0001144204-06-054253 Sample Contracts

FORM OF UNITED STATES NATURAL GAS FUND, LP AUTHORIZED PURCHASER AGREEMENT
Authorized Purchaser Agreement • December 22nd, 2006 • United States Natural Gas Fund, LP • Commodity contracts brokers & dealers • New York

This United States Natural Gas Fund, LP Authorized Purchaser Agreement (the “Agreement”), dated as of ____________, is entered into by and between Victoria Bay Asset Management, LLC, a Delaware limited liability company and General Partner of United States Natural Gas Fund, LP (the “General Partner”), on behalf of itself and as General Partner of United States Natural Gas Fund, LP, and _________________, a [state] [type of business organization] (the “Authorized Purchaser”).

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FORM OF UNITED STATES NATURAL GAS FUND, LP MARKETING AGENT AGREEMENT
Marketing Agent Agreement • December 22nd, 2006 • United States Natural Gas Fund, LP • Commodity contracts brokers & dealers • New York

MARKETING AGENT AGREEMENT (the “Agreement”) made as of ___[date]____, by and among United States Natural Gas 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 AGREEMENT
Form of Custodian Agreement • December 22nd, 2006 • United States Natural Gas Fund, LP • Commodity contracts brokers & dealers • New York

THIS CUSTODIAN AGREEMENT (this “Agreement”), dated as of ______________, is entered into among UNITED STATES NATURAL GAS 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 AGREEMENT
Form of Administrative Agency Agreement • December 22nd, 2006 • United States Natural Gas Fund, LP • Commodity contracts brokers & dealers • New York

THIS ADMINISTRATIVE AGENCY AGREEMENT (the “Agreement”) is made as of _______________, 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 NATURAL GAS FUND, LP, a limited partnership organized under the laws of the State of Delaware (the “Fund”).

UNITED STATES NATURAL GAS FUND, LP FORM OF LIMITED PARTNERSHIP AGREEMENT
Limited Partnership Agreement • December 22nd, 2006 • United States Natural Gas Fund, LP • Commodity contracts brokers & dealers • Delaware

This Agreement of Limited Partnership (this “Agreement”), executed on _____________, 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 [Initial Authorized Purchaser,] as a Limited Partner, together with any Persons who shall hereafter be admitted as Partners in accordance with this Agreement.

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