Common use of Duties of the Trading Advisor Clause in Contracts

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 23 contracts

Samples: Advisory Agreement (Polaris Futures Fund L.P.), Advisory Agreement (Managed Futures Premier BHM L.P.), Advisory Agreement (Meritage Futures Fund L.P.)

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Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July April 1, 2007 2008 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 5 contracts

Samples: Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Tactical Diversified Futures Fund L.P.), Advisory Agreement (Meritage Futures Fund L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist its allocable share of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by of the Trading Manager and consented to by the Trading Advisor (the “Assets”), Partnership on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and or provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the trading policies of the Partnership described in writing to the Trading Policies Advisor and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions, or redemptionsreapportionments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services to the Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor or in investing and reinvesting its allocable share of the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 4 contracts

Samples: Management Agreement (Witter Dean Select Futures Fund Lp), Management Agreement (Dean Witter Spectrum Select Lp), Management Agreement (Dean Witter Spectrum Select Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor from time to time (collectively, the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails in a material respect to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 4 contracts

Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 2007, by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor the trading advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (collectively, the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest interests trading of the Trading Company with by the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except except, subject to Section 7(a), to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 3 contracts

Samples: Advisory Agreement (Morgan Stanley Managed Futures LV, L.P.), Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Meritage Futures Fund L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A the Disclosure Document with respect to the Trading Program (as defined in Section 2(f) below), this Agreement as amended from time to time (including but not limited to Exhibit A) and provided as otherwise agreed in writing to by the Trading Advisor by and the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without with notice if reasonably practicable to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading five calendar days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructioninstruction which was notified to the Trading Advisor pursuant to the terms of this Agreement.

Appears in 3 contracts

Samples: Advisory Agreement (Polaris Futures Fund L.P.), Advisory Agreement (Meritage Futures Fund L.P.), Advisory Agreement (Morgan Stanley Managed Futures MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 2007, by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (provided that the Trading Manager will provide the Trading Advisor prior notice where practicable) (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 3 contracts

Samples: Advisory Agreement (Meritage Futures Fund L.P.), Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Morgan Stanley Managed Futures LV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor the trading advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (collectively, the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest interests trading of the Trading Company with by the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except except, subject to Section 7(a), to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 3 contracts

Samples: Advisory Agreement, Advisory Agreement (LV Futures Fund L.P.), Advisory Agreement (Orion Futures Fund Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July October 1, 2007 2009, by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c6(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies Trading Operations Procedures set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading PoliciesOperations Procedures”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies Operations Procedures and with applicable speculative position limitslimits (as set forth by the respective regulatory authorities or exchanges), (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails (or is not able) to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails (where it would otherwise be possible) to comply with the Trading Manager’s decision to override an instruction.

Appears in 2 contracts

Samples: Advisory Agreement (Managed Futures Profile LV, L.P.), Advisory Agreement (Managed Futures Profile MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a trading advisor for the Partnership. The Trading Advisor for will initially be allocated 50% of the Trading Company and, as such, Partnership Net Assets and shall have sole authority and responsibility for directing the investment and reinvestment of its allocable share of the Trading Company’s assets, Net Assets of the Partnership which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented be traded pursuant to by the Trading Advisor (the “Assets”), its International Foreign Exchange Program on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement or the Prospectus or as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the trading policies of the Partnership described in writing to the Trading Policies Advisor and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions, or redemptionsreapportionments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except . In performing services to the extent that such consequences result from a material breach of this Agreement Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor or in investing and reinvesting its allocable share of the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 2 contracts

Samples: Management Agreement (Morgan Stanley Dean Witter Spectrum Currency Lp), Management Agreement (Morgan Stanley Dean Witter Spectrum Currency Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 2 contracts

Samples: Advisory Agreement (Meritage Futures Fund L.P.), Advisory Agreement (Polaris Futures Fund L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1April 2, 2007 2012 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 2 contracts

Samples: Confidential Treatment (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1October 10, 2007 2013 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 2 contracts

Samples: Advisory Agreement (Rjo Global Trust), Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July June 1, 2007 2011 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c6(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, limits imposed by the CFTC or a particular market (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing do so is necessary for the protection of to comply with its fiduciary duties to the Trading Company, (v) subject to Section 7, to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two three trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction. The Trading Manager agrees that any exercise of its override authority under this Section 2(a) will be effected solely by the Trading Manager or a Trading Manager affiliate.

Appears in 2 contracts

Samples: Confidential Treatment (Managed Futures Profile HV, L.P.), Confidential Treatment (Managed Futures Profile MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July December 1, 2007 by the Trading Advisor on behalf of the Trading CompanyPartnership, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocated portion of the Trading Company’s assetsNet Assets of the Partnership which initially shall be traded pursuant to its 3X Program as described in the Prospectus, which shall consist and may be subsequently traded pursuant to such other of the Trading Company’s Net Assets (Advisor's programs described in the Prospectus as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing agreed to by the Trading Manager General Partner and consented to by the Trading Advisor (with such changes and additions to such trading programs as the “Assets”Trading Advisor, from time to time, incorporates into its trading program(s) for accounts the size of the Partnership's), (collectively, the "Trading Program") on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this hereto, the Prospectus, the Limited Partnership Agreement and as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the trading policies of the Partnership, as described in Exhibit A hereto, the Prospectus and the Limited Partnership Agreement, and as otherwise provided in writing to the Trading Policies Advisor, and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions or redemptionsreapportionments among other trading advisors, if any, to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor. In performing services for the Partnership, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor may not materially alter or change the Trading Advisor fails to comply with Program without the prior written consent of the General Partner (and shall not effect such alteration or change on behalf of the Partnership without the General Partner's consent), it being understood that changes in the futures interests traded, provided that such futures interests are listed on Exhibit B hereto or are otherwise approved in writing by the General Partner (as set forth in Section 10(a)(iii) hereof), shall not be deemed an alteration in the Trading Manager’s decision to override an instructionProgram.

Appears in 2 contracts

Samples: Management Agreement (Morgan Stanley Spectrum Currency Lp), Management Agreement (Morgan Stanley Spectrum Global Balanced Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July December 1, 2007 by the Trading Advisor on behalf of the Trading CompanyPartnership, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocated portion of the Trading Company’s assetsNet Assets of the Partnership which initially shall be traded pursuant to its Global Futures Portfolio, which shall consist as described in the Prospectus, and may be subsequently traded pursuant to such other of the Trading Company’s Net Assets (Advisor's programs described in the Prospectus as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing agreed to by the Trading Manager General Partner and consented to by the Trading Advisor (with such changes and additions to such trading programs as the “Assets”Trading Advisor, from time to time, incorporates into its trading program(s) for accounts the size of the Partnership's), (collectively, the "Trading Program") on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this hereto, the Prospectus, the Limited Partnership Agreement and as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the trading policies of the Partnership, as described in Exhibit A hereto, the Prospectus and the Limited Partnership Agreement, and as otherwise provided in writing to the Trading Policies Advisor, and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions or redemptionsreapportionments among other trading advisors, if any, to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading business days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor., except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s General Partner's decision to override an instruction. In performing services for the Partnership, the Trading Advisor shall give the General Partner prior written notice of any change in the Trading Program that the Trading Advisor considers material (and shall not effect such change on behalf of the Partnership without the General Partner's consent), it being understood that changes in the futures interests traded, provided that such futures interests are listed on Exhibit B hereto or are otherwise approved in writing by the General Partner (as set forth in Section 10(a)(iii) hereof), shall not be deemed an alteration in the Trading Program.

Appears in 2 contracts

Samples: Management Agreement (Morgan Stanley Spectrum Select Lp), Management Agreement (Morgan Stanley Spectrum Global Balanced Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July October 1, 2007 2009, by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c6(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Manager agrees to inform the Trading Advisor as soon as reasonably practicable in circumstances where it has overridden the instructions of the Trading Advisor. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.

Appears in 2 contracts

Samples: Advisory Agreement (Managed Futures Profile LV, L.P.), Advisory Agreement (Managed Futures Profile MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July December 1, 2007 by the Trading Advisor on behalf of the Trading CompanyPartnership, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocated portion of the Trading Company’s assetsNet Assets of the Partnership which initially shall be traded pursuant to its International Value Program, which shall consist as described in the Prospectus, and may be subsequently traded pursuant to such other of the Trading Company’s Net Assets (Advisor's programs described in the Prospectus as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing agreed to by the Trading Manager General Partner and consented to by the Trading Advisor (with such changes and additions to such trading programs as the “Assets”Trading Advisor, from time to time, incorporates into its trading program(s) for accounts the size of the Partnership's), (collectively, the "Trading Program") on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this hereto, the Prospectus, the Limited Partnership Agreement and as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the trading policies of the Partnership, as described in Exhibit A hereto, the Prospectus and the Limited Partnership Agreement, and as otherwise provided in writing to the Trading Policies Advisor, and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions or redemptionsreapportionments among other trading advisors, if any, to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading business days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor., except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s General Partner's decision to override an instruction. In performing services for the Partnership, the Trading Advisor may not materially alter or change the Trading Program without the prior written consent of the General Partner (and shall not effect such alteration or change on behalf of the Partnership without the General Partner's consent), it being understood that changes in the futures interests traded, provided that such futures interests are listed on Exhibit B hereto or are otherwise approved in writing by the General Partner (as set forth in Section 10(a)(iii) hereof), shall not be deemed an alteration in the Trading Program.

Appears in 2 contracts

Samples: Management Agreement (Morgan Stanley Spectrum Global Balanced Lp), Management Agreement (Morgan Stanley Spectrum Strategic Lp)

Duties of the Trading Advisor. (a) Upon Speculative Trading. Commencing on December 3, 2001, the commencement of ------------------- Trading Advisor shall act as a trading operations on or about July 1, 2007 by advisor for the Trading Advisor Company, acting independently from any other advisors or managers selected to direct accounts on behalf of the Trading Company. The Trading Advisor and the Trading Company agree that in managing an account for the Trading Company, the Trading Advisor hereby agrees to act shall apply its Balanced Portfolio Program as a contemplated by the Trading Advisor's Commodity Trading Advisor for Disclosure Document dated October 31, 2001 (the "Initial CTA Disclosure Document"), as such program may be developed and modified over time (except that the Trading Company andAdvisor may not abandon the basic asset allocation principles on which the Balanced Portfolio Program is based). The Trading Advisor may use a different program in managing the Trading Company's account only with the consent of the Trading Company. Except as provided otherwise in this Section 1, as such, the Trading Advisor shall have sole and exclusive authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of 's assets pursuant to and in accordance with the Trading Company’s Net Assets (Advisor's best judgment and the Balanced Portfolio Program as defined described in Section 5(c) hereof) plus “notional” fundsthe Initial CTA Disclosure Document, if anyand as refined and modified from time to time in the future in accordance herewith, as specified in writing by for the Trading Manager period and consented to by the Trading Advisor (the “Assets”), on the terms and conditions set forth herein and in accordance with the prohibitions Trading Company's trading strategies and policies (the "Trading Strategies") as described in the Prospectus and the trading policies set forth in Exhibit A to this Limited Partnership Agreement as amended from time to time and provided in writing to of the Trading Advisor Company (the "Limited Partnership Agreement") or as may be modified by the Trading Manager (Company with the “Trading Policies”); provided, however, that prior consent of the Trading Manager Advisor. Notwithstanding the foregoing, the Trading Company or the General Partner may override the trading instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary necessary: (i) to comply with the Trading Policies and with applicable speculative position limits, Strategies; (ii) to fund any distributions or redemptions, redemptions of Units to be made by the Partnership; (iii) to pay the Trading Company’s 's and the Partnership's expenses, ; (iv) to the extent deleverage the Trading Manager believes doing so is necessary for Company in accordance with the protection terms of the Trading Company, Prospectus; and/or (v) to terminate the futures interest trading of comply with speculative position limits; provided that the Trading Company with and the General Partner shall permit the Trading Advisor, or (vi) Advisor three days in which to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions liquidate positions for the reasons specified purposes set forth in clauses (ii) or ), (iii) of the preceding sentence unless the and (v) prior to exercising their override authority. The Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available will not be liable to the Trading Company within two trading days solely as a result of such requestany loss caused by the intervention of Trading Company or the General Partner. The Trading Company and the General Partner both specifically acknowledge that in agreeing to manage an account for the Trading Company the Trading Advisor is in no respects making any guarantee of profits or of protections against loss. The Trading Advisor shall give the Trading Company prompt written notice of any proposed material change in the Balanced Portfolio Program or the manner in which trading decisions are to be made or implemented and shall not be liable make any such proposed change with respect to trading for the consequences of any decision by Trading Company without having given the Trading Manager to override instructions Company and the General Partner at least 30 days' prior written notice of such change. The addition and/or deletion of commodity interests from the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement Company's portfolio managed by the Trading Advisor shall not be deemed a change in the Balanced Portfolio Program and prior written notice to the Trading Company or the Trading Advisor fails to comply with General Partner shall not be required therefor (unless the Trading Manager’s decision to override deletion constitutes an instructionabandonment of the basic asset allocation principles on which the Balanced Portfolio Program is based).

Appears in 1 contract

Samples: Advisory Agreement (Four Seasons Fund Ii L P)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1October 10, 2007 2013 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof5(c)hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July August 1, 2007 2012 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without with concurrent notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund in extraordinary circumstances, (viii) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (viiv) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or i), (iii), and (iv) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company Managing Owner within two one trading days day of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist Net Assets of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), Partnership on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement Agreement, or the Prospectus or as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; providedPROVIDED, howeverHOWEVER, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership and with applicable speculative position limits, (ii) to fund any distributions or redemptionspay the Partnership's expenses, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (viv) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (viv) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses clause (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services for the Partnership, the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor or in investing and reinvesting the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Dean Witter Charter Grahm Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July December 1, 2007 by the Trading Advisor on behalf of the Trading CompanyPartnership, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocated portion of the Net Assets of the Partnership which initially shall be traded pursuant to its Strategic Currency Program as described in the Prospectus (with the acknowledgment from the parties hereto, that from time to time, the performance and portfolio of the account traded on behalf of the Partnership may differ from that of the Strategic Currency Program as agreed to by the General Partner and the Trading Company’s assetsAdvisor), which shall consist and may be subsequently traded pursuant to such other of the Trading Company’s Net Assets (Advisor's programs described in the Prospectus as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing agreed to by the Trading Manager General Partner and consented to by the Trading Advisor (with such changes and additions to such trading programs as the “Assets”Trading Advisor, from time to time, incorporates into its trading program(s) for accounts the size of the Partnership and for trades that are permitted for the Partnership), (collectively, the "Trading Program") on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this hereto, the Prospectus, the Limited Partnership Agreement and as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the trading policies of the Partnership, as described in Exhibit A hereto, the Prospectus and the Limited Partnership Agreement, and as otherwise provided in writing to the Trading Policies Advisor, and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions or redemptionsreapportionments among other trading advisors, if any, to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading business days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s General Partner's decision to override an instruction. In performing services for the Partnership, the Trading Advisor may not materially alter or change the Trading Program without the prior written consent of the General Partner (and shall not effect such alteration or change on behalf of the Partnership without the General Partner's consent), it being understood that changes in the futures interests traded, provided that such futures interests are listed on Exhibit B hereto or are otherwise approved in writing by the General Partner (as set forth in Section 10(a)(iii) hereof), shall not be deemed an alteration in the Trading Program.

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Spectrum Currency Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to, and consented to by, the Trading Advisor by the Trading Manager 5 days prior to adoption (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. In the event that the Trading Manager overrides a trading instruction pursuant to the preceding sentence, the Trading Manager shall provide prior written notice to the Trading Advisor. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two three trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor.

Appears in 1 contract

Samples: Advisory Agreement (Morgan Stanley Managed Futures MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 2009 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c6(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to in writing by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction. In performing services to the Trading Company, the Trading Advisor shall utilize its Polaris Program (the “Trading Program”), as described in the Disclosure Document, and as modified from time to time. In performing services for the Trading Company, the Trading Advisor may not materially alter or change the Trading Program without the prior written consent of the Trading Manager (and shall not effect such alteration or change on behalf of the Trading Company without the Trading Manager’s consent), it being understood that changes in the futures interests traded, provided that such futures interests are listed on Exhibit C hereto as updated from time to time by the Trading Advisor upon written notice to the Trading Manager, shall not be deemed a material alteration in the Trading Program. Notwithstanding any other provision of this Agreement, the Trading Advisor shall not be responsible for monitoring or responding to (or advising the Trading Manager of) any margin calls or any other responsibilities with respect to the cash management of the Assets or for trading in any instrument that is deemed to be a “security” so as to require registration of the Trading Advisor as an investment adviser pursuant to the Investment Advisers Act of 1940, as amended (the “Advisers Act”).

Appears in 1 contract

Samples: Confidential Treatment (Managed Futures Profile MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocable share of the Trading Company’s assets, Net Assets of the Partnership which shall consist of initially be allocated to the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), Sunrise Currency Program on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement or the Prospectus or as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; providedPROVIDED, howeverHOWEVER, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions, or redemptionsreapportionments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except . In performing services to the extent that such consequences result from a material breach of this Agreement Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor or in investing and reinvesting its allocable share of the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Dean Witter Spectrum Currency Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July April 1, 2007 2008 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s 's assets, which shall consist of the Trading Company’s 's Net Assets (as defined in Section 5(c) hereof) plus "notional" funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the "Assets"), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the "Trading Policies"); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s 's expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s 's decision to override an instruction.

Appears in 1 contract

Samples: Confidential Treatment (Managed Futures Profile MV, L.P.)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for trading advisor to the Fund trading the program formerly traded by Global Advisors L.P., with respect to a portion of the assets of the Fund then allocated to the Trading Company Advisor, and, as such, shall have exclusive authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c6(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

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Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July October 1, 2007 2010 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Confidential Treatment (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor the trading advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing advising the investment and reinvestment of the Trading Company’s assets, which shall consist assets of the Trading Company’s Net Assets (as defined Partnership in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), futures interests on the terms and conditions and in accordance with the prohibitions restrictions and the trading policies set forth in Exhibit A to this Agreement, the Partnership's Limited Partnership Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager effect (the “Trading Policies”"Limited Partnership Agreement"), and the Prospectus; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limitstrading policies of the Partnership described in the Limited Partnership Agreement, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or and (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services to the Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor in investing and reinvesting the Partnership's Net Assets (as defined in Section 6(c) hereof) in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests or markets traded shall not be deemed an alteration in the Trading Advisor's trading program(s). (b) The Trading Advisor shall: (i) exercise good faith and due care in trading futures interests for the account of the Partnership in accordance with the restrictions and trading policies of the Partnership described in the Prospectus, Exhibit A hereto, and as otherwise provided in writing and consented to by the Trading Advisor fails to comply with and the trading programs, systems, methods, and strategies of the Trading Manager’s decision Advisor described in the Prospectus, with such changes and additions to override an instructionsuch trading strategy as the Trading Advisor, from time to time, incorporates into its trading approach for accounts the size of the Partnership.

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Charter MSFCM Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 2009 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Confidential Treatment (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1October 10, 2007 2013 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor (the “Assets”)) in the absence of any instruction from the Managing Member, the Trading Advisor will reset the value of the Allocated Net Assets on the 1st of each month, such that they are equal to the value, of the Net Allocated Assets from the preceding month, adjusted for any profit or loss incurred over the preceding month, less any fees and expenses, plus and subscriptions and less any redemptions, as notified by the Managing Member, on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time. Trading Advisor should have the right to terminate the Agreement if Managing Member steps in. Also, Trading Advisor should not be responsible to the results of any trades which arise from the Managing Member stepping in, and any resulting losses should not be reflected in the calculation of the fees owed to the Trading Advisor.

Appears in 1 contract

Samples: Confidential Treatment (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocable share of the Trading Company’s assets, Net Assets of the Partnership which shall consist of the initially be traded pursuant to its Diversified Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor Program (the “Assets”), "Trading Program") on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement hereto, the Prospectus, and as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership, as described in the Prospectus and the Limited Partnership Agreement, and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions or redemptionsreappointments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or clause (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor. In performing services for the Partnership, the Trading Advisor may not materially alter or change the trading programs used by the Trading Advisor in investing and reinvesting its allocable share of the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor's trading programs. The Trading Advisor shall: Exercise good faith and due care in trading futures interests for the account of the Partnership in accordance with the prohibitions and trading policies of the Partnership described in Exhibit A hereto, the Prospectus and as otherwise provided in writing to the Trading Advisor. The Trading Advisor shall trade its allocated portion of the Partnership's Net Assets pursuant to the specified trading programs described in the Prospectus (with such changes and additions to such trading programs as the Trading Advisor, from time to time, incorporates into its trading program(s) for accounts the size of the Partnership), unless the Trading Advisor is instructed by the General Partner to trade its allocated portion of the Partnership's Net Assets pursuant to any one or more of the Trading Advisor's other trading programs described in the Prospectus. Subject to reasonable assurances of confidentiality by the General Partner and the Partnership, provide the General Partner, within 30 calendar days of a request therefor by the General Partner, with information comparing the performance of the Partnership's account and the performance of all other client accounts directed by the Trading Advisor using the trading programs used by the Trading Advisor for the Partnership over a specified period of time. In providing such information, the Trading Advisor may take such steps as are necessary to assure the confidentiality of the Trading Advisor's clients' identities. The Trading Advisor shall, upon the General Partner's request, consult with the General Partner concerning any discrepancies between the performance of such other accounts and the Partnership's account. The Trading Advisor shall promptly inform the General Partner of any material discrepancies of which the Trading Advisor becomes aware. The General Partner acknowledges that different trading programs, strategies or implementation methods may be utilized for different accounts, accounts with different trading policies, accounts experiencing differing inflows or outflows of equity, accounts that commence trading at different times, accounts which have different portfolios or different fiscal years and that such differences may cause divergent trading results. Upon request of the General Partner and subject to reasonable assurances of confidentiality by the General Partner and the Partnership, provide the General Partner with all material information concerning the Trading Advisor other than proprietary information (including, without limitation, information relating to changes in control, personnel, trading approach, or financial condition). The General Partner acknowledges that all trading instructions made by the Trading Advisor will be held in confidence by the General Partner, except to the extent that such consequences result from a material breach necessary to conduct the business of this Agreement the Partnership or as required by law. Inform the General Partner when the Trading Advisor's open positions maintained by the Trading Advisor or exceed the Trading Advisor's applicable speculative position limits. In performing services to the Partnership, the Trading Advisor fails to comply with shall utilize the Trading Manager’s decision Program as described in the Prospectus and as modified from time to override time. The Trading Advisor shall give the General Partner prior written notice of any change in the Trading Program that the Trading Advisor deems to be material (and shall not effect such change on behalf of the Partnership without the General Partner's consent), it being understood that changes in the futures interests traded, provided that such futures interests are listed in Exhibit B hereto, shall not be deemed an instructionalteration in the Trading Program. All purchases and sales of futures interests pursuant to this Agreement shall be for the account, and at the risk, of the Partnership and not for the account, or at the risk, of the Trading Advisor or any of its stockholders, directors, officers, or employees, or any other person, if any, who controls the Trading Advisor within the meaning of the Securities Act. All brokerage fee, including give-up fees at rates approved by Morgan Stanley DW arising from trading by the Trading Advisor shall xx xxr xxx xxxxxnt of the Partnership. The Trading Advisor makes no representations as to whether its trading will produce profits or avoid losses. Notwithstanding anything this Agreement to the contrary, the Trading Advisor shall assume financial responsibility for any errors committed or caused by it in transmitting orders for the purchase or sale of futures interests for the Partnership's account, including, but not limited to, payment of the commissions, exchange and NFA fees, and other transaction charges and give-up charges incurred on such trades. The Trading Advisor's errors shall include, but not be limited to, inputting improper trading signals or communicating incorrect orders for execution. The Trading Advisor shall not be responsible for errors committed or caused by Morgan Stanley DW, Morgan Stanley & Co., Incorporated ("MS&Co.") or xxx xtxxx xxxxx brxxxx xr xxxxxxs commission merchant executing trades. The Trading Advisor shall have an affirmative obligation to promptly notify the General Partner of its own errors, and the Trading Advisor shall use its best efforts to identify and promptly notify the General Partner of any order or trade which the Trading Advisor reasonably believes was not executed in accordance with its instructions. Prior to the commencement of trading, the General Partner on behalf of the Partnership shall deliver to the Trading Advisor a trading authorization in the form attached hereto as Exhibit C hereto, appointing the Trading Advisor the Partnership's attorney-in-fact for such purpose. Designation of Additional Trading Advisors and Reallocation of Net Assets. If the General Partner at any time deems it to be in the best interests of the Partnership, the General Partner may designate an additional trading advisor or advisors for the Partnership and may apportion to such additional trading advisor(s) the management of such amounts of Net Assets as the General Partner shall determine in its absolute discretion. The designation of an additional trading advisor or advisors or replacement of any trading advisor for the Partnership by the General Partner shall not require any approval of any existing trading advisor (including the Trading Advisor). The designation and retention of an additional trading advisor or replacement trading advisor or advisors and the apportionment of Net Assets to any such trading advisor(s) pursuant to this Section 3 shall neither terminate this Agreement nor modify in any regard the respective rights and obligations of the Partnership, the General Partner and the Trading Advisor hereunder with respect to the assets that remain under the management of the Trading Advisor. In the event that an additional trading advisor is so designated, the Trading Advisor shall thereafter receive management and incentive fees based, respectively, on that portion of the Net Assets managed by the Trading Advisor and that portion of the Trading Profits (as defined in Section 6(c) hereof) properly attributable to the trading done by the Trading Advisor. The General Partner may at any time and from time to time upon two business days' prior notice reallocate Net Assets allocated to the Trading Advisor to any other trading advisor or advisors of the Partnership or allocate additional Net Assets upon two business days' prior notice to the Trading Advisor from such other trading advisor or advisors; provided that any such addition to or withdrawal from Net Assets allocated to the Trading Advisor of the Net Assets will only take place on the last day of a month unless the General Partner determines that the best interest of the Partnership require otherwise.

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Spectrum Technical Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf with respect to all or a portion of the assets of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of CONFIDENTIAL TREATMENT REQUESTED. Confidential portions of this document have been redacted and have been separately filed with the Commission. that portion of the Trading Company’s assetsassets allocated to the Trading Advisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Member and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Member (the “Trading Policies”); provided, however, that the Trading Manager Managing Member may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager Managing Member believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Member agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Member to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Member to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Member’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Trading Company shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist its allocable share of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by of the Trading Manager and consented to by the Trading Advisor (the “Assets”), Partnership on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement Agreement, or the Prospectus or as amended from time to time and otherwise provided in writing and consented to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; providedPROVIDED, howeverHOWEVER, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions, or redemptionsreapportionments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services to the Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor in investing and reinvesting its allocable share of the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests or markets traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Dean Witter Spectrum Select Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading CompanyPartnership, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist its allocable share of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by of the Trading Manager and consented Partnership pursuant to by the Trading Advisor (the “Assets”), its Currency/Financial Program on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement, the Partnership's Limited Partnership Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager effect (the “Trading Policies”"Limited Partnership Agreement"), and the Prospectus; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership described in the Limited Partnership Agreement and the Prospectus (as amended as provided herein) and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions, or redemptionsreapportionments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner reasonably believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest commodity trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services for the Partnership, the Trading Advisor may not materially alter or change the trading program used by the Trading Advisor or in investing and reinvesting its allocable share of the Trading Advisor fails to comply with Partnership's Net Assets in commodity interest contracts as described in the Trading Manager’s decision to override an instructionProspectus without the prior written consent of the General Partner.

Appears in 1 contract

Samples: Management Agreement (Witter Dean World Currency Fund L P)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist Net Assets of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), Partnership on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement Agreement, or the Prospectus or as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership and with applicable speculative position limits, (ii) to fund any distributions or redemptionspay the Partnership's expenses, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (viv) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (viv) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses clause (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services to the Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor or in investing and reinvesting the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 1 contract

Samples: Customer Agreement (Morgan Stanley Dean Witter Charter Millburn Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July October 1, 2007 2010 by the Trading Advisor on behalf with respect to an allocation of a portion of the Trading Companyassets of the Fund by the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (collectively, the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without Advisor, and shall promptly provide notice to the Trading Advisor Advisor, to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instructioninstruction after receiving notification of such decision. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist Net Assets of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), Partnership on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement Agreement, or the Prospectus or as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; providedPROVIDED, howeverHOWEVER, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership and with applicable speculative position limits, (ii) to fund any distributions or redemptionspay the Partnership's expenses, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (viv) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (viv) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses clause (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material the Trading Advisor is in breach of this Agreement Agreement. In performing services for the Partnership, the Trading Advisor may not materially alter the trading portfolios and programs used by the Trading Advisor or in investing and reinvesting the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed a material alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading portfolios and programs.

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Dean Witter Charter Welton Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July November 1, 2007 2008 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c7(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to continue to act as a Trading Advisor for trading advisor to the Fund after its conversion to a multi –advisor format on or about November 1, 2008 with respect to a portion of the assets of the Fund then allocated to the Trading Company Advisor, and, as such, 3 shall have exclusive authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c5 (c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without with concurrent notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instructioninstruction after such an override decision has been communicated in writing to the Trading Advisor for action by the Trading Advisor. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time. The Fund and the Managing Owner acknowledge that the Trading Advisor makes no guarantee that that the trading directed by it will be profitable or will avoid losses.

Appears in 1 contract

Samples: Confidential Treatment (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the The Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Partnership and, as such, shall have sole authority and responsibility for directing the investment and reinvestment of its allocable share of the Trading Company’s assets, Net Assets of the Partnership which shall consist of initially be allocated to the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), Sunrise Currency Program on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement or the Prospectus or as amended from time to time and otherwise provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”)Advisor; provided, however, that the Trading Manager General Partner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies trading policies of the Partnership and with applicable speculative position limits, (ii) to fund any distributions distributions, redemptions, or redemptionsreapportionments among other trading advisors to the Partnership, (iii) to pay the Trading Company’s Partnership's expenses, (iv) to the extent the Trading Manager General Partner believes doing so is necessary for the protection of the Trading CompanyPartnership, (v) to terminate the futures interest interests trading of the Trading Company with the Trading AdvisorPartnership, or (vi) to comply with any applicable law or regulation. The Trading Manager General Partner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager General Partner to make the necessary amount of funds available to the Trading Company Partnership within two trading five calendar days of such request. The Except as otherwise provided herein, the Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager General Partner to override instructions of the Trading Advisor, except . In performing services to the extent that such consequences result from a material breach of this Agreement Partnership the Trading Advisor may not materially alter the trading program(s) used by the Trading Advisor or in investing and reinvesting its allocable share of the Partnership's Net Assets in futures interests as described in the Prospectus without the prior written consent of the General Partner, it being understood that changes in the futures interests traded shall not be deemed an alteration in the Trading Advisor fails to comply with the Trading Manager’s decision to override an instructionAdvisor's trading program(s).

Appears in 1 contract

Samples: Management Agreement (Morgan Stanley Dean Witter Spectrum Currency Lp)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 2009 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two (2) trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Advisory Agreement (Rjo Global Trust)

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 by the Trading Advisor on behalf of the Trading Company, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company and, as such, shall have authority and responsibility for directing the investment and reinvestment of the Trading Company’s assets, which shall consist of the Trading Company’s Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, as specified in writing by the Trading Manager and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager (the “Trading Policies”); provided, however, that the Trading Manager may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading Company’s expenses, (iv) to the extent the Trading Manager believes doing so is necessary for the protection of the Trading Company, (v) to terminate the futures interest trading of the Trading Company with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager to make the necessary amount of funds available to the Trading Company within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading Manager’s decision to override an instruction.. (b) The Trading Advisor shall: (i) Exercise good faith and due care in trading futures interests for the account of the Trading Company in accordance with the prohibitions and Trading Policies, and the trading systems, methods, and strategies of the Trading Advisor as disclosed in the Disclosure Information, with such changes and additions to such trading systems, methods or strategies as the Trading Advisor, from time to time, incorporates into its trading approach for accounts (including both actual and notional funds) the size of the Trading Company. (ii) Provide the Trading Manager, within 45 days of the end of a calendar quarter, and within 45 days of a separate request which the Trading Manager may make from time to time, with summary information comparing the performance of the Trading Company’s account and the performance of all other client accounts (“Other Accounts”) directed by the Trading Advisor using the trading systems used by the Trading Advisor on behalf of the Trading Company adjusted for notional funding and leverage differences, if any, over a specified period of time for the purpose of confirming that the Trading Company has been treated equitably compared to such Other Accounts. In providing such information, the Trading Advisor may take such steps as are necessary to assure the confidentiality of the Trading Advisor’s clients’ identities and their account positions. The Trading Advisor shall, upon the Trading Manager’s request, consult with the Trading Manager concerning any discrepancies between the performance of such Other Accounts and the Trading Company’s account. The Trading Advisor shall promptly inform the Trading Manager in writing of any material discrepancies of which the Trading Advisor is aware. The Trading Manager acknowledges that the following differences in accounts may cause divergent trading results: different trading strategies, methods or degrees of leverage, different trading policies, accounts experiencing differing inflows or outflows of equity, different risk profiles, accounts which commence trading at different times and accounts which have different portfolios or different fiscal years. 4 (iii) Inform the Trading Manager when the Trading Advisor’s open positions maintained by the Trading Advisor exceed the Trading Advisor’s applicable speculative position limits. (iv) Upon request of the Trading Manager, promptly provide the Trading Manager with all information concerning the Trading Advisor and its activities reasonably requested by the Trading Manager (including, without limitation, information relating to changes in control, key personnel, trading approach, or financial condition). (c) All purchases and sales of futures interests pursuant to this Agreement shall be for the account, and at the risk, of the Trading Company and not for the account, or at the risk of the Trading Advisor or any of its affiliates or each of their principals, stockholders, directors, officers, or employees, or any other person, if any, who controls the Trading Advisor. All brokerage commissions and related transaction fees arising from such trading by the Trading Advisor shall be for the account of the Trading Company. (d) Subject to Section 7(a) hereof, the Trading Advisor shall assume financial responsibility for any errors committed or caused by it in transmitting orders for the purchase or sale of futures interests for the Trading Company’s account including payment to the Commodity Brokers (as described in Section 4 hereof) of the floor brokerage commissions, exchange, NFA fees, and other transaction charges and give-up charges incurred by the Commodity Broker on such trades but only for the amount of the Commodity Brokers’ out-of-pocket costs in respect thereof. The Trading Advisor’s errors shall include, but not be limited to, inputting improper trading signals or communicating incorrect orders to the Commodity Brokers. The Trading Advisor shall have an affirmative obligation to promptly notify the Trading Manager upon discovery of its own errors with respect to the account, and the Trading Advisor shall use its best efforts to identify and promptly notify the Trading Manager of any order or trade which the Trading Advisor reasonably believes was not executed in accordance with its instructions to any Commodity Broker or such other commodity broker utilized to execute orders for the Trading Company. Nothing herein shall require the Trading Advisor to accept responsibility for, or be in any way liable on account of, errors caused by the executing or clearing brokers through whom positions are taken or maintained. 5 (e) Prior to the commencement of trading by the Trading Company, the Trading Manager, on behalf of the Trading Company, shall deliver to the Trading Advisor a trading authorization appointing the Trading Advisor the Trading Company’s attorney-in-fact for such purpose (a form of which is attached hereto as Exhibit B). (f) In performing services to the Trading Company, the Trading Advisor shall utilize its Global Markets Strategy - Futures Only (the “Trading Program”), as disclosed in the Disclosure Information, and as modified from time to time. The Trading Advisor shall give the Trading Manager prior written notice of any change in the Trading Program that the Trading Advisor considers to be material (and shall not effect such change on behalf of the Trading Company without the Trading Manager’s consent), including any additional futures interests to be traded by the Trading Advisor not already listed on Exhibit C. Changes in the futures interests traded, provided that such futures interests are listed on Exhibit C, shall not be deemed a modification of the Trading Program. 3. Trading

Appears in 1 contract

Samples: Advisory Agreement

Duties of the Trading Advisor. (a) Upon the commencement of trading operations on or about July 1, 2007 2012 by the Trading Advisor on behalf with respect to a portion of the Trading Companyassets of the Fund, the Trading Advisor hereby agrees to act as a Trading Advisor for the Trading Company Fund and, as such, shall have authority and responsibility for directing the investment and reinvestment of that portion of the Fund’s assets allocated to the Trading Company’s assetsAdvisor, which shall consist of the Trading Company’s Allocated Net Assets (as defined in Section 5(c) hereof) plus “notional” funds, if any, allocated to the Trading Advisor, as specified in writing by the Trading Manager Managing Owner and consented to by the Trading Advisor (the “Assets”), on the terms and conditions and in accordance with the prohibitions and the trading policies set forth in Exhibit A to this Agreement as amended from time to time and provided in writing to the Trading Advisor by the Trading Manager Managing Owner (the “Trading Policies”); provided, however, that the Trading Manager Managing Owner may override the instructions of the Trading Advisor without notice to the Trading Advisor to the extent necessary (i) to comply with the Trading Policies and with applicable speculative position limits, (ii) to fund any distributions or redemptions, (iii) to pay the Trading CompanyFund’s expenses, (iv) to the extent the Trading Manager Managing Owner believes doing so is necessary for the protection of the Trading CompanyFund, (v) to terminate the futures interest trading of the Trading Company Account (as defined in Section 4) with the Trading Advisor, or (vi) to comply with any applicable law or regulation. The Trading Manager Managing Owner agrees not to override any such instructions for the reasons specified in clauses (ii) or (iii) of the preceding sentence unless the Trading Advisor fails to comply with a request of the Trading Manager Managing Owner to make the necessary amount of funds available to the Trading Company Fund within two trading days of such request. The Trading Advisor shall not be liable for the consequences of any decision by the Trading Manager Managing Owner to override instructions of the Trading Advisor, except to the extent that such consequences result from a material breach of this Agreement by the Trading Advisor or the Trading Advisor fails to comply with the Trading ManagerManaging Owner’s decision to override an instruction. Notwithstanding anything to the contrary contained in this Agreement, the Fund shall have the right to instruct the Trading Advisor to liquidate any or all positions at any time.

Appears in 1 contract

Samples: Confidential Treatment (Rjo Global Trust)

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