END OF ANY MONTH;
(III)
AT THE DISCRETION OF THE TRADING ADVISOR, AS OF THE FOLLOWING
MONTH-END, SHOULD ANY OF THE FOLLOWING OCCUR:
(1) THE ASSETS MANAGED BY THE
TRADING ADVISOR DECREASE TO LESS THAN $15,000,000 AT THE CLOSE OF BUSINESS ON
ANY DAY; OR (2) THE TRADING ADVISOR HAS DETERMINED TO CEASE MANAGING ANY
CUSTOMER ACCOUNTS PURSUANT TO THE PROGRAM; OR
(IV)
AT THE DISCRETION OF THE TRADING ADVISOR AS OF THE END OF ANY
MONTH UPON 90 DAYS' PRIOR WRITTEN NOTICE TO THE MANAGER.
8.
RIGHT TO ADVISE OTHERS; UNIFORMITY OF ACTS AND PRACTICES.
(A)
DURING THE TERM OF THIS AGREEMENT, THE TRADING ADVISOR AND ITS
AFFILIATES SHALL BE FREE TO ADVISE OTHER INVESTORS AS TO THE PURCHASE AND SALE
OF COMMODITY INTERESTS, TO MANAGE AND TRADE OTHER INVESTORS' COMMODITY INTERESTS
ACCOUNTS AND TO TRADE FOR AND ON BEHALF OF THEIR OWN PROPRIETARY COMMODITY
INTERESTS ACCOUNTS.
HOWEVER, UNDER NO CIRCUMSTANCES SHALL THE
7
TRADING ADVISOR OR ANY OF ITS AFFILIATES FAVOR ANY COMMODITY INTERESTS ACCOUNT
DIRECTED BY ANY OF THEM (REGARDLESS OF THE DATE ON WHICH THEY BEGAN OR SHALL
BEGIN TO DIRECT SUCH ACCOUNT) OVER THE COMPANY'S ACCOUNT, GIVING DUE
CONSIDERATION TO THE TRADING PROGRAM WHICH THE MANAGER HAS REQUESTED THE TRADING
ADVISOR TO TRADE ON BEHALF OF THE COMPANY.
FOR PURPOSES OF THIS AGREEMENT, THE
TRADING ADVISOR AND ITS AFFILIATES SHALL NOT BE DEEMED TO BE FAVORING ANOTHER
COMMODITY INTERESTS ACCOUNT OVER THE COMPANY'S ACCOUNT (I) IF THE TRADING
ADVISOR OR ITS AFFILIATES, IN ACCORDANCE WITH SPECIFIC INSTRUCTIONS OF THE OWNER
OF SUCH ACCOUNT, TRADE SUCH ACCOUNT AT A DEGREE OF LEVERAGE OR IN ACCORDANCE
WITH TRADING POLICIES WHICH SHALL BE DIFFERENT FROM THAT WHICH SHALL NORMALLY BE
APPLIED TO SUBSTANTIALLY ALL OF THE TRADING ADVISOR'S OTHER ACCOUNTS, (II) IF
THE TRADING ADVISOR OR ITS AFFILIATES, IN ACCORDANCE WITH THE TRADING ADVISOR'S
MONEY MANAGEMENT PRINCIPLES, SHALL NOT TRADE CERTAIN COMMODITY INTERESTS
CONTRACTS FOR AN ACCOUNT BASED ON THE AMOUNT OF EQUITY IN SUCH ACCOUNT OR
(III) IF THE TRADING ADVISOR ALLOCATES AND EXECUTES TRADES IN ACCORDANCE WITH
ITS BEST EXECUTION AND ALLOCATION POLICIES AND PROCEDURES AND SUCH TRADES RESULT
IN CERTAIN ACCOUNTS RECEIVING FAVORABLE TREATMENT OVER OTHERS (INCLUDING THE
COMPANY) WITH RESPECT TO CERTAIN TRADES; PROVIDED FURTHER THAT SUCH TRADING
ACTIVITY DOES NOT RESULT IN A CONSISTENT PATTERN OVER TIME DEMONSTRATING THAT
ANY OTHER ACCOUNT OR ACCOUNTS ARE BEING FAVORED OVER THE COMPANY UNDER SUCH
POLICIES AND PROCEDURES.
(B)
THE TRADING ADVISOR UNDERSTANDS AND AGREES THAT IT AND ITS
AFFILIATES SHALL HAVE A FIDUCIARY RESPONSIBILITY TO THE COMPANY UNDER THIS
AGREEMENT.
(C)
AT THE REQUEST OF THE COMPANY, THE TRADING ADVISOR AND ITS
AFFILIATES SHALL PROMPTLY MAKE AVAILABLE TO THE COMPANY (IF AVAILABLE TO IT
WITHOUT UNREASONABLE EFFORTS) COPIES OF SUCH WRITTEN REPORTS DELIVERED BY THE
TRADING ADVISOR OR ITS AFFILIATES AS ARE REQUIRED TO BE DELIVERED TO FUND
INVESTORS PURSUANT TO THE CEA AND SIMILAR PREVIOUSLY-PREPARED WRITTEN
INFORMATION (SUBJECT TO THE NEED TO PRESERVE THE CONFIDENTIALITY OF PROPRIETARY
INFORMATION CONCERNING THE TRADING ADVISOR'S TRADING