d partner of the Master Fund. See "Expenses" and "Master Fund Management Fee." The Investment Manager may, in its discretion, waive all or part of the Onshore Feeder Fund Management Fee in respect of any Investor and thus, Investors may pay different Onshore Feeder 22 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DEkSDNIY-0108

SOF III - 1081 Southern Financial LLC Unlike the Onshore Feeder Fund Management Fee, the Master Fund Management Fee applicable following the Investment Period is based on the total amount of a limited partner's capital that has be