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This
Joinder Agreement dated as of June 1, 2009 (this
“Joinder Agreement”), by and among Citigroup Managed
Futures LLC (“CMF”), as the general partner or trading
manager of, and on behalf of, the investment funds identified on
the schedule attached as Exhibit A to this agreement (each, a
“Fund” and collectively, the “Funds”),
Citigroup Global Markets Inc. (on behalf of itself and its Smith
Barney division) (“CGMI”) and Morgan Stanley Smith
Barney LLC (the “Joining Party”) amends the Agency
and/or Selling Agreements, as applicable, listed on Exhibit A,
including any annexes thereto to which CGMI is a party (each, an
“Agency Agreement” and collectively, the “Agency
Agreements”), by and among CMF, the Funds, CGMI and the other
parties thereto.
This
Joinder Agreement shall be effective as of the date of the close of
the transaction between Citigroup Inc. and Morgan Stanley resulting
in the formation and commencement of operations of the Joining
Party (the “Joint Venture Closing”). After the Joint
Venture Closing, the Joining Party will be comprised of two
channels, the Smith Barney channel and the Morgan Stanley channel.
It is contemplated that the Funds will be offered by the Smith
Barney channel and not the Morgan Stanley channel until the parties
to the joint venture otherwise agree. The terms and conditions of
the Agency Agreements not specifically modified or amended by this
Joinder Agreement will continue in full force and
effect.
The
Joining Party, CMF, the Funds, and CGMI acknowledge,
agree
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