0001193125-12-292326 Sample Contracts

JOINT INSURED AGREEMENT
Joint Insured Agreement • July 2nd, 2012 • Hatteras Core Alternatives TEI Institutional Fund, L.P.

This Amended and Restated Joint Insured Agreement made as of February 23, 2012 by and among Hatteras Investment Partners LLC, Hatteras Investment Management, LLC, Hatteras Capital Investment Management, LLC, Hatteras Capital Investment Partners, LLC (the “Corporate Entities”) and the investment companies listed on Schedule A hereto (the “Funds”) (each Corporate Entity and each Fund, an “Assured” and collectively, the “Assureds”), which are described in part (b) of Rule 17g-1 of the Securities and Exchange Commission under the Investment Company Act of 1940, as amended, (“Rule 17g-1”);

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JOINT LIABILITY INSURANCE AGREEMENT
Joint Liability Insurance Agreement • July 2nd, 2012 • Hatteras Core Alternatives TEI Institutional Fund, L.P. • Delaware

AGREEMENT dated as of the 23rd day of February, 2012 among Hatteras Investment Partners, LLC, Hatteras Investment Management, LLC, Hatteras Capital Investment Management, LLC, Hatteras Capital Investment Partners, LLC, Hatteras Capital Distributors, LLC, Hatteras Core Alternatives Offshore Fund, Ltd., Hatteras Core Alternatives 3c1 Fund, L.P., Hatteras GPEP Fund, L.P., Hatteras Late Stage VC Fund I (collectively, the “Hatteras Entities”), and each of the funds listed in Schedule A (the “Registered Funds,” and together with the Hatteras Entities, the “Parties”).

HATTERAS CORE ALTERNATIVES TEI INSTITUTIONAL FUND, L.P. Amended and Restated Agreement of Limited Partnership Dated as of January 1, 2012
Core Alternatives • July 2nd, 2012 • Hatteras Core Alternatives TEI Institutional Fund, L.P. • Delaware

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP of HATTERAS CORE ALTERNATIVES TEI INSTITUTIONAL FUND, L.P. (the “Partnership”) dated as of January 1, 2012 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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