREEMENT (the “Agreement”) is made and entered into this 30th day of November, 2006, by and between the Hatteras Multi-Strategy Institutional Fund, LP, a Delaware limited partnership (the “Fund”), UMB Fund Services, Inc., as transfer agent (“UMBFS”) and UMB Bank, N.A., a national banking association organized and existing under the laws of the United States of America, as escrow agent (the “Escrow Agent”).

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HATTERAS MULTI-STRATEGY INSTITUTIONAL FUND, L.P. Amended and Restated Agreement of Limited Partnership Dated as of , 2008
Limited Partnership Agreement • May 2nd, 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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