0001193125-08-067269 Sample Contracts

FORM OF AMENDMENT NO. 3 TO CUSTOMER AGREEMENT
Customer Agreement • March 27th, 2008 • Morgan Stanley Charter Aspect L.P. • Real estate investment trusts

WHEREAS, MORGAN STANLEY CHARTER ASPECT L.P., formerly known as Morgan Stanley Charter MSFCM L.P., a Delaware limited partnership (the “Customer”), and MORGAN STANLEY & CO. INCORPORATED, formerly Morgan Stanley DW Inc., a Delaware corporation (the “Commodity Broker”), have agreed to amend the Customer Agreement, dated as of the 19th day of May 2000, as amended and supplemented from time to time, (the “Customer Agreement”), by and between the Customer and the Commodity Broker, to reflect the merger of Morgan Stanley DW Inc. into Morgan Stanley & Co. Incorporated, and to amend the rate of interest income credited to the Customer’s account by the Commodity Broker. Terms used and not otherwise defined herein have the meanings ascribed to such terms in the Customer Agreement.

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AMENDMENT NO. 5 TO MORGAN STANLEY CHARTER SERIES AMENDED AND RESTATED SELLING AGREEMENT
Selling Agreement • March 27th, 2008 • Morgan Stanley Charter Aspect L.P. • Real estate investment trusts

The Amended and Restated Selling Agreement, dated as of July 29, 2002, as amended by Amendment No. 1 to the Amended and Restated Selling Agreement, dated February 26, 2003, as amended by Amendment No. 2 to the Amended and Restated Selling Agreement, dated April 28, 2004, as amended by Amendment No. 3 to the Amended and Restated Selling Agreement, dated July 15, 2005 and as further amended by Amendment No. 4 to the Amended and Restated Selling Agreement, dated March 30, 2006 (the “Selling Agreement”), among Morgan Stanley Charter Graham L.P. (“Charter Graham”), Morgan Stanley Charter WCM L.P. (formerly known as Morgan Stanley Charter Millburn L.P., “Charter WCM”), Morgan Stanley Charter Aspect L.P. (formerly known as Morgan Stanley Charter MSFCM L.P., “Charter Aspect”), (collectively, the “Partnerships” and each individually, a “Partnership”), Demeter Management Corporation (the “General Partner”), and Morgan Stanley & Co. Incorporated (formerly, Morgan Stanley DW Inc., “MS & Co.”) is h

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