FORM OF UNITED STATES HEATING OIL FUND, LP AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIPUnited States Heating Oil Fund, LP • February 15th, 2008 • Commodity contracts brokers & dealers • Delaware
This Amended and Restated Agreement of Limited Partnership (this “Agreement”) executed on [_____________], 2008, is entered into by and among Victoria Bay Asset Management, LLC, a Delaware limited liability company, as General Partner, Wainwright Holdings, Inc., a Delaware corporation, as the Organizational Limited Partner, and Kellogg Capital Group, LLC as a Limited Partner, together with any Persons who shall hereafter be admitted as Partners in accordance with this Agreement.
FORM OF UNITED STATES HEATING OIL FUND, LP AUTHORIZED PURCHASER AGREEMENTAuthorized Purchaser Agreement • February 15th, 2008 • United States Heating Oil Fund, LP • Commodity contracts brokers & dealers • New York
This United States Heating Oil Fund, LP Authorized Purchaser Agreement (the “Agreement”), dated as of __________________, 2008 is entered into by and among United States Heating Oil Fund, LP (the “Fund”) Victoria Bay Asset Management, LLC, a Delaware limited liability company and the general partner of United States Heating Oil Fund, LP (the “General Partner”), on behalf of itself and as General Partner of United States Heating Oil Fund, LP, and [AUTHORIZED PURCHASER]., a [STATE/ TYPE OF ENTITY] (the “Authorized Purchaser”).
FORM OF UNITED STATES HEATING OIL FUND, LP MARKETING AGENT AGREEMENTMarketing Agent Agreement • February 15th, 2008 • United States Heating Oil Fund, LP • Commodity contracts brokers & dealers • New York
MARKETING AGENT AGREEMENT (the “Agreement”) made as of ___________, 2008, by and among United States Heating Oil Fund, LP, a Delaware limited partnership (the “Fund”), Victoria Bay Asset Management, LLC, a Delaware limited liability company, as General Partner of the Fund (the “General Partner”) and ALPS Distributors, Inc., a Colorado corporation (the “Marketing Agent”).
FORM OF CUSTODIAN AGREEMENTCustodian Agreement • February 15th, 2008 • United States Heating Oil Fund, LP • Commodity contracts brokers & dealers • New York
THIS CUSTODIAN AGREEMENT (this “Agreement”), dated as of _____________, is entered into among UNITED STATES HEATING OIL FUND, LP, a limited partnership organized under the laws of the State of Delaware (the Fund), VICTORIA BAY ASSET MANAGEMENT, LLC, a Delaware limited liability company and General Partner of the Fund (the General Partner), and BROWN BROTHERS HARRIMAN & CO., a limited partnership formed under the laws of the State of New York (BBH&Co. or the Custodian),
FORM OF ADMINISTRATIVE AGENCY AGREEMENTAdministrative Agency Agreement • February 15th, 2008 • United States Heating Oil Fund, LP • Commodity contracts brokers & dealers • New York
THIS ADMINISTRATIVE AGENCY AGREEMENT (the “Agreement”) is made as of February 7, 2008 by and among BROWN BROTHERS HARRIMAN & CO., a limited partnership organized under the laws of the State of New York (the “Administrator”), VICTORIA BAY ASSET MANAGEMENT, LLC, a Delaware limited liability company (the “General Partner”) and UNITED STATES HEATING OIL FUND, LP, a limited partnership organized under the laws of the State of Delaware (the “Fund”).
