0000899140-11-000468 Sample Contracts

Third Amended and Restated Limited Partnership Agreement of Emerging CTA Portfolio L.P.
Limited Partnership Agreement • September 7th, 2011 • Emerging Cta Portfolio Lp • Commodity contracts brokers & dealers • New York

This Third Amended and Restated Limited Partnership Agreement (this “Agreement”), dated and effective as of September 1, 2011, is by and among Ceres Managed Futures LLC (formerly Citigroup Managed Futures LLC) (the “General Partner”) and those other parties who shall execute this Agreement, whether in counterpart or by attorney-in-fact, as limited partners. (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 Partnership’s Second Amended and Restated Limited Partnership Agreement dated as of October 20, 2010 (the “Second Amended and Restated Limited Partnership Agreement”) by and among the General Partner and the limited partners party thereto.

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