EFTA01452122.pdf

SOP III -1081 Southern Financial LLC (b) Quarterly Reports. During the Term, the General Partner shall use commercially reasonable efforts to cause to be prepared and mailed, delivered by fax, email or other electronic means or otherwise made available (including by way of posting on a password-protected website) to each Limited Partner, with a quarterly report including the financial reports described in Section 8.2(a), descriptive investment information for each Portfolio Investment (including an estimate of fair market value), Partner Account data showing changes in their Partner Accounts from the date of the Initial Closing and over the relevant quarter and such other information concerning the Fund's investments as the General Partner may determine to provide. Notwithstanding any obligation under this Section 8.2(b), the General Partner shall not be required to provide information where disclosure thereof is prohibited under a confidentiality agreement in respect of any Portfolio Investment (c) Other Information. In addition to a Limited Partner's rights under Section 8.1, during the Term, the General Partner shall use commercially reasonable efforts to deliver by fax, email or other electronic means or otherwise make available (including by way of posting on a password-protected website) to a Limited Partner such other information as is reasonably requested by such Limited Partner for any purpose reasonably related to such Limited Partner's Interest to the extent that any such efforts shall not impose any undue cost or burden on the General Partner, the Manager or the Fund. 8.3 Annual Meeting. The General Partner shall cause the Fund to have a meeting of the Limited Partners once each year during the Term, beginning in the year after the year ofInitial Closing (the "Annual Meeting"). At the Annual Meeting the General Partner will review the investment performance of the Fund. The Fund's potential investments will not be submitted for discussion and none of the Limited Partners shall play any role in the Fund's governance or participate in the control of the investment or other activities of the Fund. 8.4 Tax Information. (a) The General Partner shall use commercially reasonable efforts to prepare and mail, deliver by facsimile, e-mail or other electronic means or otherwise make available (including by way of posting on a password-protected website) to each Limited Partner (and each other Person that was a Limited Partner during such Fiscal Year or its legal representatives) within 180 days after the end of each Fiscal Year, a U.S. Internal Revenue Service Schedule K-1, "Partner's Share of Income, Credits, Deductions, Etc." (or the equivalent thereof) or any successor schedule or form prepared using estimated tax information and, as soon as practicable thereafter, a U.S. Internal Revenue Service Schedule K-1, "Partner's Share of Income, Credits, Deductions, Etc." (or the equivalent thereof) or any successor schedule or form, for such Person. 78 50496934v01 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0109018 CONFIDENTIAL SDNY GM_00255202 EFTA01452122