EXHIBIT 10.02
FUTURES ACCOUNT AGREEMENT
U.S.
JWH Global Trust
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Customer Name Customer Account Number
In consideration of the agreement of Cargill Investor Services, Inc. ("CIS") to
act as broker for the Customer in the purchase or sale of futures (which term
shall include contracts relating to immediate or future delivery of commodities,
financial futures, and options) Customer agrees, in respect to all futures
accounts which the Customer now has or may at any future time have with CIS, or
its successors, including accounts from time to time closed and then reopened,
as follows:
1. AUTHORIZATION. Orders for the purchase or sale of futures shall be
received and executed with the express intent that actual delivery is
contemplated. All transactions shall be subject to the constitution,
by-laws, rules, regulations, customs and usages of the exchange or market
where executed (and of its clearing house if any) and to any applicable
law, rule and regulation, including but not limited to, the provisions of
the Commodity Exchange Act, as amended, and the rules and regulations
thereunder. CIS shall have no liability to the Customer as a result of any
action taken by CIS to comply with the foregoing. The foregoing provision
is intended solely for the protection and benefit of CIS and any failure
by CIS to comply with exchange rules, regulations, customs and usages
shall not relieve the Customer of any obligations under this agreement
nor be construed to create rights hereunder in favor of the Customer.
CIS reserves the right to refuse to accept any order.
2. BROKER'S LIEN. To secure any indebtedness or other obligation owed by the
Customer to CIS, CIS is hereby granted a lien on all of the Customer's
property at any time held by CIS.
3. TRANSFER OF FUNDS. CIS may without notice transfer any money or other
property interchangeably between any accounts of the Customer. In the
event that at any time the Customer has an account in futures or options
which comes under the regulation of the Commodity Futures Trading
Commission ("CFTC") and also an account in non-CFTC-regulated futures or
options, the Customer hereby authorizes CIS, without prior notice to the
Customer to transfer from the Customer's regulated Futures Account to its
non-regulated account such amount of excess funds as in CIS' judgment may
be reasonably required to avoid the calling of margins for such other
account.
4. MARGINS. The Customer recognizes that margin deposits are due and must be
paid immediately upon entering into positions on futures exchanges and from
time to time as market conditions dictate and agrees to make such deposits
immediately on demand. CIS shall have the right to set and revise margin
requirements. Customer acknowledges CIS' right to limit, without notice to
Customer, the number of open positions which Customer may maintain or
acquire through CIS.
5. CUSTOMER OBLIGATIONS. The Customer agrees to pay promptly on demand any
and all sums due to CIS for monies advanced, with interest thereon at 1%
over the prime rate. The Customer agrees to pay when due, CIS' charges for
commissions at rates established between CIS and the Customer.
6. LIQUIDATION OF POSITIONS. CIS shall have the right, whenever in its
discretion it considers it necessary for its protection, in the event the
Customer fails to timely discharge its obligations to CIS, or in the event
that a petition in bankruptcy or for the appointment of a receiver is filed
by or against the Customer, or in the event of death of the Customer, or
in the event the Customer is adjudged incompetent, to sell any or all
futures, or other property in any account of the Customer and to buy any
or all futures which may be short in any account of the Customer, and to
close out and liquidate any and all outstanding contracts of the Customer,
and any such sales or purchases may be made at CIS' discretion on any
exchange or other market where such business is then usually transacted;
it being understood that a prior demand, or call, or prior notice of the
time and place of such sale or purchase, if any be given, shall not be
considered a waiver of CIS' right to sell or to buy without demand
or notice as herein provided. The Customer shall at all times be liable
to CIS for the payment of any debit balance owing in the accounts of the
Customer with CIS, and shall be liable for any deficiency remaining in any
such account in the event of the liquidation thereof in whole or in part,
and shall be liable for any reasonable costs of collection including
attorneys' fees.
7. NOTICES. Any notices and other communications may be transmitted to the
Customer at the address, or telephone number given herein, or at such other
address or telephone number as the Customer hereafter shall notify CIS in
writing. All notices or communications shall be deemed transmitted when
telephoned or deposited in the mail, sent via facsimile or computer by CIS.
Confirmations, purchase and sale statements and account statements shall be
deemed accurate unless written objection is delivered within 10 business
days from the date of such notice to CIS, Sears Tower, Suite 2300,
233 S. Wacker Drive, Chicago, Illinois 60606, Facsimile No. (312) 460-4015,
Attention: Compliance Officer.
8. COMMUNICATION DELAYS. CIS will not be responsible for delays or failure in
the transmission of orders caused by a breakdown of communication
facilities or by any other cause beyond CIS' reasonable control.
9. GOVERNING LAW. This agreement is made under and shall be governed by the
laws of the State of Illinois in all respects, including construction and
performance.
10. ACKNOWLEDGMENT. The Customer acknowledges that CIS is a wholly-owned
subsidiary of Cargill, Incorporated and that the market recommendations
of CIS may or may not be consistent with the market position or intentions
of Cargill, Incorporated, its subsidiaries and affiliates. The market
recommendations of CIS are based upon information believed to be reliable,
but CIS cannot and does not guarantee the accuracy or completeness thereof
or represent that following such recommendations will eliminate or reduce
the risks inherent in trading futures.
11. NOTIFICATION OF RECORDING. CIS is hereby granted permission to record
telephone conversations between its employees and the Customer.
12. INDEPENDENT AGENTS. If Customer's account is carried by CIS only as the
clearing broker, Customer acknowledges that CIS has no responsibility for
the actions of the introducing broker or executing broker. Customer
agrees to indemnify and hold CIS harmless, for any actions or omissions
of such introducing broker or executing broker.
13. LIMITATION OF ACTIONS. Any action against CIS must be instituted within
two years of the action/or inaction giving rise to the alleged claim.
14. BINDING EFFECT. This agreement shall be irrevocable as long as the
Customer shall have any account with CIS; it shall be binding upon the
Customer and upon the Customer's administrators, and assigns; it can be
amended only in writing duly signed by the Customer and an officer of CIS.
15. CUSTOMER REPRESENTATIONS. Customer represents and warrants that Customer
is under no legal disability which would prevent it from trading in
commodities, futures and options contracts or entering into this Agreement
and that all of the information contained in the New Account Customer Fact
Sheet is true, complete, and correct as of the date hereof. Customer will
promptly notify CIS in writing of any changes in such information or any
change in circumstances which would affect the representations and
information given CIS or which would in any way affect Customer's ability
to make any transactions contemplated by this Agreement. The Customer
represents that he or she is 18 years of age or over and that he or she is
not an employee of any exchange nor of any corporation of which any
exchange owns a majority of the capital stock. The Customer further
represents that he or she is not an employee or a member of any
exchange nor of a firm registered on any exchange or if he or she is so
employed that a written consent of his or her employer is attached
herewith.
16. EXPIRATION PROCEDURES. At least two business days prior to the first
notice day in the case of long positions in futures or forward contracts,
and at least two business days prior to the last trading day in the case of
short positions in futures or forward contracts or long and short positions
in options, Customer agrees to either give CIS instructions to liquidate or
make or take delivery under such futures or forward contracts, or to
liquidate, exercise or allow the expirations of such options. Customer
will deliver to CIS sufficient funds and/or documents required in
connection with exercise or delivery. If such instructions or such funds
and/or documents, with regard to option transactions, are not received by
CIS prior to the expiration of the option, CIS may allow such option to
expire.
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17. SECURITIES. THIS STATEMENT IS FURNISHED TO YOU BECAUSE RULE 190.10(c) OF
THE COMMODITY FUTURES TRADING COMMISSION REQUIRES IT FOR REASONS OF FAIR
NOTICE UNRELATED TO THIS COMPANY'S CURRENT FINANCIAL CONDITION: (1) YOU
SHOULD KNOW THAT IN THE UNLIKELY EVENT OF THIS COMPANY'S BANKRUPTCY,
PROPERTY, INCLUDING PROPERTY SPECIFICALLY TRACEABLE TO YOU, WILL BE
RETURNED, TRANSFERRED OR DISTRIBUTED TO YOU, OR ON YOUR BEHALF, ONLY TO
THE EXTENT OF YOUR PRO RATA SHARE OF ALL PROPERTY AVAILABLE FOR
DISTRIBUTION TO CUSTOMERS. (2) NOTICE CONCERNING THE TERMS FOR THE RETURN
OF SPECIFICALLY IDENTIFIABLE PROPERTY WILL BE BY PUBLICATION IN A NEWSPAPER
OF GENERAL CIRCULATION. (3) THE COMMISSION'S REGULATIONS CONCERNING
BANKRUPTCY OF COMMODITY BROKERS CAN BE FOUND AT 17 CODE OF FEDERAL
REGULATIONS PART 190.
18. DEATH OR INCOMPETENCY OF CUSTOMER. If the Customer should die or become
incompetent, any pending order shall be validly executed by CIS, up to the
time it receives written notice of the death or incompetence of the
Customer, and CIS is hereby indemnified against loss arising therefrom.
CIS requires proof of the authority of the estate executor prior to
releasing funds from Customer's account.
19. GIVE-UP PROCEDURES. The executing brokers shown on the list delivered to
CIS will execute orders for Customer as transmitted by Customer or its
Agent to the executing broker, and will report a fill to Customer in a
timely fashion. CIS, if it has given prior written notice to the executing
broker, may place limits on the positions it will accept for give-up for
the Customer's account. Executing broker will bill commissions for
executing trades to CIS, in the amount agreed from time to time, on a
monthly basis. CIS shall be responsible for verifying billing and making
payment. CIS shall charge the commissions to Customer's Account.
20. LONDON METALS EXCHANGE TRADING. The London Metal s Exchange Limited
("LME") is a principal-to-principal market. Cargill Investor Services
Limited ("CISL"), is a dealing member of the LME and has appointed CIS
as its agent for the purpose of issuing LME Client Contracts and for
buying, selling and trading, and all actions consequent to trading in
LME contracts on CISL's behalf. The Customer's contractual counterparty
is CISL. Any issues or questions relating to LME Client Contracts should
be addressed to CIS who will forward them to CISL.
21. INTERPRETATION. The section headings are for convenience of reference
only and shall not affect the meaning or construction of any provision
of this agreement.
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ACKNOWLEDGMENT OF RECEIPT OF
DISCLOSURES AND FUTURES AGREEMENT
CUSTOMER DISCLOSURE ACKNOWLEDGMENT
Customer hereby acknowledges that it has received and understands the following
disclosure statement(s) prescribed by the Commodity Futures Trading Commission
(CFTC) by INITIALING IN THE SPACE BELOW:
PLEASE INITIAL ______ ______ Risk Disclosure Statement
(CFTC Rule 1.55)
PLEASE INITIAL ______ ______ Options Disclosure Statement
(CFTC Rule 33.7)
FUTURES ACCOUNT AGREEMENT ACKNOWLEDGMENT
The undersigned, CIS INVESTMENTS, INC. ("MANAGING OWNER") (print), hereby
represents to CIS that it is the managing owner of a Delaware business trust
known as JWH Global Portfolio Trust (the "Trust"). In consideration of CIS
opening one or more futures accounts for and in the name of the Trust, the
undersigned further represents that as the managing owner of the Trust, it
has proper authority to sign this Agreement and all related documents on
behalf of the Trust, and, for the account and risk of the Trust, to buy, sell
and trade in futures and options thereon of every kind whatsoever, and to
borrow money for such purposes in said account in accordance with your terms
and conditions.
Managing Owner has reviewed the registration requirements pertinent to
commodity pool operators of the Commodity Futures Trading Commission and the
National Futures Association in accordance with the requirements of the
Commodity Exchange Act and the Regulations of the Commodity Futures Trading
Commission and has determined that Managing Owner is in compliance with such
requirements.
( ) I am exempt from CFTC registration as a commodity pool operator
for the following reason:
______________________________________________________________________________
(x) I am registered with the CFTC as a commodity pool operator.
CIS INVESTMENTS, INC.,
Managing Owner
By: _______________________________________
____________________________ L. Carlton Anderson
Date Vice President
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POWER OF ATTORNEY
LIMITED TO PURCHASES AND SALES OF FUTURES CONTRACTS
The Customer hereby authorizes JOHN W. HENRY & COMPANY, INC., whose address
is ONE GLENDINNING PLACE, WESTPORT, CONNECTICUT 60880, as Customer's agent
and attorney to buy, sell and trade in futures in accordance with CIS terms
and conditions for the Customer's account and risk and in the Customer's name
through CIS as broker. The Customer hereby agrees to indemnify and hold CIS
harmless from and to pay CIS promptly on demand any and all losses arising
therefrom or debit balance due thereon.
In all such purchases, sales or trades, CIS is authorized to follow the
instructions of the aforesaid agent in every respect concerning the Customer's
account with CIS; and the aforesaid agent is authorized to act for the Customer
and in the Customer's behalf in the same manner and with the same force and
effect as the Customer might or could do with respect to such purchases, sales
or trades as well as with respect to all other things necessary or incidental to
the furtherance or conduct of such purchases, sales or trades.
The Customer hereby ratifies and confirms any and all transactions with CIS
heretofore or hereafter made by the aforesaid agent for the Customer's account.
This authorization and indemnity is in addition to (and in no way limits or
restricts) any rights which CIS may have under any other agreement or agreements
between the Customer and CIS.
This authorization and indemnity is a continuing one and shall remain in full
force and effect until revoked by the Customer by a written notice addressed to
CIS and delivered to CIS' office at Sears Tower, 233 South Wacker Drive, Suite
2300, Chicago, Illinois 60606, but such revocation shall not affect any
liability in any way resulting from transactions initiated prior to such
revocation. This authorization and indemnity shall inure to the benefit of CIS
and any successors or assigns.
Customer understands fully the obligations which Customer has assumed by
executing this document. Customer understands that CIS is in no way responsible
for any loss occasioned by the actions of the individual or organization named
above and that CIS does not, by implication or otherwise, endorse the operating
methods of such individual or organization. Customer further understands that
exchanges have no jurisdiction over a non-member who is not employed by an
exchange member and that if Customer gives to such individual or organization
authority to exercise any of its rights over its account it does so at its own
risk.
Customer:
JWH GLOBAL TRUST
By: CIS Investments, Inc., Managing Owner
By: ______________________________________
___________________________ L. Carlton Anderson
Date Vice President
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CUSTOMER AGREEMENT SUPPLEMENT
THIS CUSTOMER AGREEMENT SUPPLEMENT, made as of the ____ day of _____,
1997 by and between JWH Global Trust (the "Trust") and Cargill Investor
Services, Inc., a Delaware corporation (the "Broker").
W I T N E S S E T H :
WHEREAS, the Trust has been organized to engage in the speculative
trading of all commodity interests, including futures contracts, options on
futures contracts or on physical commodities, and spot and forward contracts in
currencies and precious metals ("Commodity Interests");
WHEREAS, the Trust will deposit substantially all of its assets in an
account in the name of the Trust carried by the Broker;
WHEREAS, the Trust will maintain one or more customer segregated
accounts carried in the name of the Trust by the Broker pursuant to Section 4d
of the Commodity Exchange Act, as amended, and applicable rules of the Commodity
Futures Trading Commission ("CFTC"), including but not limited to CFTC Rules
1.20 - 1.30 (the "Company Accounts");
WHEREAS, the Trust will trade spot and forward contracts in currencies
and precious metals with CIS Financial Services, Inc. ("CISFS") as counterparty
and pursuant to agreements with CISFS has established one or more accounts with
CISFS (the "CISFS Accounts");
WHEREAS, the Trust and the Broker have entered into a Futures Account
Agreement -- U.S. (which, together with this Customer Agreement Supplement shall
be referred to as the "Customer Agreement") setting forth certain terms and
conditions upon which the Broker shall provide brokerage and related services to
the Trust; and
WHEREAS, the Trust and the Broker wish to enter into this Customer
Agreement Supplement which sets forth certain additional terms and conditions
upon which the Broker will serve as the broker for the trading of Commodity
Interests on behalf of the Trust for the term of the Customer Agreement.
NOW, THEREFORE, in consideration of the premises and mutual covenants
contained herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. TRANSFERS TO AND FROM CISFS ACCOUNTS. The Broker shall from time
to time transmit Trust assets to CISFS Accounts as required by CISFS to margin
positions in the CISFS Accounts. The Broker shall withdraw Trust assets from
the CISFS Accounts to the
extent not necessary for margin therein whenever such excess exceeds U.S.
$10,000.
2. COMPENSATION TO THE BROKER. The Trust shall pay on the __
business day of each month to Broker a monthly Brokerage Fee equal to 0.542% of
the Trust's assets as of the end of the previous month (the "Primary Brokerage
Fee Rate"); provided that, with respect to the month-end assets of the Trust
attributable to Units held by any Unitholder holding as of such month-end Units
originally issued in an aggregate Net Asset Value in excess of $5,000,000, the
Broker shall be paid a Brokerage Fee at a rate equal to 0.375% of the Trust's
month-end assets attributable to such Units (the "Special Brokerage Fee Rate")
provided the Units have been held by such Unitholder for at least a full
calendar month or, if less, since the Trust commences operations.
3. INTEREST ON TRUST ASSETS. For purposes of this Section, the
term Trust Assets shall mean the total equity, from time to time, held in all
of the one or more accounts of the Trust carried by the Broker consisting of
all cash and cash equivalents, valued at cost (including any amounts
deposited as original margin) plus or minus the net profit or loss accruing
on open commodity interest positions. On the 5th business day of each month,
the Broker shall credit the Trust with interest income, with respect to asset
denominated in dollars, on 100% of the Trust's average daily Trust Assets on
deposit with the Broker during the previous month at a rate equal to the
average yield on 90-day U.S. Treasury bills auctioned during such previous
month and, with respect to Trust Assets denominated in currencies other than
dollars, on the average daily assets at the applicable rates as set forth in
the Prospectus. In computing Trust Assets for purposes of computing interest
income, Trust Assets shall exclude monies due the Trust with respect to
unrealized gain on forward contracts. Trust Assets shall also exclude
accrued but unpaid interest income and interest income, therefore, is not
compounded within each month. The Trust may deposit a portion of its assets
in an account in the name of the Trust at a bank ("Custodian") and engage a
cash manager to provide cash management services with respect to such assets.
Broker hereby agrees that on the 5th business day of each month it shall
credit the Trust's account the amount, if any, by which returns (net of fees
of the cash manager) on Trust assets held by a Custodian during the previous
month are less than the return that would have been realized by the Trust had
such assets been deposited with Broker and CISFS.
The Trust will not receive any other interest income on its assets
held by the Broker.
4. TERM. The Customer Agreement shall have an initial term ending
on the last day of the 12th full calendar month following the commencement of
trading by the Trust unless terminated earlier by the Trust upon 60 days' prior
written notice.
5. INCORPORATION BY REFERENCE. The Futures Account Agreement - U.S.
annexed hereto is hereby incorporated by reference herein and made a part hereof
to the same extent as if such document were set forth in full herein. If any
provision of this Customer Agreement Supplement is or at any time becomes
inconsistent with the annexed document, the terms of this Customer Agreement
Supplement shall control.
6. ACKNOWLEDGMENT. The Broker acknowledges that the obligations of
this Agreement are not binding against the
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Unitholders individually but are binding only upon the assets and property of
the Trust, and that, in the event of any obligation or claim arising hereunder
against the Trust, no resort shall be had to any Unitholder's personal property
for the satisfaction of such obligation or claim.
7. COMPLETE AGREEMENT. The Customer Agreement constitutes the
entire agreement between the parties with respect to the matters referred to
herein, and no other agreement, oral or otherwise, shall be binding as between
the parties unless in writing and signed by the party against whom enforcement
is sought.
8. ASSIGNMENT. This Customer Agreement may not be assigned by a
party without the express written consent of the other party.
9. AMENDMENT. This Customer Agreement may not be amended except by
the written consent of the parties hereto.
10. SURVIVAL. The provisions of this Customer Agreement shall
survive the termination of this Customer Agreement with respect to any matter
arising while this Customer Agreement is in effect.
11. HEADINGS. Headings of sections herein are for the convenience of
the parties only and are not intended to be part of or to affect the meaning or
interpretation of this Customer Agreement.
12. NO WAIVER. No failure or delay on the part of any party hereto
in exercising any right, power or remedy hereunder shall operate as a waiver
thereof, nor shall any single or partial exercise of any such right, power or
remedy preclude any other or further exercise thereof or the exercise of any
other right, power or remedy. Any waiver granted hereunder must be in writing
and shall be valid only in the specific instance in which given.
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IN WITNESS WHEREOF, the parties hereto have executed this Customer
Agreement Supplement as of the day and year first above written.
JWH GLOBAL TRUST
By: CIS Investments, Inc.,
a Managing Owner
By: _______________________________
L. Carlton Anderson
Vice President
CARGILL INVESTOR SERVICES, INC.
By:________________________________
Name:______________________________
Title:_____________________________
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