AMENDMENT TO THE MANAGEMENT AGREEMENT
EXHIBIT 10.1
AMENDMENT TO THE MANAGEMENT AGREEMENT
This AMENDMENT dated as of the 1st day of October, 2013 to the MANAGEMENT AGREEMENT made as of the 26th day of April, 2011 (the “Management Agreement”), among CERES MANAGED FUTURES LLC, a Delaware limited liability company (“CMF”), COMMODITY ADVISORS FUND L.P., a Delaware limited partnership (the “Partnership”) and XXXX RIVER INVESTMENT MANAGEMENT (CAYMAN) LIMITED, an exempted company incorporated in the Cayman Islands with limited liability (“Xxxx Cayman”) and XXXX RIVER TRADING AG, a company incorporated in Switzerland (“Xxxx Switzerland” and, together with Xxxx Cayman and each separately, “Xxxx River” or the “Advisor”) (all parties together, the “Parties”). Capitalized terms not defined herein have the meaning ascribed to such terms in the Management Agreement.
W I T N E S S E T H:
WHEREAS, the Partnership currently pays Xxxx Cayman a monthly fee for professional management services equal to 1/12 of 2% (2% per year) of the month-end Net Assets of the Partnership allocated to the Advisor; and
WHEREAS, effective as of October 1, 2013, the Parties wish to change the professional management services fee to 1/12 of 1% (1% per year); and
WHEREAS, the Parties wish to amend the Management Agreement to reflect this change.
NOW, therefore, the Parties agree as follows:
1. The text of Section 3(a) of the Management Agreement shall be deleted in its entirety and replaced by the following:
“In consideration of and as compensation for all of the services to be rendered by the Advisor to the Partnership under this Agreement, the Partnership shall pay Xxxx Cayman (i) an incentive fee payable quarterly equal to 20% of New Trading Profits (as such term is defined below) earned by the Advisor for the Partnership and (ii) a monthly fee for professional management services equal to 1/12 of 1% (1% per year) of the month-end Net Assets of the Partnership allocated to the Advisor (computed monthly by multiplying the adjusted net assets of the Partnership as of the last business day of each month by 1.0% and dividing the result thereof by 12).”
2. The foregoing amendment shall take effect as of the 1st day of October, 2013.
3. In all other respects the Management Agreement remains unchanged and of full force and effect.
4. This Amendment may be executed in one or more counterparts, each of which shall be deemed an original but all of which together shall constitute the same agreement.
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IN WITNESS WHEREOF, this Amendment has been executed for and on behalf of the undersigned as of the day and year first above written.
CERES MANAGED FUTURES LLC
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By: /s/ Alper Daglioglu
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Name:
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Alper Daglioglu
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Title:
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President and Director
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By:
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Ceres Managed Futures LLC (General Partner)
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By: /s/ Alper Daglioglu
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Name:
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Alper Daglioglu
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Title:
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President and Director
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XXXX RIVER INVESTMENT MANAGEMENT (CAYMAN) LIMITED
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By: /s/ Xxxxx Xxxxxxx
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Name:
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Xxxxx Xxxxxxx
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Title:
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Director
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XXXX RIVER TRADING AG
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By /s/ Xxxx Xxxxxxx
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Name:
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Xxxx Xxxxxxx
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Title:
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COO
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By /s/ Xxxx Xxxxxx
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Name:
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Xxxx Xxxxxx
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Title:
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CEO
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