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EXHIBIT 10.3
AMENDMENT NO. 1 TO THE ESCROW AGREEMENT AND INSTRUCTIONS AMONG XXXXX XXXXXX
WESTPORT FUTURES FUND L. P., XXXXX XXXXXX FUTURES MANAGEMENT INC., XXXXX XXXXXX
INC. AND EUROPEAN AMERICAN BANK DATED AS OF APRIL 8, 1997
Capitalized terms used and not otherwise defined herein shall have the
meanings ascribed to them in the Escrow Agreement and Instructions (the "Escrow
Agreement") dated as of April 8, 1997.
Certain provisions of the Escrow Agreement are modified pursuant to
this Amendment No. 1. SB intends to enter into a Market-Making Agreement with
the General Partner and the Partnership whereby SB will purchase the Units of
redeeming/transferring limited partners in the Partnership for immediate resale
to new investors. Upon the commencement of SB's market-making offering,
subscribers' subscription amounts received by SB shall be deposited in the
Escrow Accounts as Escrow Property.
The Escrow Agent shall hold, deal with and dispose of the Escrow
Property and any other property at any time held hereunder subject to the terms
and conditions hereinafter set forth:
1. As long as SB is acting as market-maker for the Partnership,
all Escrow Property deposited with the Escrow Agent shall be paid over and
delivered to SB on the first day of the month succeeding receipt of a request
from the General Partner and SB.
2. Prior to delivery of the Escrow Property to SB as described in
Paragraph 1 above, SB shall have no title to or interest in the funds on
deposit, and such funds shall under no circumstances be subject to the payment
or satisfaction of the liabilities or indebtedness of SB.
3. The Escrow Agent shall cause all funds deposited with it
pursuant to this Escrow Agreement to be maintained and invested as SB shall from
time to time direct by written instructions delivered to the Escrow Agent.
4. Notices to the Escrow Agent under the Escrow Agreement may be
given by either the General Partner or SB.
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5. Any of the persons whose names and signatures appear on
Schedule 1 annexed hereto are authorized by the General Partner and SB to
deliver any instruction or notice to the Escrow Agent required or permitted by
this Escrow Agreement.
6. The Escrow Agreement shall remain in full force and effect in
accordance with its terms except as modified by this Amendment No. 1.
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Dated as of _________, 1998
Parties to the Escrow
XXXXX XXXXXX WESTPORT
FUTURES FUND L.P.
By: Xxxxx Xxxxxx
Futures Management Inc.,
General Partner
By_________________________________
XXXXX XXXXXX FUTURES
MANAGEMENT INC.
By_________________________________
XXXXX XXXXXX INC.
By_________________________________
ACCEPTED:
EUROPEAN AMERICAN BANK
By_________________________________
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SCHEDULE 1
Name Title Signature
Xxxxx X. Xxxxx President and
Director ________________________
Xxxxxx X. XxXxxxxxx, Xx. Director ________________________
Xxxxxx X. Xxxxxxxx Treasurer, Director
and Chief Financial
Officer ________________________
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