0000899140-09-001848 Sample Contracts

Second Amended and Restated Limited Partnership Agreement
Limited Partnership Agreement • December 28th, 2009 • Orion Futures Fund Lp • Commodity contracts brokers & dealers • New York

This Second Amended and Restated Limited Partnership Agreement (this “Agreement”), dated and effective as of December 17, 2009, is by and among Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC) (the “General Partner”) and those other parties who shall execute this Agreement, whether in counterpart or by attorney-in-fact, as limited partners (the “Limited Partners,” together with the General Partner, the “Partners” and each, a “Partner”). This Agreement amends and restates the Amended and Restated Limited Partnership Agreement dated as of April 1, 2001 (the “First Amended and Restated Limited Partnership Agreement”) by and among the General Partner and the other limited partners party thereto.

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