801 West Capital Management LLC

Item 5: Fees and Compensation
Onshore Funds and Offshore Funds Management Fee Structure:

801 West is compensated for advisory services with fees based on net assets managed
(collectively, the “Management Fees” and each such fee a “Management Fee”). In
general, 801 West charges a Management Fee of zero up to 0.90% of the net assets or
capital of each 801 West Fund that it manages. The Management Fee will differ both
within certain 801 West Funds and across the various 801 West Funds. 801 West will

                             801 West Capital Management LLC

801 West Capital Management LLC                                    Form ADV Part 2A

receive the Management Fee from the applicable 801 West Fund in advance, on the
first calendar day of each calendar quarter.

801 West collects its Management Fee and its Performance-based Compensation
(described under Item 6 below) directly from the assets of the 801 West Funds.

It is critical that Investors refer to their respective 801 West Fund’s Governing
Documents for a complete understanding of fees they may incur. The information
contained herein is a summary only and is qualified in its entirety by such documents.

801 West Fund Expenses:

Each 801 West Fund bears all expenses of its organization and operation. Fund
expenses are any fees, costs or expenses an 801 West Fund, 801 West or its affiliates
reasonably incur in connection with the operation of the business and maintenance
of the applicable 801 West Fund.

An 801 West Fund’s expenses shall include (without limitation):

   •   organizational expenses which, for accounting purposes, are amortized over a
       period of 60 months;
   •   Fund administration fees, costs, and expenses;
   •   annual audit fees
   •   brokerage and execution charges, commissions, custodial charges, and fees for
       quotation and other data services;
   •   fees related to accounting, administration, compliance, portfolio
       management, and risk management systems;
   •   research subscriptions and data expenses;
   •   legal, consulting and other fees related to investment research and due
       diligence;
   •   insurance expense, which is shared with the Firm;
   •   U.S. federal, state, and local taxes, filing and registration fees;
   •   all costs, fees and expenses relating to communications with Investors,
       Investor relations, bookkeeping, accounting and the preparation and mailing
       of financial, tax and performance information to Investors, including an
       allocable share of the Firm’s costs, fees and expenses relating to internal
       accounting and tax preparation functions should the 801 West Fund determine
       not to use third party providers for such services;
   •   fees, costs and expenses incurred in connection with borrowings;
   •   regulatory, consulting, and legal fees, costs and expenses incurred in
       complying with regulatory requirements (including expenses incurred in
       preparing and filing Form PF, complying with AIFMD and other applicable U.S.
       and foreign regulatory mandates);
   •   extraordinary expenses, including but not limited to the defense or initiation
       of lawsuits (as determined by the Firm in its sole discretion); and
   •   all other charges, costs and expenses incurred in connection with the business
       or other activities of the 801 West Fund.
                            801 West Capital Management LLC

801 West Capital Management LLC                                     Form ADV Part 2A

801 West may, at its discretion, choose to pay all or any portion of such expenses on
behalf on an 801 West Fund. In such event, 801 West may be reimbursed for such
expenses at a later date by the applicable 801 West Fund. Expenses of the sub-advised
801 West Insurance Fund are approved prior to payment by its adviser.

As the 801 West Funds utilize a fund of funds investment strategy, pursuant to which
their assets are invested in Underlying Funds under the direction of Underlying
Managers, investment management compensation is generally charged to the 801
West Funds both by the Firm and by the Underlying Managers with which assets are
invested. Accordingly, certain fund expenses are incurred at both the 801 West Fund
level and the Underlying Fund level. As a result, the 801 West Funds will bear multiple
investment management fees, which may include both fees based on assets under
management and fees based on capital appreciation, and fund expenses. These fees
and expenses, in the aggregate, will often exceed the fees and fund expenses which
would typically be incurred by an investment with a single Underlying Manager.

801 West waives all Management Fees and Performance-based Compensation
(described under Item 6 below) on investments made in 801 West Funds by other 801
West Funds.

Neither 801 West nor any of its supervised persons accept compensation for the sale
of securities or other investment products.

Item 7: Types of Clients
801 West provides investment advice to the 801 West Funds, which are private pooled
investment vehicles that are exempt from registration under the Investment Company
Act of 1940, as amended. Investors participating in these vehicles may include high
net worth individuals, families and institutions, pension plans, endowments, and other
Qualified Purchasers and Accredited Investors.

The minimum initial contribution varies for each 801 West Fund. The minimum initial
commitment for each 801 West Fund is subject to adjustment at the discretion of 801
West.