Exhibit 10.7**ADMINISTRATION AGREEMENT**     THIS ADMINISTRATION AGREEMENT (this “Agreement”) is entered into as of the 9th dayof February 2007 by and between Goldman Sachs Hedge Fund Partners, LLC, a Delaware limitedliability company (the “Fund”), and SEI Global Services, Inc., a Delaware corporation (“SEI”).     WHEREAS, Goldman Sachs Hedge Fund Strategies LLC, formerly known as Goldman Sachs PrincetonLLC (“HFS”), serves as the investment manager with respect to the Fund, HFS has previously servedas the administrator of the Fund, and will cease to serve in such capacity as of the date hereof;     WHEREAS, the Fund desires SEI to provide, and SEI is willing to provide, fund accounting andadministrative services with respect to the Fund on the terms and conditions set forth herein;     WHEREAS, HFS, the Fund, SEI and certain other parties entered into a Services Agreement,effective as of the 1st day of March 2004 (such Services Agreement, as it may be amendedor restated from time to time, to be referred to herein as the “Original Services Agreement”),under which SEI provided fund accounting and administrative services with respect to the Fund;     WHEREAS, the Original Services Agreement has been amended as of the date hereof and no longerincludes the Fund as a party thereto; and     WHEREAS, the Fund desires SEI to continue to provide, and SEI is willing to continue toprovide, fund accounting and administrative services with respect to the Fund, on the terms andconditions set forth herein;     NOW, THEREFORE, in consideration of the premises and the covenants hereinafter contained, theFund and SEI, intending to be legally bound, hereby agree as follows:     ARTICLE 1. Retention of SEI. The Fund hereby retains SEI to furnish to the Fund thefund accounting and administrative services as set forth in Exhibit A to this Agreement and in thesecond paragraph of Article 2 (collectively, the “Services”) in accordance with the provisions ofthis Agreement. SEI hereby accepts such retention to perform the Services in accordance with theprovisions of this Agreement. SEI shall, for all purposes herein, be deemed to be an independentcontractor.     ARTICLE 2. Administrative and Accounting Services. In performing its duties underthis Agreement, SEI will act in accordance, and comply, with the Fund’s private placementmemorandum, limited liability company agreement, and Registration Statement on Form 10, as each maybe amended, restated or supplemented from time to time (provided copies of such documents and theamendments thereto shall havepreviously been delivered to SEI) (collectively, the “Fund Documents”). SEI (i) shall not have orbe required to have any authority to supervise the investment or reinvestment of
 

 
the securities orother properties which comprise the assets of the Fund and (ii) shall not be obligated to provideany investment advisory services to the Fund, and shall have no liability with respect toinvestment advisory services or activities. SEI shall provide all necessary office space,equipment, personnel, compensation and facilities (including facilities for member meetings orother similar meetings, as applicable) to perform the Services as contemplated in this Agreement.SEI may sub-contract with third parties to perform certain of the Services; provided, however, thatSEI shall (i) remain responsible to the Fund for the acts and omissions of its subcontractors,other than the Third Party Vendors (as defined in Article 8 below), (ii) pay any fees charged bythe subcontractor, and (iii) exercise reasonable care in the selection and continued appointment ofany such subcontractor. Except with respect to any subcontractor the engagement of which iscontemplated by Exhibit A of this Agreement, SEI shall not subcontract to a non-affiliated thirdparty any Core Services without the prior written consent of the Fund, which consent shall not beunreasonably withheld or delayed. For purposes of this Article 2, the term “Core Services” shallmean the services described in Exhibit A of this Agreement under the headings “AdministrationServices,” “Accounting Services” and “Investor Servicing and Reporting.” In meeting its dutieshereunder, subject to and in accordance with all of the terms and conditions of this Agreement, SEIshall have the general authority to do all acts deemed in SEI’s good faith belief to be necessary,desirable or proper to perform its obligations under this Agreement. In connection with thisAgreement, if requested by SEI, the Fund will promptly furnish SEI with copies, properly certifiedor authenticated, of the Fund Documents and such other existing documents as may be reasonablynecessary to the performance by SEI of the Services to the Fund. The Fund shall promptly furnishto SEI any amendment or supplement to any documents so requested.     Subject to the overall supervision of the Fund and to all applicable laws, SEI shall have, andis hereby granted, the authority, power, and right to act for the account of and in the name of theFund to: (i) complete, sign, and submit subscription, redemption andtransfer applications for investments, redemptions or transfers, asapplicable, in the underlying funds, using such information as is available toSEI and/or provided by the Fund, in accordance with written instructionsreceived from the Fund and in accordance with procedures of SEI which arereasonably designed to comply with applicable law and have previously beenprovided by SEI to the Fund. Any such instructions received by SEI from theFund shall be in accordance with the Fund’s investment objectives andpolicies, if any, as set out in the Fund Documents. SEI reserves the right torefuse to execute any particular subscription agreement or redemption requestor such other document if such execution would violate applicable law orsubject SEI to liability to a thirdparty, in which case SEI will promptly notify the Fund in writing of suchrefusal and provide the Fund with a written explanation of the basis forsuch refusal; and
 

 
 (ii) solely as agent for the Fund, establish one or more depositaccounts with a banking institution previously approved by the Fund (suchapproval not to be unreasonably withheld or delayed) into which subscriptionand redemption proceeds with respect to the Fund may be deposited or withdrawnfrom time to time, using reasonable procedures submitted by SEI and approvedby the Fund (such approval not to be unreasonably withheld or delayed). Theparties acknowledge that SEI is not acting as an investment advisor inconnection with the activities described in this Article 2 or elsewhere inthis Agreement.     Upon reasonable (which need not be more than 10 business days’) advance written notice by theFund (such notice not to be delivered more often than once during a calendar year, provided that itmay be given at such other times during a calendar year when the Fund determines in its reasonable,good faith judgment that there has been a substantial control breakdown with respect to, orimpairment of, the Services, or in connection with an audit of the Fund by a governmental agency orself-regulatory organization), SEI shall permit representatives of the Fund and/or one or morethird party organizations assisting the Fund (provided that such third party organizations haveagreed in writing to be bound by the provisions of Article 12(b) of this Agreement), and, ifapplicable, representatives of any governmental agency or self-regulatory organization that isconducting an audit of the Fund (collectively, the “Audit Team”) to audit and verify SEI’soperating environment and other areas of service to determine whether: (i) SEI is maintainingcontrols and security measures in accordance with the terms of this Agreement; (ii) SEI isperforming the Services in accordance with the provisions of this Agreement; and (iii) SEI’sinvoices pursuant to the Agreement are correct, provided that any such audit shall not be conductedin a manner that is unreasonably disruptive to SEI’s business and operations (subject, however, tothe requirements of representatives of any governmental agency or self-regulatory organization thatis conducting an audit of the Fund). In connection with any such audit, SEI shall provide theAudit Team with reasonable access during normal business hours to (i) the facilities where theServices are performed; (ii) SEI’s personnel providing any of the Services; and (iii) data andrecords in the possession of SEI relating to any of the Services. SEI agrees to cooperate with andassist the Audit Team with such audit and shall, in a timely manner, furnish the members of theAudit Team with the information reasonably requested in connection with such audit. SEI shallcause its subcontractors to permit such audits and to provide such access and cooperation. SEIagrees that it shall, at least once each fiscal year, employ a qualified auditing firm to conduct aType II SAS 70 audit of SEI’s operations relating to the Services, and to provide a copy of suchaudit to the Fund.     ARTICLE 3. Representations, Warranties and Covenants of SEI.     (a) SEI represents and warrants to the Fund that: SEI has full power, right andauthority to execute and deliver this Agreement and to consummate the transactions contemplatedhereby; the execution and delivery of this Agreement and the
 

 
consummation of the transactionscontemplated hereby have been duly and validly approved by all requisite action on its part, and noother proceedings on its part are necessary to approve this Agreement or to consummate thetransactions contemplated hereby; this Agreement has been duly executed and delivered by it; thisAgreement constitutes a legal, valid and binding obligation, generally enforceable against it inaccordance with its terms.     (b) SEI represents and warrants to the Fund that: SEI has obtained all consents or made allrequired filings with appropriate regulatory bodies (including the Securities and ExchangeCommission (the “SEC”) and the National Association of Securities Dealers, Inc. (the “NASD”)) tothe extent necessary to carry out its business; SEI is not engaged in any legal proceeding orarbitration which, if resolved unfavorably, would materially and adversely affect the business orfinancial condition of SEI or SEI’s ability to provide the Services in accordance with the terms ofthis Agreement; and SEI is not in default under any contractual or legal obligation whatsoeverwhich materially and adversely affects, or is likely to materially and adversely affect, thebusiness or financial condition of SEI or SEI’s ability to provide the Services in accordance withthe terms of this Agreement.     (c) SEI covenants and agrees that it shall promptly notify the Fund of any matter known toSEI, which would materially and adversely affect SEI’s performance of its duties and obligationsunder this Agreement, or which would cause any of the representations and warranties set forth inclause (a) of this Article 3 to no longer be true in all material respects.     ARTICLE 4. Representations, Warranties and Covenants of the Fund.     (a) The Fund represents and warrants to SEI that: it has full power, right and authority toexecute and deliver this Agreement and to consummate the transactions contemplated hereby; theexecution and delivery of this Agreement and the consummation of the transactions contemplatedhereby have been duly and validly approved by all requisite actions on its part, and no otherproceedings on its part are necessary to approve this Agreement or to consummate the transactionscontemplated hereby; this Agreement has been duly executed and delivered by it; and this Agreementconstitutes a legal, valid and binding obligation, generally enforceable against it in accordancewith its terms.     (b) The Fund represents and warrants to SEI that: it has obtained all consents or made allrequired filings with appropriate regulatory bodies (including the SEC and the NASD) to the extentnecessary to carry out its business; it is not engaged in any legalproceeding or arbitration which, if resolved unfavorably, would materially and adversely affect itsbusiness or financial condition or its ability to perform its obligations in accordance with theterms of this Agreement; and it is not in default under any contractual or legal obligationwhatsoever which materially and adversely affects, or is likely to materially and adversely affectits business or financial condition or its ability to perform its obligations in accordance withthe terms of this Agreement.
 

 
     (c) The Fund covenants and agrees that SEI shall not be required to take any action under thisAgreement which it determines, based on advice of counsel reasonably acceptable to the Fund, wouldnot be in compliance with applicable law, in which case SEI will promptly notify the Fund of suchdetermination in writing and provide the Fund with a written explanation of the basis for suchdetermination. In the event SEI does not take an action required under this Agreement because suchaction would not be in compliance with applicable law (or otherwise pursuant to clause (i) of thepenultimate paragraph of Article 2), the parties shall agree on a reasonable accommodation orsolution that will provide to the Fund to the extent reasonably possible the benefit of such actionin compliance with applicable law; provided, however, that if after 45 days the parties are notable to reach in good faith a mutually satisfactory accommodation or solution and as a result SEIis no longer able to provide any Service or Services that is or are individually or in theaggregate material to this Agreement, the Fund shall have the right to terminate this Agreement onat least 45 days’ written notice to SEI.     (d) The Fund will promptly notify SEI of any matter known to it which would materially affectits performance of its duties and obligations under this Agreement, or which would cause any of itsrepresentations and warranties set forth in clause (a) of this Article 4 to no longer be true inall material respects.     ARTICLE 5. Allocation of Charges and Expenses.     SEI shall furnish at its own expense the executive, supervisory, clerical, and other personnelnecessary to perform the Services in accordance with the terms of this Agreement. SEI shall alsopay all compensation, if any, of officers of the Fund who are affiliated persons of SEI or anyaffiliated corporation of SEI; provided, however, that unless otherwise specifically provided, SEIshall not be obligated to pay the compensation of any employee of the Fund retained by HFS or theFund to perform services for the Fund (other than the Services to be provided by SEI hereunder).Other than the expenses that are specifically borne by SEI pursuant to this Agreement, SEI shallnot be responsible for any expenses of HFS or the Fund, including, without limitation,organizational costs, taxes, expenses for legal and auditing services, the costs of pricingservices, the costs of custodial and banking services, insurance, interest, brokerage costs, andall fees and charges of service providers to HFS or the Fund (other than the fees of asubcontractor engaged by SEI).     ARTICLE 6. Compensation; Reimbursement of Expenses.      (a) In consideration of SEI providing the Services, the Fund shall pay or cause tobe paid to SEI such fees and other charges as may from time to time be agreed to in writing by theparties to this Agreement. Such fees and other charges shall be paid monthly in arrears aspromptly as practicable (but in any event within 15 business days) after the final net asset valueof the Fund as of the applicable calendar month-end is determined in accordance with the FundDocuments (unless otherwise specified in this Agreement). If the final net asset value of the Fundas of the applicable month-end cannot be so determined within 30 days after such month-end, theFund shall in good faith estimate the fees and other charges payable for such month and shall paythe
 

 
estimated fees and charges to SEI within 15 business days after the end of such 30-day period.Within 15 business days after determination of the actual final net asset value of the Fund as ofthe applicable month-end, SEI shall send to the Fund a written statement reconciling the estimatedand actual fees and charges; and, if such reconciliation requires (i) the Fund to pay SEIadditional fees and charges, the Fund shall pay such additional fees and charges to SEI within 15business days after the receipt of such written statement, or (ii) SEI to credit the Fund with anoverpayment of fees and charges, such credit shall be applied to the next payment of fees andcharges by the Fund to SEI, provided that (x) if such overpayment exceeds the amount of the nextpayment to SEI, such excess amount shall promptly be repaid to the Fund, and (y) if suchoverpayment was made with respect to the final payment under this Agreement, the amount of suchoverpayment shall promptly be repaid to the Fund following the delivery of such written statement.Unless otherwise specified in this Agreement or otherwise agreed to by the parties, all periodiccharges under this Agreement are to be computed on a calendar month basis and shall be prorated ona per diem basis for any partial month.     (b) The fees paid to SEI for the Services are exclusive of out-of-pocket costs. The Fundshall reimburse SEI for all of its reasonable out-of-pocket expenses incurred in providing theServices including, without limitation, travel, lodging and living expenses of SEI employees inconnection with attendance at meetings, if such attendance is requested by the Fund and is outsideof the ordinary course of business of providing the Services or if the meetings are at sites otherthan in New York or New Jersey (e.g., the Fund will not be responsible for such expenses inconnection with periodic onsite visits by SEI to HFS’s offices in Princeton, New Jersey or NewYork, New York, or regularly scheduled meetings of any governing body of the Fund, if any, that areheld in New York or New Jersey), pricing service fees, copying, postage, fax, delivery, andtelecommunication fees or charges, and any and all fees or charges arising from the use of anynon-SEI technology systems or tools for the delivery of Services that are not used by SEI in theordinary course of its business, provided that such non-SEI systems or tools are required to beused by the Fund and have previously been agreed to by the Fund. Upon request, SEI will providethe Fund with a schedule of charges for out-of-pocket expenses.     (c) The fees and expenses payable to SEI pursuant to this Article 6 are exclusive of anyapplicable sales, use, gross receipts, excise or value-added taxesattributable to such fees or to the Services being provided hereunder (collectively, “Sales orRelated Taxes”). If any Sales or Related Taxes become due, however levied or assessed, the Fundshall bear and be responsible for and pay the amount of any such tax or, if applicable, reimburseSEI for the amount of any such tax. Notwithstanding the foregoing, the parties agree that it shallbe the responsibility of SEI, and not the Fund, to determine whether any Sales or Related Taxes arepayable, and SEI shall be liable for the amount of any penalties, interest or charges relating tothe nonpayment or delayed payment of any Sales or Related Taxes (unless any such penalty, interestor charge results from the delay of payment by the Fund following the 15th business dayafter the date on which SEI notifies the Fund in writing that such payment is due).
 

 
     ARTICLE 7. Standard of Care.     (a) SEI shall be obligated to exercise reasonable care and diligence in the performance of itsduties under this Agreement, to act in good faith in performing the Services.     (b) SEI shall be protected (and not be liable to the Fund or any other person or entity) inacting upon and in accordance with any written instructions (including, without limitation, writteninstructions from the Fund of the type contemplated by the penultimate paragraph of Article 2above, including clauses (i) an (ii) thereof), which SEI reasonably believes to be genuine and tohave been signed or presented by the proper person or persons acting on behalf of the Fund. Norshall SEI be held to have notice of any change of authority of any officers, employee or agent ofthe Fund until receipt of written notice thereof from the Fund**.**In addition, SEI shall beprotected (and not liable to the Fund or any other person or entity) with respect to any action (i)that has been submitted in advance by SEI for review by the Fund and has been approved in writingthereby, or (ii) taken pursuant to and in accordance with procedures that have been mutually agreedin writing by SEI and the Fund, provided, in each case, that SEI shall not be protected withrespect to, and shall remain liable for, any SEI Disabling Conduct as set forth in Article 8.        ARTICLE 8. Limitation of Liability of SEI; Indemnification. The duties of SEI shall beconfined to those expressly set forth herein, and no implied duties are assumed by or may beasserted against SEI hereunder. SEI shall not be liable for any error of judgment or mistake oflaw or for any loss arising out of any investment, or for any act or omission, including, withoutlimitation, any act or omission in the performance of its duties under this Agreement, except tothe extent liability or loss from the willful misfeasance, bad faith or negligence of SEI, or byreason of SEI’s reckless disregard of its duties under this Agreement (collectively, “SEI DisablingConduct”). As used in this Article 8, the term “SEI” shall include SEI, its affiliates and theirrespective directors, officers and employees. SEI shall not be responsible for the Fund’scompliance with its applicable investment policies, and any laws and regulations governing themanner in which the Fund’s assets may be invested, and shall not be responsible for any liabilitiesor losses attributable to non-compliance with such investment policies, laws and regulations.     UNDER NO CIRCUMSTANCES SHALL SEI OR THE FUND BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE, ORCONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS, INCOME, SAVINGS, BUSINESS, OR GOODWILL)IN CONNECTION WITH ANY MATTER ARISING UNDER OR RELATING TO THIS AGREEMENT, REGARDLESS OF WHETHERSUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY,BREACH OF WARRANTY, OR ANY OTHER THEORY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OFSUCH DAMAGES (Collectively, “Consequential Damages”).
 

 
     Subject to the disclaimer of Consequential Damages set forth above in this Article 8, the Fundassumes full responsibility for, and shall indemnify and hold SEI harmless from and against any andall actions, suits, proceedings and claims, whether groundless or otherwise, and from and againstany and all losses, damages, costs, charges, judgments, reasonable counsel fees and disbursements,payments, expenses and liabilities (including reasonable investigation expenses) (“Liabilities”)arising out of (i) any error of judgment of HFS, the Fund or SEI, any investment made by or onbehalf of the Fund, or any act or omission of HFS, the Fund or SEI including, without limitation,any act or omission of SEI in the performance of its duties under this Agreement, except to theextent any such Liabilities result from any SEI Disabling Conduct, or (ii) the willful misfeasance,bad faith or negligence of the Fund (or HFS acting on its behalf). Notwithstanding anything inthis Agreement to the contrary, for purposes of this Article 8, any Liability of SEI described inthe preceding sentence that results from an arbitration award, judicial order, undisputedcontractual obligation or a reasonable settlement by SEI , in each case, in connection with a claimby or dispute with a third party against SEI under an existing contractual obligation owing by SEIto such third party or under applicable law, rules or regulations, shall be deemed to be a directdamage (and, therefore, subject to the Fund’s indemnification obligation under this Article 8) andshall not be considered Consequential Damages subject to disclaimer of Consequential Damages setforth above in this Article 8.     Subject to the disclaimer of Consequential Damages set forth above in this Article 8, SEIassumes full responsibility for, and shall indemnify the Fund (including, for purposes of thisparagraph, its respective affiliates (including HFS), directors, officers and employees) and holdthem harmless from and against any and all actions, suits, proceedings and claims, whethergroundless or otherwise, and from and against any and all Liabilities arising out of any SEIDisabling Conduct, including, without limitation, any error of judgment of SEI or any act oromission of SEI in the performance of its duties under this Agreement or otherwise, which, in eachcase, arise out of SEI Disabling Conduct. Notwithstanding anything in this Agreement to thecontrary, for purposes of this Article 8, any Liability of the Fund described in the precedingsentence that results from an arbitration award, judicial order, undisputed contractual obligationor a reasonable settlement by the Fund, in each case, in connection with a claim by or dispute witha third party against the Fund under an existing contractual obligation owing by the Fund to suchthird party or under applicable law, rules or regulations, shall be deemed to be a direct damage(and, therefore, subject to SEI’s indemnification obligation under this Article 8) and shall not beconsideredConsequential Damages subject to disclaimer of Consequential Damages set forth above in thisArticle 8.     The indemnity and defense provisions set forth in this Agreement shall indefinitely survivethe termination of this Agreement with respect to any event occurring during the Term of thisAgreement.     If a party hereto (an “Indemnifying Party”) is asked to indemnify the other party hereto (an“Indemnified Party”) pursuant to this indemnification provision, the Indemnifying Party shall beentitled to participate at its own expense or, if it so elects, to assume the defense of any suitbrought to enforce any claims subject to this indemnity provision. If the Indemnifying Partyelects to assume the defense of any such claim, the defense shall be
 

 
conducted by counsel chosen bysuch Indemnifying Party and satisfactory to the Indemnified Party, whose approval shall not beunreasonably withheld. In the event that the Indemnified Party elects to assume the defense of anysuit and retain counsel, the Indemnified Party shall bear the fees and expenses of any additionalcounsel retained by it. If an Indemnifying Party does not elect to assume the defense of a suit,it will reimburse the Indemnified Party for the fees and expenses of any counsel retained by theIndemnified Party if otherwise required to do so under this Article 8.     SEI may apply to the Fund at any time for instructions and may, with the prior consent of theFund, which consent may not be unreasonably withheld, consult counsel for the Fund or its owncounsel and with accountants and other experts, in each case with an expertise in the subjectmatter of such consultation, with respect to any matter arising in connection with SEI’s duties,and SEI shall not be liable or accountable for any action taken or omitted by it in good faith inaccordance with such instruction or with the opinion of such counsel, accountants or other experts.     Nothing herein shall make SEI liable for the performance or omissions of unaffiliated thirdparties not under SEI’s reasonable control that may be engaged by SEI to perform services that arenecessary in order for SEI to provide Services, but are not specifically described as Services onExhibit A including, without limitation, unaffiliated third party vendors not under SEI’sreasonable control who provide pricing, printing, postal or delivery, securities pricing,telecommunications, data feed, processing and settlement services (“Third Party Vendors”);provided, however, that SEI shall remain liable for the acts and omissions of sub-contractors whoare not Third Party Vendors as provided in Article 2. In addition, nothing herein shall make SEIliable for the performance or omissions of custodians, investment advisers or sub-advisers (unlessthey are affiliated with SEI and are providing services under this Agreement).     SEI and the Fund shall have a duty to mitigate damages for which the other party is liableunder this Article 8.     ARTICLE 9. Valuation. SEI is entitled to rely on the price information provided bythe underlying funds in which the Fund invests, or their administrators, brokers, custodiansand HFS in order to calculate the Fund’s net asset value (and the value of capital accounts ofthe Fund’s members or interests in the Fund based upon such valuation) and SEI shall not be liablefor any valuation errors to the extent resulting from the use of such information. If the Fund orHFS, acting on its behalf, has determined that an underlying fund should be valued differently thanthe prices provided by the underlying fund, or its administrator, broker or custodian, the priceprovided by the Fund or HFS, acting on its behalf, will be used to calculate the Fund’s net assetvalue (and the value of capital accounts of the Fund’s members or interests in the Fund based uponsuch valuation), and SEI shall not be liable for any valuation errors to the extent resulting fromthe use of such information.
 

 
     ARTICLE 10. Duration and Termination of this Agreement.     (a) This Agreement shall be in effect through and including February 28, 2009 (the “InitialTerm”). Notwithstanding the foregoing, the Fund may provide written notice to SEI at any timeduring the first two years of the Initial Term of its election to cause the Initial Term to bereduced to a period of three years, which three-year period shall begin on the first day of thefirst full calendar month immediately succeeding the day on which SEI receives such notice . Afterthe Initial Term, the term of this Agreement will automatically renew for additional three-yearrenewal terms (a “Renewal Term”; each Renewal Term and the Initial Term, being referred to hereinas a “Term”) unless either SEI or the Fund gives written notice to the other party at least 180days prior to the date on which the Initial Term or the then-current Renewal Term is scheduled toexpire, that the notifying party has elected to let such Term expire. Each Renewal Term shall beupon the same terms and conditions as were in effect during the Initial Term, with respect to thefirst Renewal Term, or immediately preceding Renewal Term, in the case of the second and subsequentRenewal Terms. This Agreement may be terminated only: (i) by SEI or the Fund in accordance withthe provisions of this Article 10(a); (ii) by the Fund in accordance with the provisions of Article4(c), or by either party in accordance with the provisions of Article 21; (iii) by SEI on such dateas is specified in written notice given by SEI, in the event of a breach of one or more provisionsof this Agreement, which are individually or in the aggregate material to this Agreement, in anymaterial respect by the Fund, provided SEI has notified the Fund of the breach at least 90 daysprior to the specified date of termination and the Fund has not remedied such breach within 45 daysof the date of such notice is received by the Fund; or (iv) by the Fund on such date as isspecified in written notice given by the Fund, in the event of a breach of one or more provisionsof this Agreement, which are individually or in the aggregate material to this Agreement, in anymaterial respect by SEI, provided the Fund has notified SEI of the breach at least 90 days prior tothe specified date of termination and SEI has not remedied such breach within 45 days of the dateof such notice is received by SEI. Subject to the provisions of Article 10(b), this Agreementshall terminate upon the dissolution, liquidation, winding-up or termination of the Fund. Withoutin any way limiting the generality of clause (iv) of the preceding sentence or defining the term“material” for any purpose under this Agreement, the parties understand and agree that a breach bySEI of its obligations under Article 12 of this Agreement relating to the confidentiality ofProtected Personal Information (as defined in Article 12(a) below) shall be deemed to be a“materialbreach of this Agreement” within the meaning of clause (iv) of the previous sentence if such abreach results in the client whose Protected Personal Information was the subject of such breachrequesting in writing the withdrawal or redemption from the Fund all of the amounts invested bysuch client within 60 days after the breach was first made known to such client.     (b) The expiration or termination of this Agreement shall be without prejudice to any rightsthat may have accrued hereunder to any party hereto prior to such expiration or termination. Theprovisions of Articles 6 (only with respect to amounts owing with respect to periods to andincluding the expiration date or termination date), 7, 9, 10, 12, 16 through 28 shall survive thetermination or expiration of this Agreement.
 

 
     ARTICLE 11. Activities of the Parties. The services of SEI rendered hereunder are notto be deemed to be exclusive. SEI is free to render such services to others and to have otherbusinesses and interests. SEI shall not be deemed to be an exclusive service provider to the Fundand the Fund is free to retain additional service providers at any time in its sole discretion.     ARTICLE 12. Confidentiality.     (a) SEI agrees on behalf of itself and its employees and officers to treat confidentially allrecords and other information relative to the Fund and its beneficial holders received by SEI inconnection with this Agreement, including any Protected Personal Information, and that it shall notuse or disclose any such information to any person or entity including, without limitation,employees or officers of SEI or its affiliates except for the purpose of carrying out the terms ofthis Agreement; provided, however, that SEI may disclose such information (i) as required byapplicable law (including, without limitation, if compelled by a court or regulatory body withproper jurisdiction), or (ii) after prior notification to and approval in writing by the Fund.“Protected Personal Information” shall mean information pertaining to investors in the Fund orclients of HFS that: (i) with respect to U.S. investors or clients, falls within the definition of“nonpublic personal information” as that term is defined in Section 6809(4) of theGramm-Leach-Bliley Act; (ii) with respect to investors or clients within the European Union, fallswithin the definition of “personal data” or “sensitive personal data” as those terms are used inDirective 95/46/EC or any local laws implementing such directive; and (iii) with respect toinvestors or clients in countries outside of the United States and the European Union having dataprotection or privacy laws, including without limitation, Australia, Canada, Hong Kong, Japan andSwitzerland, information that falls within the definition of any comparable terms used in theapplicable data protection or privacy laws of such country (comparable to the defined termsdescribed in the preceding clauses (i) and (ii)).     (b) The Fund agrees on behalf of itself and its employees and officers to treat confidentiallyall records and other information relative to SEI received by the Fund in connection with thisAgreement, including any trade secrets or proprietary information, and that it shall not use ordisclose any such information except in a manner consistentwith its business relationship with SEI and the terms of this Agreement; PROVIDED, HOWEVER,that the Fund may disclose such information (i) as required by applicable law (including, withoutlimitation, if compelled by a court or regulatory body with proper jurisdiction) or (ii) afterprior notification to and approval in writing by SEI.     (c) SEI further agrees that at all times it and its affiliates shall (i) only process or useProtected Personal Information for the purpose of providing the Services and performing itsobligations pursuant to this Agreement; (ii) take reasonable security, technical security andorganizational measures against unauthorized access to, or unauthorized alteration, disclosure ordestruction of Protected Personal Information, in particular where processing of such data involvesthe transmission of such data over a network, against the accidental loss or destruction ofpersonal data and against all other unlawful forms of processing; (iii) take reasonable steps toensure that persons employed
 

 
by SEI or its affiliates and other persons at the place of work of SEIor its affiliates or in contact with the Protected Personal Information at SEI’s behest, are awareof, and comply with, the relevant measures as described in clause (ii) above; and (iv) process theProtected Personal Information in a form which permits the identification of a client for no longerthan is necessary for the purposes of the Services to be provided pursuant to this Agreement.     (d) In the event that SEI discloses any Protected Personal Information in violation of thisArticle 12, SEI agrees to promptly notify the Fund of such disclosure and to promptly meet with theFund, if the Fund so requests, to discuss the circumstances relating to such violation and theactions being taken by SEI to prevent additional such violations. If the Fund requests, SEI shallpromptly make available to the Fund a senior executive of SEI who is familiar with thecircumstances of such violation.     (e) SEI shall cause each of its and its affiliates’ employees who is either assigned to SEI’s“Alternative Investments Operations” or who regularly as part of his or her assignedresponsibilities may access Protected Personal Information including, without limitation, employeesassigned to SEI Trust Operations, to go through background testing that meets standards previouslyprovided to SEI in writing by the Fund (“Required Background Testing”), and shall only provideaccess to Protected Personal Information to those employees who (i) successfully complete theRequired Background Testing, or (ii) have been approved in advance by the Fund, notwithstanding afailure to successfully complete the Required Background Testing. SEI shall cause each of its orits affiliates’ subcontractors or consultants who may access Protected Personal Information,including, without limitation, by transmitting or processing Protected Personal Information, butexcluding system providers to SEI or its affiliates, such as SunGard, who only have access toProtected Personal Information in connection with maintenance and other services that they performfor SEI or its affiliates with respect to the provided system (each, an “Access Subcontractor”), to(i) cause each of such Access Subcontractor’s employees who regularly, as part of his or herassigned responsibilities, may access Protected Personal Information to go through RequiredBackground Testing or to allow SEI to conduct such Required Background Testing, and (ii) onlyprovideaccess to Protected Personal Information to those employees who (1) successfully complete theRequired Background Testing, or (2) have been approved in advance by the Fund, notwithstanding afailure to successfully complete the Required Background Testing.     ARTICLE 13. Certain Records. SEI shall maintain customary records in connection withits duties as specified in this Agreement. Any records prepared or maintained by SEI on behalf ofthe Fund shall be prepared and maintained at the expense of SEI, but shall be the property of theFund and will be made available to or surrendered promptly to the Fund on request.     In case of any request or demand for the inspection of such records by another party, SEIshall notify the Fund and follow the Fund’s instructions as to permitting or refusing suchinspection; provided that SEI may exhibit such records to any person as required by
 

 
applicable law(including, without limitation, if compelled by a court or regulatory body with properjurisdiction).     ARTICLE 14. Compliance With Governmental Rules and Regulations. SEI undertakes tocomply in all material respects with applicable requirements of the Securities Act of 1933, theSecurities Exchange Act of 1934, the Investment Company Act of 1940, and any laws, rules andregulations of governmental authorities having jurisdiction with respect to the duties to beperformed by SEI hereunder.     ARTICLE 15. Internet Access. Data and information may be made electronicallyaccessible to the Fund through Internet access to one or more links provided by SEI (“Web Links”).All rights in Web Links (including text and “look and feel” attributes) are owned by SEI (otherthan any intellectual property incorporated in the Web Links which is owned by HFS, the Fund ortheir affiliates). Any commercial use of the content or any other aspect of Web Links requires thewritten permission of SEI. Use of the Web Links by the Fund or its agents will be subject to anyreasonable and customary terms of use set forth on the web site, which must be consistent with theprovisions of this Agreement. To the extent Web Links contain information or data that has notbeen processed or otherwise provided by SEI, its affiliates and its subcontractors pursuant to thisAgreement, the information and data contained in the Web Links are presented “AS IS,” WITHOUTEXPRESS OR IMPLIED WARRANTIES OF ANY KIND INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OFINFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.     ARTICLE 16. Agreement for Sole Benefit of the Parties. This Agreement is for thesole and exclusive benefit of the parties hereto and will not be deemed to be for the direct orindirect benefit of the clients or customers of SEI or the Fund that are not parties hereto(including members of or investors in the Fund). The clients or customers of SEI or the Fund thatare not parties hereto (including members of or investors in the Fund)will not be deemed to be third party beneficiaries of this Agreement nor to have any othercontractual relationship with SEI by reason of this Agreement.     ARTICLE 17. Entire Agreement; Amendments. This Agreement constitutes the entireagreement between the parties hereto and supersedes any prior agreement, draft or proposal withrespect to the subject matter hereof. This Agreement or any part hereof may be waived only by aninstrument in writing signed by the party against which enforcement of such waiver is sought, andmay only be changed by mutual written agreement of the parties.     ARTICLE 18. Assignment.     (a) This Agreement shall not be assignable by either party hereto without the prior writtenconsent of the other party; provided, however, that SEI and the Fund will each have the right toassign or delegate all or part of its respective rights, responsibilities, or duties hereunder toany subsidiary, parent or affiliate of such party upon the provision of prior notice to the otherparty, but no such assignment or delegation will relieve the Fund or
 

 
SEI of any of its obligationshereunder. Such assignment or delegation will be valid only so long as the assignee or delegateremains a subsidiary, affiliate or parent of SEI or the Fund and in the event of any suchassignment, SEI or the Fund will remain responsible for the acts of any such entity to whom itmakes such assignment.     ARTICLE 19. Waiver. Any term or provision of this Agreement may be waived at anytime by the party entitled to the benefit thereof by written instrument executed by such party. Nofailure of either party hereto to exercise any power or right granted hereunder, or to insist uponstrict compliance with any obligation hereunder, and no custom or practice of the parties withregard to the terms of performance hereof, will constitute a waiver of the rights of such party todemand full and exact compliance with the terms of this Agreement.     ARTICLE 20. Notice. Any notice required or permitted to be given byeither party to the other shall be deemed sufficient if sent by registered or certified mail,federal express (or substantially similar delivery service), postage prepaid, addressed by theparty giving notice to the other party at the last address furnished by the other party to theparty giving notice: if to the Fund, or HFS on its behalf, at 701 Mt. Lucas Road, Princeton, NewJersey 08590, Attention: General Counsel; and if to SEI at One Freedom Valley Drive, Oaks,Pennsylvania, 19456 Attention: General Counsel. The parties agree that any consent, approval,authorization, instruction or payment that may, or is required to, be given by the Fund hereundermay be given by HFS on its behalf, and may be given by SEI to HFS on behalf of the Fund.     ARTICLE 21. Force Majeure. No breach of any obligation of a party to this Agreementwill constitute an event of default or breach to the extent it arises out of a cause, existing orfuture, that is beyond the control and without gross negligence, willful misconduct or bad faith,or reckless disregard of its duties under this Agreement, of theparty otherwise chargeable with breach or default, including without limitation: work actionor strike; lockout or other labor dispute; flood; war; riot; theft; earthquake or natural disaster.Either party hereto desiring to rely upon any of the foregoing as an excuse for default or breachwill (i) when the cause arises, give to the other party prompt notice of the facts which constitutesuch cause; (ii) when the cause ceases to exist, give prompt notice thereof to the other party; and(iii) promptly take reasonable steps to mitigate the adverse effects of the cause on the otherparty during the force majeure event. If the force majeure event continues for more than 14 daysafter the commencement of the force majeure event, either party hereto may terminate this Agreementby giving 30 days’ notice in writing to the other party, provided such notice is given while suchforce majeure event is continuing.     ARTICLE 22. Equipment Failures. In the event of equipment failures beyond SEI’scontrol (including, without limitation, a failure that result in a disruption of the Web Links) SEIshall notify the Fund and take reasonable and prompt steps to minimize service interruptions butshall have no liability with respect thereto, provided that SEI shall have developed and maintaineda plan for recovery from equipment failures which may include contractual arrangements withappropriate parties making reasonable
 

 
provision for emergency use of electronic data processingequipment to the extent appropriate equipment is available and that such failure shall not havebeen caused by SEI Disabling Conduct.     ARTICLE 23. Headings. All Article headings contained in this Agreement are forconvenience of reference only, do not form a part of this Agreement and will not affect in any waythe meaning or interpretation of this Agreement. Words used herein, regardless of the number andgender specifically used, will be deemed and construed to include any other number, singular orplural, and any other gender, masculine, feminine, or neuter, as the contract requires.     ARTICLE 24. Governing Law; Venue; Waiver of Trial By Jury. This Agreement shall beconstrued in accordance with the laws of the State of New York without giving effect to theconflicts of laws principles thereof. The parties agree that all actions and proceedings arisingout of, under or in connection with this Agreement shall be brought in and be subject to thejurisdiction of a court of the State of New York or the United States District Court for theSouthern District of New York located in the City of New York, and the parties irrevocably submitto the jurisdiction of such courts in respect of any such action or proceeding and waive to thefullest extent permitted by law any objection that they may now have or hereafter have to thelaying of venue of any such action or proceeding in such manner, including any claim that suchaction or proceeding has been brought in an inconvenient forum. THE PARTIES HEREBY WAIVE ANY RIGHTTHEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY ACTION, PROCEEDINGS OR LITIGATION ARISING OUTOF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.     ARTICLE 25. Multiple Originals. This Agreement may be executed in two or morecounterparts, each of which when so executed shall be deemed to be an original, but suchcounterparts shall together constitute but one and the same instrument.     ARTICLE 26. Binding Agreement. This Agreement, and the rights and obligations of theparties hereunder, shall be binding on, and inure to the benefit of, the parties and theirrespective successors and assigns.     ARTICLE 27. Severability. If any part, term or provision of this Agreement is heldto be illegal, in conflict with any law or otherwise invalid, the remaining portion or portionsshall be considered severable and not be affected, and the rights and obligations of the partiesshall be construed and enforced as if the Agreement did not contain the particular part, term orprovision held to be illegal or invalid.     ARTICLE 28. Prevention of Money Laundering.     (a) If required by the Regulations (as defined below), the Fund shall verify the identity ofthe investors in the Fund in accordance with such Regulations and shall maintain suchidentification verification records to the extent required by suchRegulations. For purposes of this Article 28, the term of “Regulations” shall mean the provisions of the USA
 

 
Patriot Act, theregulations administered by the U.S. Department of Treasury’s Office of Foreign Assets Control(“OFAC”) and all other U.S. and non-U.S. anti-money laundering laws, statutes, and regulations,which are, in each case, applicable to SEI or the Fund.     (b) If required by the Regulations, SEI shall: (i) maintain transactional records in accordance with therequirements of the Regulations; and (ii) (1) verify that investors in the Fund are not designatednationals and/or blocked persons as identified on the OFAC list maintained bythe US Department of Treasury (found currently athttp://www.treas.gov.ofac); (2) pursuant to the Regulations, report anyinformation or other matter which comes to its attention relating toany person that SEI knows or suspects is engaged in money laundering;and (3) perform any other functions required bythe Regulations.     (c) The Fund and SEI understand and agree that the Fund (or one or more of its affiliates)shall perform such anti-money laundering compliance procedures with respect to the Fund as itreasonably determines are required to be performed by the Fund pursuant to the Regulations, (ii)take reasonable steps to cooperate with SEI to enable SEI to engage in the activities described inclause (b) above, and (iii) ultimately be responsible for ensuringthat the Fund is compliant with the Regulations. SEI agrees to certify to the Fund annuallythat it has implemented an anti-money laundering program to the extent required by the Regulationsand that it will perform the applicable anti-money laundering functions described in paragraph (b)above if applicable. The Fund agrees to certify annually that it has implemented an anti-moneylaundering program to the extent required by the Regulations and that it will perform theapplicable anti-money laundering functions described in paragraph (a) above if applicable.
 

 
     **IN WITNESS WHEREOF,**the parties hereto have executed and delivered this Agreementas of the day and year first above written.     GOLDMAN SACHS HEDGE FUND PARTNERS, LLC       By: /s/ Kent A. Clark       Name: Kent A. Clark  Title: Managing Director  SEI GLOBAL SERVICES, INC.       By: /s/ Stephen G. Meyer       Name: Stephen G. Meyer  Title: Executive Vice President  
 

 
**EXHIBIT A****The Services****Administration Services:**1) **Strategic Planning and Product Development**— provide assistance with business plan,product structures, distribution strategies, listing on stock exchanges (selectingagent) and introduction of outside vendors, if applicable.2) **Supply Statistical Data**— supply various normal and customary statistical data asmay be reasonably requested by the Fund on an ongoing basis. Subject to the terms ofthe Agreement (including, without limitation, Article 2 (other than the provisionthereof requiring SEI to obtain consent for use of certain subcontractors)), the Fundacknowledges and agrees that SEI may, at its own expense, engage Third Party Vendorsto provide data that may be required for purposes of providing the Services describedin this paragraph (2).3) **Preparation of Financial Statements and Coordinate Annual Fund Audits, InvestorReports and Governmental or Regulatory Reports and Filings**— prepare all financialstatements and required footnote disclosures, including annual (audited), semi-annualand quarterly, in accordance with U.S. generally accepted accounting principles;provide liaison with auditors, coordinate annual audits of financial statements withexternal auditors; send financial statements to investors via mail, and completenecessary audit assistance tables; prepare such additional financial or statisticalinformation as may be required for the proper completion of the periodic and otherreports of the Fund (including, without limitation, 10Ks,10Qs and 8Ks), and coordinatethe timely completion, filing and distribution of such reports. SEI will also makecertifications in connection with such periodic reports that are substantially similarto the certifications that will be required to be made in connection with such reportsby the officers of the Fund pursuant to the Sarbanes-Oxley Act of2002.4) **Facilitate Preparation of Federal, State, and Local Income Tax Returns**— maintainand provide the information reasonably necessary in a format acceptable to the Fundand the auditors of the Fund in order to facilitate the preparation of federal, state,and local income tax returns prepared by the auditors.5) **Coordinate Contractual Service Providers**— coordinate contractual relationships andcommunications between the Fund and its contractual service providers, related to thedelivery and performance of the Services.6) **Legal Support and Board of Director Support**— review legal documents, consult onfund legal issues, and anti-money laundering requirements. Provide, develop orassist in developing policies and procedures relating to operations.Monitor
 

 
  compliance procedures for, among other matters, adherence to investment objectives,policies, restrictions, and applicable laws and regulations if previously requested todo so by the Fund, it being acknowledged by the Fund that HFS and/or its affiliateswill also be providing such services to the Fund and that HFS (and not SEI) isresponsible for such compliance procedures and adherence to investment objectives,policies, restrictions, and applicable laws and regulations. Provide accounting andfinancial information for board of directors, if any, and provide venue for meetings,coordinate the schedule, agenda and production of meeting materials, attend meetings,if necessary. Subject to the terms of the Agreement (including, without limitation,Article 2 (other than the provision thereof requiring SEI to obtain consent for use ofcertain subcontractors)), the Fund acknowledges and agrees that SEI may, at its ownexpense, engage legal service providers to assist SEI in providing such the Servicesdescribed in this paragraph (6).7) **Fund Performance Reporting**— calculate daily, monthly, quarterly, year-to-date and,to the extent the necessary data has been provided to SEI, inception to date ,netrates of return, compare returns to relevant benchmarks and/or toThird Party Vendors.8) **Income and Expense Reviews**— implement expense budgets prepared by the Fund, setexpense accruals, monitor fund expense caps, calculate any fee reductions or rebates,pay fund expenses after approval by the Fund, evaluate budget to monitor that expensescharged are consistent with contractually agreed amounts.9) **Tax Support**—  provide, in sufficient detail and in a format reasonably acceptableto the Fund and the Fund’s external auditors, portfolio lot level trade activity andany other report and information necessary for the tax year to support the taxanalysis, adjustment analysis, and tax form preparation by the external auditors ifsuch other report or information is customarily provided by fund administrators andsuch report or information may be generated by SEI with commercially reasonableefforts; provide investor break period capital activity, ownership percentages andbook basis allocations to support the tax allocation preparation by the externalauditors; and provide investor demographic information to support the tax formpreparation by the Fund’s external auditors.10) **Fund Investment Documents**— prepare, sign and distribute fund investmentsubscriptions, additional contributions, redemption requests, transfer documentation,re-registration forms and proxy voting responses on an ongoing basis upon writteninstruction from the Fund in accordance with the terms of theAgreement.11) **Money Movement**— make all necessary payments on behalf of the Fund using fundsavailable in the Fund’s bank accounts upon proper instructions from the Fund,including in connection with investments, and payments of redemption proceeds andother expenses in accordance with the terms of this Agreement.
 

 
12) **Leverage Facilities**— record all necessary borrowing requests by the Fund undercredit or other leverage facilities (whether in the form of indebtedness for borrowedmoney, derivative instruments or otherwise) to cover cash requirements of the Fund.Calculate accrued interest and commitment fees and make payments in accordance withthe terms of the leverage facilities. Apply available cash to reduce outstandingborrowings where instructed to do so by the Fund.**Accounting Services:**1) **Calculation of Daily Estimated Net Asset Value**— calculate daily estimated NAV in accordancewith accounting policies established by or on behalf of the Fund and provided to SEI bycompiling available information regarding the investments of the underlying funds andmanagers, updating market value of investments through standard pricing agents, andappropriate pricing services, and information provided by the Fund or its delegates. Entermanual prices where necessary, review changes in NAV for reasonableness, check individualsecurity price variations, and complete variance analysis on currency exchange rates viaautomated reporting. Calculate daily income and expense accruals (including but not limitedto administration fees, incentive fees and management fees) andrecord other expense accruals2) **Calculate Monthly Adjusted Estimated and Final Net Asset Value**— calculate the adjustedestimated (based on final estimated valuations received by the underlying funds and managers)and final NAV for the Fund as of each month-end (and at such other times as may be requiredpursuant to the Fund Documents) by compiling available information regarding the investmentsof the underlying funds and managers, updating market value of investments through standardpricing agents, and appropriate pricing services, and information provided by the Fund or itsdelegates in accordance with the Fund Documents and such reasonable valuation procedures asmay be adopted from time to time by the Fund and that have previously been provided to SEI.Enter manual prices where necessary, review changes in NAV for reasonableness, checkindividual security price variations, and complete variance analysis on currency exchangerates via automated reporting. Calculate daily income and expense accruals (including but notlimited to administration fees, incentive fees and management fees) and record other expenseaccruals. If requested by the Fund, compare estimated NAVs and final NAVs provided byunderlying funds (or their designees) and report discrepancies.3) **Reconcile Broker Statements**— to the extent available, review and reconcile brokerstatements on a daily basis for positions, cash balances, and transaction activity, and reportto the Fund any items deemed unusual in accordance with procedures to be agreed upon betweenSEI and the Fund.4) **Reconcile Bank Statements**- review and reconcile bank statements on a daily basis for cashbalances and transaction activity and report to the Fund any items deemed unusual inaccordance with procedures agreed between SEI and the Fund. Determine and report cash balancesto the Fund.
 

 
5) **Partnership Accounting Records**— in accordance with the Fund Documents, allocate book basisprofit and loss, maintain side-pocket or designated capital accounts, calculate incentive /performance re-allocation fee for each capital account, track high-water-mark and lossrecovery accounts.6) **Multi-Class/Multi-Series Accounting Records**— process unit based funds using seriesaccounting methods for incentive fee treatment of interim subscriptions, and calculateincentive fee accruals using series accounting on an automatedbasis.7) **Verification and Recording of All Income Accruals for Fixed Income Issues**— record dailyinterest and amortization on securities, verify all interest and amortization calculations,reconcile all coupon payments to the prime broker / custodyagent.8) **Monitoring Individual Equity Securities for Corporate Actions and Capital Changes**— ifapplicable, monitor corporate action information received from pricing agents, interface withprime broker to monitor timely collection and postings or corporate actions, performmark-to-market analysis on exchange rate fluctuations of unsettled corporate actions,calculate and record foreign withholding tax for the Fund.9) **Entering All Security Transactions Into Accounting Records**— receive and record alltransactions from the Fund (or agent), verify security settlements with prime broker, maintaina ledger of transactions, maintain individual tax lots for each security purchase / sale,determine realized gains/loss on security trades, provide brokerage commission reporting, andprovide currency exchange rate realized and unrealized gain/lossdetail.10) **Entering All Investor Transactions into Accounting Records**— process all activity identifiedon the transfer agent’s records, reconcile all outstanding capital account balances to thetransfer agent’s records, and reconcile all other capitalchanges.11) **Submission of Accounting Reports to the Fund (additional reports available)**- portfoliovaluation (listing of holdings, cost basis, market value, unrealized appreciation /depreciation, and percentage of portfolio), net asset value calculation, expense summary,income statement, balance sheet, statement of changes in net assets, reconciliation reportsand other supporting schedules as required.**Investor Servicing and Reporting:**1) **Processing & Reporting of Investor Activity**- process new issues,subscriptions, redemptions and transfers in accordance with theAgreement, instruct money movements related to investor transactions, interface withcustody agent / prime broker, confirm transactions to investors, retain correspondenceand other information pertaining to investor registry, and mail account statements,notice of meetings, and reports to investors.
 

 
2) **Maintain Fund Investor Records and Provide Investor Report Services**— maintaininvestor registry and investor files (including information regarding associatedparties to which such investors has requested reports to be sent). Providestatements to investors (and their associated parties) on a monthly basis or asfrequently as may otherwise be agreed that set forth the value of an investor’sinterest. Provide investors (and their associated parties) with other quarterly andannual reports deemed necessary or advisable by the Fund.3) **Investor Support Services**— if requested by the Fund, and at the direction thereof,assist with investor (and associated party) inquiries and document requests, includinginquiries regarding capital account balances and transactions. Monitor for, andassist in compliance with, agreements between HFS and/or the Fund and Fund investorspreviously provided to SEI.Subject to the terms of the Agreement (including, without limitation, Article 2 (other than theprovision thereof requiring SEI to obtain consent for use of certain subcontractors)), the Fundacknowledges and agrees that SEI may, at its own expense, subcontract typesetting, printing andmailing/distribution services to Third Party Vendors.SEI shall also provide such additional services in connection with the ongoing operations of theFund as may be reasonably requested by the Fund and that are customarily provided by administratorsof funds of funds/managers (i) as of the date of this Agreement, and (ii) from time to timefollowing the date of this Agreement to the extent that the performance of the services to beprovided pursuant to this clause (ii) do not result in any additional significant expense to SEI.SEI shall also perform all actions necessary in order to perform the Services described herein inaccordance with the terms of the Agreement whether or not any such action is specifically describedor referenced herein.