APPENDIX A Amended and Restated Limited Partnership AgreementLimited Partnership Agreement • May 24th, 2010 • Fairfield Futures Fund Lp Ii • Commodity contracts brokers & dealers • New York
This Amended and Restated Limited Partnership Agreement, dated as of May 19, 2010 (this “Agreement”), is by and among Ceres Managed Futures LLC (formerly, Citigroup Managed Futures LLC)(the “General Partner”), Graham Capital Management, L.P. (the “Special Limited Partner”) and those other parties who shall execute this Agreement, whether in counterpart or by attorney-in-fact, as limited partners. (The Special Limited Partner, the Initial Limited Partner and such other parties who are limited partners are hereinafter collectively referred to as the “Limited Partners”. The General Partner and the Limited Partners may be collectively referred to herein as “Partners.”) This Agreement amends and restates the Limited Partnership Agreement dated as of December 18, 2003 (the “Prior Agreement”) by and among the General Partner, the Special Limited Partner, David J. Vogel (the “Initial Limited Partner”) and the other limited partners party thereto.
