SELLING AGENT AGREEMENT

<PAGE>

Exhibit No. 1.01

SELLING AGENT AGREEMENT

_______________, 2002

Quadriga Asset Management, Inc.

180 North LaSalle Street

Suite #2416

Chicago, Illinois 60601

Ladies and Gentlemen:

Quadriga Superfund, L.P., a Delaware limited partnership issuing Series A

and Series B units (the "Company"), whose general partner is Quadriga Capital

Management, Inc. ("QCM"), hereby confirms its agreement with Quadriga Asset

Management, Inc. ("QAM", "Agent" or "you"), as follows:

Introductory

The Company is offering (the "Offering") for sale of its newly issued units

of business trust (the "Units"). It is acknowledged that QCM may, in its sole

discretion, regardless of any priorities or preferences, accept or reject

subscriptions in whole or in part in the Offering and terminate the Offering at

any time. Once made, subscriptions are irrevocable provided that a subscriber

may revoke his subscription within 10 business days prior to the applicable

Closing (defined below), whichever comes first, by the subscriber delivering

written notice to QCM.

The term "Initial Offering Period" is the period commencing on the date of

the Prospectus and ending on April 30, 2003 (unless extended by QCM upon

amendment of the Registration Statement (defined below)) or such earlier date as

QCM has accepted subscriptions for at least $2,000,000 in either Series. During

the Initial Offering Period, Agent will offer Units for sale at an "Initial

Closing" at a price equal to $1,000 per Unit, which Initial Closing will not

take place unless QCM has accepted subscriptions for at least 2,000 Units in any

single Series. If the minimum number of Units is not sold during the Initial

Offering Period, the Offering will terminate and all subscription amounts

(together with any interest earned thereon) will be refunded to subscribers, as

described in the Prospectus.

Units which remain unsold following the Initial Closing will be offered for

sale in a continuing offering (the "Continuing Offering") at monthly closings

("Monthly Closings;" the Initial Closing or any Monthly Closing, each a

"Closing") to be held on the last day of each month at a price per Unit equal to

100% of the Net Asset Value, as defined in the Company's restated trust

agreement (the "Trust Agreement"), as of the close of business on the date of

such Monthly Closing.

<PAGE>

The minimum initial subscription for an investor is $5,000. Once an

investor has been admitted to the Company, there is no minimum for additional

subscriptions, except that they must be in multiples of $1,000.

The Company has filed with the Securities and Exchange Commission (the

"Commission") a Registration Statement on Form S-1 containing a prospectus

relating to the Offering for the registration of the Units under the Securities

Act of 1933, as amended (the "1933 Act"). The Registration Statement, as amended

and as declared effective by the Commission, is hereinafter referred to as the

"Registration Statement." The prospectus on file with the Commission at the time

the Registration Statement initially becomes effective is hereinafter called the

"Prospectus," except that if the Company files a Prospectus pursuant to Rule 424

of the rules and regulations of the Commission under the 1933 Act (the "1933 Act

Regulations") which differs from the Prospectus on file at the time the

Registration Statement initially becomes effective, or if the Company files an

amendment to the Registration Statement subsequent to the time it initially

becomes effective and such amendment contains a Prospectus which differs from

the Prospectus on file at the time the Registration Statement initially becomes

effective, the term "Prospectus" refers to the Prospectus filed pursuant to Rule

424 or contained in such amendment to the Registration Statement from and after

the time said Prospectus is filed with or transmitted to the Commission for

filing.

Any terms not expressly defined herein have the same definition and meaning

as is set forth in the Prospectus.

SECTION 1. APPOINTMENT OF AGENT

Subject to the terms and conditions herein set forth, the Company hereby

appoints Quadriga Asset Management, Inc. as its exclusive marketing agent to

consult with and advise the Company, and, on a "best efforts" basis, to assist

the Company with the solicitations of subscriptions for Units in connection with

the Company's offering of the Units in the Offering. Agent will offer and sell

Units in compliance with the requirements set forth in the Registration

Statement, the Prospectus, the Subscription Agreement and this Agreement.

On the basis of the representations, warranties and agreements herein

contained, and subject to the terms and conditions herein set forth, Quadriga

Asset Management, Inc. accepts such appointment and agrees to consult with and

advise the Company as to matters relating to the Offering and agrees to use its

best efforts to solicit subscriptions for Units in accordance with this

Agreement; provided, however, that the Agent will not be responsible for

obtaining subscriptions for any specific number of Units, will not be required

to purchase any Units and will not be obligated to take any action which is

2

<PAGE>

inconsistent with any applicable law, regulation, decision or order or decree,

directive, agreements or memorandum of or with any court, regulatory body,

administrative agency, or other government body. Units will be offered by means

of Subscription Agreements and Subscription Agreement for Existing Investors or

Subscribers, substantially in the respective forms set forth as Exhibit C and D

to the Prospectus (each a "Subscription Agreement").

The parties agree that Units may be sold by the Agent or by other

broker-dealers appointed by the Agent (each an "Additional Selling Agent"),

provided that each such other broker-dealer executes a Selected Additional

Selling Agent Agreement in the form attached hereto as Exhibit A. The Selling

Agent and each Additional Selling Agent will notify the Company of the identity

of the registered representative of the Agent or Additional Selling Agent, as

the case may be, credited with the sale of each Unit (such registered

representative being referred to as the "Responsible Broker" and such Unit being

referred to as a "Credited Unit").

The Selling Agent and each Additional Selling Agent will agree diligently

to make inquiries of each prospective purchaser of Units concerning the

suitability of such an investment for such person and to retain in its records

and make available to the Company for a period of a least six years, information

establishing that an investment in Units is suitable for each purchaser of Units

solicited by them.

SECTION 2. COMPENSATION OF THE SELLING AGENT, ADDITIONAL SELLING AGENTS AND

RESPONSIBLE BROKERS

As compensation for the Agent's services under this Agreement or an

Additional Selling Agent's services under an Additional Selling Agent Agreement,

the Company will pay to the Agent or such Additional Selling Agent, as the case

may be, an annual 4% selling commission payable at the rate of 1/12 of 4% per

month of the month-end net asset value of the Company.

To be eligible to receive such selling commission, the Responsible Broker

must, at the date of payment, be a registered representative of a broker-dealer

that is registered with the Commission and is a member of the National

Association of Securities Dealers, Inc. (the "NASD") or be an associated person

of a futures commission merchant registered with the Commodity Futures Trading

Commission (the "CFTC") (such requirements being referred to as the "Eligibility

Requirements").

Once you or an Additional Selling Agent sell Units to a particular

investor, you or such Additional Selling Agent will be entitled to a selling

commission on any Units subsequently purchased by that investor, and such units

will be deemed Credited Units of the Responsible Broker, for which he will

3

<PAGE>

be entitled to a selling commission so long as he satisfies the Eligibility

Requirements.

The appointment of the Agent hereunder will terminate upon completion or

termination of the Offering.

SECTION 3. CLOSING DATES, RELEASE OF FUNDS

(a) The Initial Closing, if any, for the acceptance of subscriptions for

Units of Currency is currently scheduled to be held on or before December 31,

2002. Monthly Closings in the Continuing Offering for Units will be held as of

the last day of each month.

(b) Subject to its right to reject any subscription in its sole discretion

in whole or in part at any time prior to acceptance, the QCM, on behalf of the

Company, will accept subscriptions for Units properly made and cause proper

entry to be made in the Unit register to be maintained by the QCM. No

certificate evidencing Units will be issued to any subscriber; rather, Agent

will deliver confirmations in its customary form to subscribers whose

subscriptions have been accepted by the QCM at each Closing.

(c) At each Closing, the delivery, receipt, and acceptance of subscriptions

for Units will be subject to the terms and conditions set forth in this

Agreement, including payment of the full subscription price for Units and

delivery of a properly completed Subscription Agreement by each subscriber.

(d) Upon the satisfaction of such terms and conditions, the aggregate

subscription price for Units will be paid and delivered to the Company at each

Closing.

SECTION 4. REPRESENTATIONS AND WARRANTIES

The Company and QCM represent and warrant to the Agent as follows:

(a) The Company intends to file the Registration Statement with the

Commission or before March 1, 2002. The Company also intends to file copies of

the Registration Statement with (i) the CFTC under the Commodity Exchange Act

(the "CEA") and the rules and regulations promulgated thereunder by the CFTC

(the "CFTC Rules"); (ii) NASD Regulation, Inc. ("NASD-R") pursuant to its

Conduct Rules; and (iii) the National Futures Association (the "NFA") in

accordance with NFA Compliance Rule 2-13. At the time the Registration Statement

becomes effective and at all times thereafter, including the Initial Closing and

each Monthly Closing, the Registration Statement shall comply in all material

respects with the requirements of the 1933 Act, the 1933 Act Regulations, the

CEA, the CFTC Rules, and the rules of NASD-R and NFA. The

4

<PAGE>

Registration Statement and the Prospectus contain all statements and information

required to be included therein by the CEA and the CFTC Rules. The Registration

Statement, the Prospectus, and any Sales Information (as such terms are defined

previously herein or in Section 7 hereof) authorized by the Company for use in

connection with the Offering does not contain an untrue statement of a material

fact or omit to state a material fact required to be stated therein or necessary

to make the statements therein, in light of the circumstances under which they

were made, not misleading, and, if applicable, at such later time as any

Prospectus was filed with or mailed to the Commission for filing, the Prospectus

will not contain an untrue statement of a material fact or omit to state a

material fact necessary in order to make the statements therein, in light of the

circumstances under which they are made, not misleading, provided, however, that

the representations and warranties in this Section 4(a) will not apply to

statements in or omissions from such Registration Statement, Prospectus or any

Sales Information made in reliance upon and in conformity with information

furnished to the Company by the Agent expressly regarding the Agent for use in

the Prospectus or Sales Information, which information includes the disclosure

included in the Prospectus under the caption "THE SELLING AGENTS." The Sales

Information will comply with the 1933 Act, the 1973 Act Regulations, the CEA,

the CFTC Rules and the Rules of NASD-R and the NFA.

(b) The Trust Agreement provides for the subscription for and sale of the

Units; all action required to be taken by QCM and the Company as a condition to

the sale of the Units to qualified subscribers therefor has been, or prior to

each Closing will have been, taken; and, upon payment of the consideration

therefor specified in each accepted Subscription Agreement, the Units will

constitute valid interests in the Company for which Units were subscribed.

(c) The Company has been duly formed and is validly existing as a business

trust in good standing under the laws of the State of Delaware with full power

and authority to conduct its business as described in the Prospectus, and has

been duly qualified to do business under the laws of, and is in good standing as

such in, every jurisdiction where the conduct of its business requires such

qualification, except where the failure to so qualify would not have a material

adverse effect on the condition, financial or otherwise, or the business,

operations or income of the Company (a "Material Adverse Effect").

(d) QCM is a corporation duly organized, validly existing, and in good

standing under the laws of Grenada, and is qualified to do business and is in

good standing as a foreign corporation under the laws of each jurisdiction in

which the nature or conduct of its business requires such qualification and

where the failure to be so qualified could materially adversely affect QCM's

ability to perform its obligations hereunder or under the Trust Agreement or as

described in the Prospectus.

5

<PAGE>

(e) Each of the Company and QCM has full power and authority, as

applicable, under applicable law, to conduct its business and perform its

respective obligations, as applicable, under this Agreement and all other

agreements referred to in the Prospectus or the Registration Statement to which

the Company or QCM is a party.

(f) QCM will have a net worth at each Closing sufficient in amount and

satisfactory in form to meet the net worth requirements set forth in the

Prospectus.

(g) The Company does not own, directly or indirectly, other than in the

ordinary course of its business, equity securities or any equity interest in any

business enterprises.

(h) KPMG LLP, the firm which have issued its reports on certain financial

statements included in the Registration Statement and the Prospectus, are

independent certified public accountants within the meaning of the Code of

Professional Conduct of the American Institute of Certified Public Accountants

and are independent accountants as required by the 1933 Act and the 1933 Act

Regulations.

(i) This Agreement, and all other agreements referred to in the Prospectus

or the Registration Statement to which the Company or QCM is a party have each

been duly and validly authorized, executed and delivered by QCM on behalf of the

Company and QCM, as applicable, and each constitutes a valid and binding

agreement of the Company and QCM, as applicable, enforceable against the Company

and QCM, as applicable, in accordance with its terms except to the extent

limited by bankruptcy, reorganization, insolvency, moratorium and other laws of

general application relating to or affecting the enforcement of creditors'

rights and by general equitable principles and except as rights to indemnity

hereunder may be limited by applicable securities laws. The Company has full

power and lawful authority to issue and sell the Units to be sold by it

hereunder on the terms and conditions set forth herein, all necessary corporate

proceedings therefor have been duly and validly taken, and no consent, approval,

authorization or other order of any governmental authority is required in

connection with such authorization, execution and delivery or with the

authorization, issue and sale of the Units, except such as may be required under

the 1933 Act or state securities laws.

(j) The Units have been duly and validly authorized and, when issued and

delivered pursuant to this Agreement, will be duly and validly issued, fully

paid and nonassessable. The Units are not subject to preemptive rights of any

security holder of the Company.

6

<PAGE>

(k) The consummation of the transactions herein contemplated and the

fulfillment of the terms of this Agreement, and all other agreements referred to

in the Prospectus or the Registration Statement to which the Company or QCM is a

party, to be performed by the Company and QCM, as applicable, will not conflict

in any material respect with or result in a material breach of any of the terms

or provisions of, or constitute a material default under, or result in the

creation or imposition of any lien, charge or encumbrance upon any of the

property or assets of the Company or QCM pursuant to the terms of any indenture,

mortgage, deed of Company, agreement for money borrowed or any other material

agreement or instrument to which the Company or QCM is a party, or by which the

Company or QCM may be bound, or to which any of the property or assets of the

Company or QCM are subject, nor will such action result in any violation of the

provisions of the charter or the bylaws, certificate of limited Company or

Company agreement, as applicable, of the Company or QCM, or any statute or any

order, rule or regulation applicable to the Company or QCM of any court or any

regulatory authority or other governmental body having jurisdiction over the

Company or QCM, assuming satisfaction by the Agent of the terms of this

Agreement and full compliance by the Agent and any other broker-dealers and

their associated persons with all applicable statutes, orders, rules, or

regulations in connection with the Offering.

(l) The financial statements of the Company and QCM, together with the

related notes thereto, set forth in the Registration Statement and the

Prospectus, fairly present the financial position and results of operations of

the Company and QCM on the basis stated in the Registration Statement, at the

respective dates and for the respective periods to which they apply. Such

statements and related notes are accurate, complete and correct, comply as to

form in all material respects with all applicable accounting requirements,

including the 1933 Act Regulations, have been prepared in accordance with

generally accepted accounting principles ("GAAP"), which were consistently

applied throughout the periods involved, except as otherwise disclosed therein.

Since the date of the statements of financial condition included in the

Registration Statement, except as contemplated in the Prospectus, no events have

occurred that have had a Material Adverse Effect. The summaries of such

financial statements and other financial, statistical and pro forma information

and related notes set forth in the Registration Statement and the Prospectus are

(i) accurate and correct and fairly present the information purported to be

shown thereby at the dates and for the periods indicated on a basis consistent

with the audited financial statements of the Company and QCM and (ii) in

compliance in all material respects with the requirements of the 1933 Act and

the 1933 Act Regulations.

(m) Except as disclosed in the Registration Statement and Prospectus, there

is not now pending or, to the knowledge of QCM, threatened, any action, suit or

proceeding, before or by any court, governmental agency or body or

7

<PAGE>

self-regulatory organization to which QCM, any "principals" of QCM, as defined

in CFTC Rule 4.10(e) ("QCM Principals") or the Company is a party, which might

result in a Material Adverse Effect, nor is QCM aware of any facts which would

form the basis for the assertion of any material claim or liability that are not

disclosed in the Registration Statement and Prospectus, and neither QCM nor any

QCM Principal has received any notice of an investigation by the Commission, the

CFTC, NASD-R or the NFA regarding noncompliance by QCM, the QCM Principals or

the Company with the 1933 Act, the 1933 Act Regulations, the Securities Exchange

Act of 1934, as amended (the "1934 Act"), any other federal securities laws,

rules or regulations, the CEA, the CFTC Rules, or the rules of NASD-R or the

NFA, which action, suit, proceeding, or investigation resulted or might

reasonably be expected to result in any material adverse change in the

condition, financial or otherwise, business or prospects of QCM or of the

Company, or which could be material to an investor's decision to invest in any

of the Company.

(n) QCM and each "principal" of QCM, as defined in CFTC Rule 3.1(a), have

all federal, state, and foreign governmental, regulatory, self-regulatory, and

exchange approvals, licenses, registrations, and memberships, and have