EFTA01451706.pdf

SOP 111 -1081 Southern Financial LLC the Manager or any of their Affiliates, or the officers, employees or directors of any of the foregoing, is required by law or by agreement with a third Person to keep confidential. For the avoidance of doubt, the General Partner or Manager may disclose any information concerning the Fund or the Limited Partners necessary to comply with applicable laws and regulations, including any anti-money laundering or anti-terrorist laws or regulations, and each Limited Partner shall provide the General Partner or Manager, promptly upon request, with all information that the General Partner or Manager reasonably deems necessary to comply with such laws and regulations. (b) Public Plan Partners. Notwithstanding the restrictions on disclosure set forth in Section 13.10(a), a Public Plan Partner that is subject to public disclosure laws, statutes, regulations or policies shall be permitted to disclose any information regarding the Fund that such Limited Partner has identified to the General Partner in writing as information that such Limited Partner is required to disclose, or otherwise routinely discloses, but only if and to the extent that the General Partner has previously consented in writing to the disclosure of such other information. In the event that any such Public Plan Partner is required to disclose information in addition to, or that differs from, that which the General Partner agreed, pursuant to the preceding sentence, may be disclosed, the provisions of Section 13.10(a) shall apply. In connection with any disclosure of information concerning the valuation of such Public Plan Partner's Interest or any performance data regarding the Fund, such Public Plan Partner shall provide a representation to the effect that such data (t) does not necessarily accurately reflect the current or expected future performance of the Fund or the fair value of its Interest, (ii) should not be used to compare returns among multiple private equity funds and (iii) has not been calculated, reviewed, verified or in any way sanctioned or approved by the General Partner or the Manager. In the event that a Public Plan Partner (or anyone to whom such Public Plan Partner has transmitted such information) becomes legally required (or reasonably determines that it is legally required) to disclose any such information, such Public Plan Partner shall, to the fullest extent permitted by law, promptly notify the General Partner in writing of such requirement prior to any such disclosure so that the General Partner, the Manager and the Fund may seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, or the General Partner waives compliance with the provisions of Section 13.10(a), such Public Plan Partner may disclose only such information as it is legally required to disclose (or that it reasonably determines it is legally required to disclose), and such Public Plan Partner agrees to use its reasonable best efforts to obtain assurance that confidential treatment will be accorded the information so disclosed. 13.11 Survival of Certain Provisions. The obligations of each Partner pursuant to Section 6.8, Section 6.9, this Section 13.11 and Article IX and the obligations of the Special Limited Partner pursuant to Section 11.3 shall survive the termination or expiration of this Agreement and the dissolution, winding up and termination of the Fund. 103 50496934v01 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0108477 CONFIDENTIAL SDNY_GM_00254661 EFTA01451706