SCHEDULE 1

SPECIAL INVESTMENT CONDITIONS FOR ALL APPLICANTS

1.              The Applicant represents and warrants that:

1.1           the Applicant has a principal address outside the United States and was not in the United States at the time that an Interest in the Partnership was offered to the Applicant, and the Applicant was not in the United States at the time such offer was accepted;

1.2           the Applicant understands the Partnership is not, and will not be, registered under the Investment Company Act and that the offering and sale of limited partnership interests in the Partnership, including the Interest being acquired by the Applicant, have not been and will not be registered under the Securities Act or any applicable securities laws of any states or other jurisdictions and accordingly may not be offered, or transferred in the United States or to a U.S. Person unless:

(a)            the Interests are duly registered under the Securities Act and the applicable laws of any states or other jurisdictions; or

(b)           such offer or Transfer is made or in accordance with the provisions of Regulation S promulgated under the Securities Act or pursuant to another exemption from registration, and the Partnership has received an opinion of counsel to such effect satisfactory to it,

and the Applicant also understands that the sale or transfer of an Interest in the Partnership is further restricted by the provisions of the Partnership Agreement; and

the Applicant is not acquiring an Interest in the Partnership for the account or benefit of any U.S. Person nor with a view to the offer, sale or delivery, directly or indirectly, of any such Interest within the United States or to a U.S. Person.