A sample side letter that may be used by a fiduciary of an employee benefit plan subject to the Employee Retirement Income Security Act of 1974 (ERISA) to invest in an investment fund that is or may be deemed to hold ERISA "plan assets." This side letter is designed for an ERISA plan's investment in a private equity fund or hedge fund that is structured as a limited partnership, but can be modified for different types of investments and investment vehicles. This Standard Document has integrated notes with important explanations and drafting tips.