Hedgeviews

Access Agreement Confirmation

ACCESS AGREEMENT

THERE IS AN ARBITRATION REQUIREMENT CONTAINED IN SECTION 17.

In consideration of Bear, Stearns & Co. Inc. (including its affiliated companies,
collectively, "Bear Stearns") permitting you access to certain information, data,
calculations, content documents and other materials, including, but not limited to,
reports, data or analysis on your investments in private mutual funds and investment
partnerships (collectively, “Fund Investments”) or account, and research reports
(collectively, "Material") through any Bear Stearns' World Wide Web site on the
Internet ("Site"), you (which term, as used in herein, includes you personally and the
company or other organization on whose behalf we grant you access to the Site) hereby
agree to the following terms and conditions (this "Agreement"). This Agreement is in
addition to, and does not nullify, any other agreement ("Customer Agreement")
between you and Bear Stearns governing the conduct of your relationship with Bear
Stearns. Bear Stearns undertakes no duty to you of any kind via this Agreement, or by
providing the Materials and access to the Site, or by allowing others to do so. You
understand that some or all of the material on the Site may be provided or otherwise
made available to you by others, including the managers of the Fund Investments
(“Other Providers”), who are independent of Bear Stearns, and Bear Stearns does not
review, approve or endorse any such Material.

You acknowledge that (i) the Site and Material is for informational purposes only and
does not constitute investment advice or an offer to sell or a solicitation of an offer to
buy any security, invest in any Fund Investment, or any other investment or investment
service which may be referred to in the Site, (ii) not all Fund Investments, securities,
other investments or investment strategies are suitable for or are eligible to be offered
to all investors, (iii) the Material is defined by and provided at the request of the Fund
or its manager, and that (iv) Bear Stearns does not review or endorse, nor does the Site
imply review or endorsement, of the Fund, its manager, its strategy, its investments, its
policies, or its conduct.

1) ACCESS PROVIDED.
Your access to the Site and/or the Material may be modified or revoked at any time or
from time to time with or without notice. You agree to comply with any
rules or restrictions posted on the Site or as otherwise provided.

2) NO INVESTMENT ADVICE, OFFER OR SOLICITATION; SUITABILITY AND COMPLIANCE WITH LAW.

1. Although the Material includes material about the Fund Investments specifically
and securities and other investments generally (collectively, “Investments”), as well
as research relating to specific securities or other Investments, such Material are not
and should not be construed to be an offer or solicitation of any kind whatsoever, or
a recommendation by Bear Stearns or Other Providers unless clearly labeled by us
to as such. Bear Stearns and the Other Providers are not providing investment
advice through the Site and do not represent that any such Investments or
investment strategies are suitable for you. In fact, such Investments or investment
strategies may not be suitable for you.

2. You agree to make your own independent evaluation of the investment merits and
suitability for you of any such Investments, investment strategy, and the Material.
Any questions you might have regarding the Fund should be referred to the Fund,
its manager, accountant, or administrator.

3. You also acknowledge that neither the Site nor any of the Material constitutes tax
or legal advice. Neither does it constitute investment advice unless it is specifically
and clearly identified as such. You agree not to use the Material or Site in
contravention of this section, and agree to provide the text of this section whenever
providing the Material to anyone.

4. Transmission, modification, copying to media of any form (other than as allowed
by this Agreement), or use of any material in violation of any applicable law, rule or
regulation (whether of the United States or other countries), or the rights of any
third party, or except as specifically provided for in this Agreement, is prohibited.
This includes, but is not limited to, copyrighted material, material which is
defamatory, threatening, obscene, lewd and indecent, material protected by
trademark, trade secret, or patent laws, or material that results in an invasion of
privacy.

3) NO OBLIGATION REGARDING INFORMATION.
The Material reflect the calculations, derivations, estimates, Other Providers’ or
respective authors' analyses as of the date each such Material was initially published.
You acknowledge that Bear Stearns undertakes no duty to inform you as to your
Investments, nor is it under any obligation to update the Material to reflect
circumstances that may occur after the date initially published. Bear Stearns may not
update any Material to reflect material changes or new information or delete Material
that is not longer timely or accurate. You further acknowledge that (1) The Material
that is made available is selected by the Fund or its management, (2) the presentation of
the data within the Material may have been formatted by the Fund or its management in
its complete discretion, and that (3) the Material that is made available does not
constitute an exhaustive analysis of the Fund or its holdings, is not intended to present a
whole or audited review of the Fund or its performance, and may not present
information in a generally accepted manner.

Prices of inventory holdings noted or used in preparing the Materials may be estimates
and have been obtained from a number of sources, including vendors, sources within
Bear Stearns, the fund’s managers or other traders. They may have been determined or
derived utilizing imprecise methods and may not reflect actual trades or prices available
in the marketplace. Many funds hold securities that may have no markets or illiquid
markets or whose prices may not be readily or accurately discernable. Bear Stearns has
not examined or approved the prices that have been submitted by the Fund or its
management and may be used in the Materials, and these prices may not reflect the
prices that Bear Stearns uses in its own analysis.
The only official books-and-records report regarding the fund’s activity, positions, and
balance at Bear Stearns is the monthly statement that is sent to the fund or its appointed
administrator.

4) BLUE SKY AND FOREIGN LAWS.
The Material may discuss Investments which may be restricted or otherwise not
qualified for sale in certain states or countries, and therefore, may not be offered to
certain or any investors in such states or countries. You agree to independently
determine the qualifications for sale, and your qualifications to buy, such Investments.

5) DISCLOSURES AND DISCLAIMERS.
The accuracy, timeliness and completeness of the Material, information, securities
prices, and the underlying data or the computations based thereon cannot be
guaranteed. Bear Stearns may make markets and effect transactions, including
transactions contrary to any opinion or recommendation, or have positions in the
securities mentioned in the Material (or options or futures contracts with respect
thereto) and may also have performed investment banking services for the issuers of
such securities. In addition, employees of Bear Stearns may have positions and effect
transactions in the Investments or securities of the issuers mentioned therein (or options
or futures contracts with respect thereto) and may serve as directors of such issuers.
Each fund and partnership, including your specific Fund Investments, may have its own
policies with regard to employee trading and conflicts of interest. You agree that Bear
Stearns is not responsible for the promulgation or enforcement of such policies.

Some Sites (including but not limited to “Hedge Views”) may contain information that
is created, formatted, or otherwise made available to you by the managers of your Fund
Investments (“Managers”). Bear Stearns does not edit or monitor Material on such
Sites for accuracy or suitability for your use. Other than to provide to you an ID and
initial password (which you agree to immediately change), Bear Stearns is not
responsible to you for your use of the Site or any material that appears therein,
regardless of origin. You agree that Bear Stearns makes the Site available to you and
the Managers as a service, and does not by doing so enter into any agency or
partnership affiliation or responsibility to or for them or you.

Bear Stearns performs services for the Fund and the Managers consistent with their
Prime Broker relationship and for which Bear Stearns may receive remuneration.
These services may include (but are not limited to) (i) execution, clearing and carrying
the fund’s transactions and positions, (ii) financing the fund’s inventory, (iii) providing
research and reporting to the Managers and related professionals and vendors, (iv)
introduction of investors, and (v) making this Site available to you and them. Bear
Stearns may have a long standing or ongoing relationship with the fund, the managers,
administrators, accountants and other professionals or vendors that are contracted by
the fund. Some Funds or Managers may be affiliates of Bear Stearns.

6) USER CODES.
1. In connection with your first use of or access to the Site and/or the Material,
Bear Stearns from time to time may provide you with user names and/or
passwords under separate cover which you will be required to use ("User
Codes").
2. The User Codes are for your personal use only.
3. You are responsible for the confidentiality of the User Codes, and agree not to
provide disclose them to any third party, including any other employee in your
organization.
4. You are responsible for all statements made and acts or omissions that occur
while your User Codes are being used. Bear Stearns is not responsible for any
breach of security caused by your failure to maintain the confidentiality of
your User Codes.
5. You agree to notify Bear Stearns immediately in the event of loss, theft or
disclosure of any or all of your User Codes, or if you believe the
confidentiality of any or all of your User Codes has been compromised in any
way, or in the event of your learning about a possible or actual unauthorized
access to and/or use of the Site and/or the Material.
6. Bear Stearns reserves the right to revoke or modify your User Codes at any
time without prior notice.

7) ELECTRONIC RECORDING.
In connection with your use of or access to the Site and/or the Material, you
acknowledge and consent to any form of electronic recording of any communication
between you and Bear Stearns (or its representatives or agents). You acknowledge and
consent to the recording, retention and use by Bear Stearns (and its employees,
representatives and agents) of all information and data that you input during your
access to and/or use of the Site and/or the Material.

8) PROPERTY RIGHTS IN INFORMATION AND SITE.
1. The Site and any Material provided through the Site are being provided by
Bear Stearns only for your personal, non-commercial use and display. You
may download the Material to your computer and print out a hard copy for
your personal reference, but you shall not remove any copyright or other
notices contained therein.
2. The Site and the Material are the property of Bear Stearns and are protected
by applicable copyright, patent, trademark or other intellectual property law.
Except as expressly authorized herein, you may not reproduce, transmit, sell,
display, distribute, publish, broadcast, circulate, modify, disseminate, or
commercially exploit such Material or any of the Site provided in any manner
(including electronic, print or other media now known or hereafter developed)
without the written consent of Bear Stearns. You also agree not to use the
Material or Site for any unlawful purpose, and you shall comply with any
request of Bear Stearns to protect their respective rights in the Material and
Site.


9) HYPERLINKS
In the event you use the Site or the links included on the Site to gain access to a World
Wide Web site or Internet location or source of information of any company,
organization or person other than Bear Stearns, or to any other Internet location, you
acknowledge that such other sites or locations are not under the control of Bear Stearns
and agree that Bear Stearns shall not be responsible for any information or other links
found at any such World Wide Web site or Internet location or source of information,
or for your use of such information. Bear Stearns provides such links only as a
convenience to you, and has not tested any software or verified any information found
at such sites. The fact that Bear Stearns has provided a link to another site does not
signify an endorsement of the site or its contents by Bear Stearns. There are inherent
risks in the use of any software or information found on the Internet, and you
acknowledge that you understand these risks before making any access to and/or use of
the Site and/or the Material.


10) DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY.
1. The accuracy, completeness or timeliness of the Materials and other
information cannot be guaranteed. Bear Stearns and its affiliates, agents and
licensors shall not have any responsibility whatsoever for any direct, indirect,
consequential, special, or other damages or lost profits or savings or other
economic harm you may incur or suffer for any reliance by you on any
Materials and other information or the Site, or for the reliability, accuracy,
completeness or timeliness thereof, or for any delays or errors in the
transmission or delivery of any information or any part of the site.
2. Except as expressly set forth in this agreement, Bear Stearns and its affiliates,
agents and licensors hereby expressly disclaim all express and implied
warranties, including without limitation, warranties of merchantability, fitness
for a particular purpose, and error-free and uninterrupted services. Bear
Stearns does not warranty, guaranty, or make any representations or
warranties whatsoever, express or implied, or assume any liability to you
regarding (i) the use or the results of the access to and/or use of the Site and/or
the Materials and other information, including without limitation, any
financial results based on access to and/or use of the Site and/or any Materials
and other information or any delay or loss of access to and/or use of the Site
and/or the Materials and other information, or (ii) system performance and
effects on or damages to software and hardware in connection with any use of
the Site and the Materials and other information.
3. In addition to and without limiting the foregoing, Bear Stearns shall not be
liable for any harm caused by the transmission, through the Site or Materials
and other information, of a computer virus, or other computer code or
programming device that might be used to access, modify, delete, damage,
corrupt, deactivate, disable, disrupt, or otherwise impede in any manner the
operation of the site or any of your software, hardware, data or property.
4. In addition to and without limiting the foregoing, Bear Stearns makes no
representation and assumes no liability regarding the quality, safety, accuracy,
or suitability of any information or software found on any other site not under
Bear Stearns' control.
5. Bear Stearns and its Affiliates, agents and licensors shall not be liable for any
losses or damages incurred by you related in any way to your access to and/or
use of the Site and/or the Materials and other information. Except as otherwise
provided by law, Bear Stearns shall have no liability for losses caused by the
negligence, actions or failure to act of any third party, including, but not
limited to, your or our internet access provider, and to the extent permitted by
law, Bear Stearns shall not be liable to you for any indirect, special, incidental
or consequential damages (regardless of whether such damages are reasonably
foreseeable), or For any loss that results from a cause over which Bear Stearns
does not have control, including but not limited to failure of any electronic or
mechanical equipment or software, unauthorized access, strikes, failures of
common carrier or utility systems, severe weather, or other causes commonly
known as "acts of god".


11) YOUR REPRESENTATIONS AND WARRANTIES.
You hereby represent and warrant that you are a sophisticated investor capable of
understanding and independently analyzing the Material and the Investments and will
not rely on the Site or the Materials in making your investment decisions. You further
represent that your access to or use of this Site is not in contravention of any law or
regulation of the locality, state, province, or country in which you live or from which
you are accessing this Site.


12) LOCATION; GOVERNING LAW.
Not withstanding any other provisions of these terms, you agree that any access to or
use of the Site or the Material will be deemed to be entirely at Bear Stearns' facility in
New York City, under and subject to applicable New York State and United States
Federal law, rules and regulations, to the same extent as if you were to physically come
to Bear Stearns' offices in New York and, without assistance or solicitation, copy
material contained in Bear Stearns' library. This Agreement and all the terms herein
shall be governed by and construed in accordance with the laws of the State of New
York without giving effect to principles of conflicts of law.


13) TERMINATION.
Bear Stearns or your fund manager may terminate the Site, the availability of any
Materials, or your access to the Site and/or the Material at any time with or without
notice. You acknowledge that Bear Stearns will be directed by the Fund or its manager
regarding your access to the site.



14) ASSIGNMENT.
This Agreement and your rights and obligations hereunder may not be assigned by you
without the written permission of Bear Stearns and shall inure to the benefit of Bear
Stearns' successors and assigns whether by merger, consolidation or otherwise. Bear
Stearns may assign this Agreement or any of its rights or obligations under this
Agreement to a company affiliated with, or a successor to or assignee of, Bear Stearns,
or to any other third party without prior notice and without your consent.


15) MISCELLANEOUS.
1. This Agreement (including your written Customer Agreement or Agreements
with Bear Stearns) represents the complete and exclusive statement of the
agreement and understanding between you and Bear Stearns regarding your
rights to access and use Material on the Site, and supersedes all agreements
which you may sign with Bear Stearns, and all representations (whether
written or oral), regarding such subject matter.
2. Except as herein provided, no waiver, modification or amendment of any
provision of this Agreement shall be effective against Bear Stearns unless the
same is in writing and signed by an authorized official of Bear Stearns.
3. Bear Stearns may modify these terms and conditions at any time upon written
notice or posting to the Site. You agree that if you use the Site and/or the
Material after such notification of changes in the Agreement, you will be
bound by all such changes.
4. Should any term or provision of this Agreement be deemed or held to be
invalid or unenforceable, the remaining terms and provisions shall continue in
full force and effect.
5. Bear Stearns' failure to insist at any time upon strict compliance with any term
of this Agreement, or any delay or failure on Bear Stearns' part to exercise any
power or right given to Bear Stearns in this Agreement, or a continued course
of such conduct on Bear Stearns' part shall at no time operate as a waiver of
such power or right, nor shall any single or partial exercise preclude any other
future exercise.
6. All rights and remedies given to Bear Stearns in this Agreement are
cumulative and not exclusive of any other rights or remedies which Bear
Stearns otherwise has at law or equity.
7. This Agreement shall be binding upon you and your executors, heirs,
successors and assigns.


16) INDEMNIFICATION.
You hereby indemnify and hold harmless Bear Stearns and its directors, officers,
employees, control persons, vendors, licensors and agents, from and against any
and all claims, actions, proceedings, losses, liabilities, damages, costs and expenses
(including reasonable attorney's fees and costs) arising out of or related to (i)
any breach by you of any agreements, representations and warranties contained in this
Agreement, (ii) any access to and/or use of the Site and/or Material by you in violation
of this Agreement, (iii) any access to and/or use of the Site and/or Material by you in
violation of any rights of Bear Stearns or any third party, including, but not limited to,
copyright, patent, trade secret, trademark, or other intellectual property rights and
publicity and privacy rights, (iv) any access to and/or use of the Site and/or Material by
you in violation of any applicable law, rule or regulation, or (v) any failure by you to
maintain the security of your User Codes in accordance with this Agreement.


17) ARBITRATION.
Arbitration is final and binding on the parties. The parties are waiving their right to
seek remedies in court, including the right to jury trial. Pre-arbitration discovery is
generally more limited than and different from court proceedings. The arbitrator's
award is not required to include factual findings or legal reasoning, and any party's
right to appeal or to seek modification of rulings by the arbitrators is strictly limited.
The panel of arbitrators will typically include a minority of arbitrators who were or
are affiliated with the securities industry.
You agree that all claims or controversies, whether such claims or controversies arose
prior, on or subsequent to the date hereof, between you and Bear Stearns
and/or any of its present or former officers, directors, or employees concerning or
arising from (i) the Site or the Material, or (ii) the construction, performance or breach
of this Agreement shall be determined by arbitration before, and only before, any self-regulatory
organization or exchange of which Bear, Stearns & Co. Inc. is a
member. You may elect which of these arbitration forums shall hear the matter by
sending a registered letter or telegram addressed to Bear, Stearns & Co. Inc. at 383
Madison Avenue, New York, NY 10179, Attn: General Counsel. If you fail to make such
election before the expiration of five (5) days after receipt of a written request from
Bear Stearns to make such election, Bear Stearns shall have the right to choose the
forum.

No person shall bring a putative or certified class action to arbitration, nor seek to
enforce any pre-dispute arbitration agreement against any person who has initiated
in court a putative class action; or who is a member of a putative class who has not
opted out of the class with respect to any claims encompassed by the putative
class action until: (i) the class certification is denied; (ii) the class is decertified; or (iii)
the customer is excluded from the class by the court.

Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of
any rights under this agreement except to the extent stated herein.

I HAVE READ AND UNDERSTAND THIS AGREEMENT AND AGREE TO BE
BOUND BY ALL OF ITS TERMS AND CONDITIONS.