MANAGEMENT AGREEMENTManagement Agreement • January 7th, 2013 • Tidewater Futures Fund Lp • Commodity contracts brokers & dealers • New York
AGREEMENT made as of the 1st day of January, 2013 among CERES MANAGED FUTURES LLC, a Delaware limited liability company (“CMF”), TIDEWATER FUTURES FUND L.P., a New York limited partnership (the “Partnership”) and RABAR MARKET RESEARCH, INC., an Illinois corporation (“Rabar” or the “Advisor”).
ALTERNATIVE INVESTMENT SELLING AGENT AGREEMENTSelling Agent Agreement • November 14th, 2013 • Tidewater Futures Fund Lp • Commodity contracts brokers & dealers • New York
This Alternative Investment Selling Agent Agreement (“Agreement”) is dated as of November 12, 2013, by and among each of the limited partnerships listed on Schedule 1 hereto (each, a “Partnership,” and together, the “Partnerships”), Ceres Managed Futures LLC, a Delaware limited liability company (the “General Partner”), and Morgan Stanley Smith Barney LLC, a Delaware limited liability company, currently doing business as Morgan Stanley Wealth Management (“MSSB”). Partnerships may be added to this Agreement upon the agreement of the General Partner and MSSB. The listing of such partnership on Schedule 1 hereto shall be evidence of such agreement. This Agreement supersedes all prior agreements between each Partnership, MSSB and the General Partner.
SUBSCRIPTION ESCROW AGREEMENT Between DEMETER MANAGEMENT CORPORATION and THE BANK OF NEW YORK Dated as of July 25, 2007 ACCOUNT NUMBER(S) SHORT TITLE OF ACCOUNTEscrow Agreement • March 27th, 2013 • Tidewater Futures Fund Lp • Commodity contracts brokers & dealers • New York
Escrow Agreement (the “Agreement”), dated as of July 25, 2007, among The Bank of New York, a New York banking corporation with its principal corporate trust office at 101 Barclay Street, 8W, New York, New York 10286 (the “Escrow Agent”), Demeter Management Corporation, a Delaware corporation (the “General Partner,” on behalf of each of the limited partnerships listed on Exhibit A attached hereto, as such Exhibit A may be amended from time to time (each, a “Partnership” and collectively, the “Partnerships”), and Morgan Stanley & Co. Incorporated, as selling agent (the “Selling Agent”), for itself and for and on behalf of its selected dealers (the “Selected Dealers”), the identity of which will be disclosed to Escrow Agent as the same are selected by the Sales Agent.
TIDEWATER FUTURES FUND L.P. SUBSCRIPTION/EXCHANGE AGREEMENT To accompany the Private Placement Offering Memorandum and Disclosure Document dated June 30, 2012. NOT FOR USE AFTER MARCH 31, 2013.Exchange Agreement • November 14th, 2012 • Tidewater Futures Fund Lp • Commodity contracts brokers & dealers • New York
AMENDMENT NO. 5 TO ESCROW AGREEMENTEscrow Agreement • March 27th, 2013 • Tidewater Futures Fund Lp • Commodity contracts brokers & dealers • New York
WHEREAS, THE BANK OF NEW YORK, a New York banking corporation (the “Escrow Agent”), Ceres Managed Futures LLC (formerly Demeter Management LLC), a Delaware limited liability company (the “General Partner”), and MORGAN STANLEY SMITH BARNEY LLC, a Delaware limited liability company (the “Selling Agent”), have agreed to amend the Escrow Agreement, dated as of the 25th day of July, 2007 (the “Original Escrow Agreement”), as amended by Amendment to No. 1 to the Original Escrow Agreement, dated as of the 1st day of January, 2009 and by Amendment to No. 2 to the Original Escrow Agreement, dated as of the 13th day of October, 2009, by Amendment to No. 3 to the Original Escrow Agreement, dated as of the 1st day of September, 2010 and by Amendment to No. 4 to the Original Escrow Agreement, dated as of the 17th day of May, 2012 (together, with Original Escrow Agreement, the “Escrow Agreement”) among the Escrow Agent, the General Partner, and the Selling Agent, to revise Exhibit A thereto.
APPENDIX B — SUBSCRIPTION AGREEMENTSubscription Agreement • November 16th, 2009 • Tidewater Futures Fund Lp • Commodity contracts brokers & dealers • New York
June 1, 2010Tidewater Futures Fund Lp • March 31st, 2011 • Commodity contracts brokers & dealers
Chesapeake Capital Corporation 17th Floor Richmond Federal Reserve Building 701 E Byrd Street Richmond, Va 23219 Attention: Mr. John M. Hoade
June 1, 2012 Chesapeake Capital Corporation 17th Floor Richmond Federal Reserve BuildingTidewater Futures Fund Lp • March 27th, 2013 • Commodity contracts brokers & dealers
SMITH BARNEY FUTURES MANAGEMENT INC.Smith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreement concerning the commodity pool to which reference is made above (the “Management Agreement”). We would like to extend the term of the Management Agreement so that the renewal date for the term of the Management Agreement will be June 30, 1996. All other provisions of the Management Agreement will remain unchanged.
SMITH BARNEY FUTURES MANAGEMENT INC.Smith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreement concerning the commodity pool to which reference is made above (the “Management Agreement”). We would like to extend the term of the Management Agreement through June 30, 1998. The provisions of the Management Agreement that have changed are as follows:
Smith Barney Futures Management LLCSmith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreements concerning the commodity pools to which reference is made below (the “Management Agreements”). We are extending the term of the Management Agreements through June 30, 2003 and all other provisions of the Management Agreements will remain unchanged.
SECOND AMENDMENT TO THE MANAGEMENT AGREEMENTThe Management Agreement • April 30th, 2007 • Smith Barney Tidewater Futures Fund Lp
This SECOND AMENDMENT (this “Amendment”) to the MANAGEMENT AGREEMENT made as of the 22nd day of May, 1995, and as amended on March 1, 1999, among SMITH BARNEY FUTURES MANAGEMENT LLC, a Delaware limited liability company (“SBFM”), SMITH BARNEY TIDEWATER FUTURES FUND L.P., a New York limited partnership (the “Partnership”), CHESAPEAKE CAPITAL CORPORATION, an Illinois corporation (the “Advisor”) and SFG GLOBAL INVESTMENTS, INC., a Delaware corporation (“SFG”) is made as of April 1, 2001 by and among SBFM, the Partnership and the Advisor.
June 5, 2008 Chesapeake Capital Corporation 17th Floor Richmond Federal Reserve Building 701 E Byrd Street Richmond, Va 23219 Attention: Mr. John M. Hoade Re: Management Agreement Renewals Dear Mr. Hoade:Smith Barney Tidewater Futures Fund Lp • March 31st, 2009 • Commodity contracts brokers & dealers
We are writing with respect to your management agreements concerning the commodity pools to which reference is made below (the “Management Agreements”). We are extending the term of the Management Agreements through June 30, 2009 and all other provisions of the Management Agreements will remain unchanged.
Re: Management Agreement RenewalsSmith Barney Tidewater Futures Fund Lp • March 28th, 2008 • Commodity contracts brokers & dealers
We are writing with respect to your management agreements concerning the commodity pools to which reference is made below (the ‘‘Management Agreements’’). We are extending the term of the Management Agreements through June 30, 2008 and all other provisions of the Management Agreements will remain unchanged.
ContractSmith Barney Tidewater Futures Fund Lp • April 30th, 2007
Smith Barney Futures Management LLCSmith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreement concerning the commodity pool to which reference is made below (the “Management Agreement”). We are extending the term of the Management Agreement through June 30, 2002 and all other provisions of the Management Agreement will remain unchanged.
SMITH BARNEY FUTURES MANAGEMENT INC.Smith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your Management Agreement concerning the commodity pool to which reference is made above. This notice is to inform you that the Partnership has decided to renew and hereby elects to renew said Management Agreement for an additional one (1) year period ending June 30, 1997. All other provisions of the Management Agreement will remain unchanged.
SECOND AMENDED AND RESTATED CUSTOMER AGREEMENT SMITH BARNEY TIDEWATER FUTURES FUND L.P.Customer Agreement • April 30th, 2007 • Smith Barney Tidewater Futures Fund Lp
This Second Amended and Restated Customer Agreement (this “Agreement”) is made and entered into as of the 1st day of April, 2001, by and between SMITH BARNEY TIDEWATER FUTURES FUND L.P., a New York limited partnership (the “Partnership”), and SALOMON SMITH BARNEY INC., a Delaware corporation (“SSB”).
AMENDMENT TO THE MANAGEMENT AGREEMENTThe Management Agreement • April 30th, 2007 • Smith Barney Tidewater Futures Fund Lp
This AMENDMENT dated March 1, 1999 to the MANAGEMENT AGREEMENT made as of the 22nd day of May, 1995 among SMITH BARNEY FUTURES MANAGEMENT INC., a Delaware corporation (“SBFM”), SMITH BARNEY TIDEWATER FUTURES FUND L.P., a New York limited partnership (the “Partnership”), CHESAPEAKE CAPITAL CORPORATION, INC., a Virginia corporation (the “Advisor”) and SFG GLOBAL INVESTMENTS, INC. (“SFG”).
Re: Management Agreement RenewalsSmith Barney Tidewater Futures Fund Lp • October 19th, 2007 • Commodity contracts brokers & dealers
We are writing with respect to your management agreements concerning the commodity pools to which reference is made below (the ‘‘Management Agreements’’). We are extending the term of the Management Agreements through June 30, 2008 and all other provisions of the Management Agreements will remain unchanged.
SMITH BARNEY FUTURES MANAGEMENT INC.Smith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreement concerning the commodity pool to which reference is made above (the “Management Agreement”). We would like to extend the term of the Management Agreement so that the renewal date for the term of the Management Agreement in section 5 thereof will be June 30, 1995 (as agreed upon by us by letter agreement dated February 16, 1995) to January 31, 1996 and annually on June 30 thereafter. All other provisions of the Management Agreement will remain unchanged.
AMENDED AND RESTATED AGENCY AGREEMENT SMITH BARNEY TIDEWATER FUTURES FUND L. P. (A NEW YORK LIMITED PARTNERSHIP) UNITS OF LIMITED PARTNERSHIP INTEREST April 1, 2001Agency Agreement • April 30th, 2007 • Smith Barney Tidewater Futures Fund Lp • New York
SMITH BARNEY TIDEWATER FUTURES FUND L.P. (a New York limited partnership) Subscription AgreementSmith Barney Tidewater Futures Fund Lp • April 30th, 2007 • New York
Smith Barney Futures Management LLCSmith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreement concerning the commodity pool to which reference is made below (the “Management Agreement”). We are extending the term of the Management Agreement through June 30, 2001and all other provisions of the Management Agreement will remain unchanged.
SMITH BARNEY FUTURES MANAGEMENT INC.Smith Barney Tidewater Futures Fund Lp • April 30th, 2007
We are writing with respect to your management agreement concerning the commodity pool to which reference is made above (the “Management Agreement”). We would like to extend the term of the Management Agreement through June 30, 2000 and all other provisions of the Management Agreement will remain unchanged.
Tel 212 559 2011 Fax 212 793 1969Smith Barney Tidewater Futures Fund Lp • April 30th, 2007
Smith Barney Tidewater Futures Fund L.P. Second Amended and Restated Limited Partnership Agreement Amended and Restated as of April 1, 2001Smith Barney Tidewater Futures Fund Lp • April 30th, 2007 • New York
This Second Amended and Restated Limited Partnership Agreement is dated as of April 1, 2001 by and among (i) Smith Barney Futures Management LLC, (“SBFM” or the “General Partner”) and those other parties who shall execute this Agreement, whether in counterpart or by attorney-in-fact, as limited partners; (ii) those parties who have executed, whether in counterpart or by attorney-in-fact, as limited partners, the Amended and Restated Limited Partnership Agreement dated as of March 1, 1999 (the “First Amended and Restated Limited Partnership Agreement”) by and among such parties and SFG Global Investments, Inc. (“SFG”); and (iii) those parties who have executed, whether in counterpart or by attorney-in-fact, as limited partners, the initial Limited Partnership Agreement dated as of February 23, 1995 (the “Initial Limited Partnership Agreement”), by and among such parties and Smith Barney Futures Management, Inc., (“SBFMI”) a predecessor to SBFM. (Those parties who are limited partners ar
June 1, 2011 Chesapeake Capital Corporation 17th Floor Richmond Federal Reserve BuildingTidewater Futures Fund Lp • March 30th, 2012 • Commodity contracts brokers & dealers
MANAGEMENT AGREEMENTManagement Agreement • April 30th, 2007 • Smith Barney Tidewater Futures Fund Lp • New York
AGREEMENT made as of the 22nd day of May, 1995 among SMITH BARNEY FUTURES MANAGEMENT INC., a Delaware corporation ("SBFM"), SMITH BARNEY TIDEWATER FUTURES FUND L.P., a New York limited partnership (the "Partnership") and CHESAPEAKE CAPITAL CORPORATION, an Illinois corporation (the "Advisor").
ContractSmith Barney Tidewater Futures Fund Lp • April 30th, 2007
