Item 5: Fees and Compensation
As compensation for its investment advisory services, Aligned Intermediarywill be paid by its
clients a mutually agreed upon fixed annual fee for advisory services utilized for expenses
associated with running the business.
In addition, the Fund pays the Firm a fixed advisory services fee derived from the cost of services
provided to the Fund by the Firm.
Expenses
Fees are designed to cover the costs and expenses associated with the Firm’s normal operating
overhead activities including, but not limited to, expenses for compensation of its employees and
the cost of providing relevant support and general services (e.g., office rental, secretarial, clerical
and bookkeeping expenses).
Further, the Fund will pay all expenses related to the organization of the Fund and certain entities
affiliated with Aligned Intermediary formed for the purpose of the Fund, such as the Managing
Member (including filing fees and legal fees). The Fund will also pay all expenses relating to the
business and operation of the Fund including, but not limited to: (i) all expenses incurred in
connection with the investigation, research, diligence, acquisition, development, financing,
Aligned Intermediary, Inc. Form ADV Part 2A
management, operation and disposition of the Portfolio Investment, including without limitation,
all travel expenses, data and market research expenses, accounting expenses, legal fees and
disbursements, transfer agent fees and expenses, and expenses of other service providers, advisers
and consultants; (ii) all out-of-pocket expenses incurred in connection with the preparation or
delivery of or otherwise relating to reports made to investors in the Fund (including, without
limitation, audit costs); (iii) the Fund’s pro rata share of all costs incurred in connection with the
preparation of or relating to reports required to be filed in connection with the business of the
Fund with any governmental authority (including, without limitation, tax and securities law filings);
(iv) all costs related to litigation involving the Fund or the Portfolio Investment (including, without
limitation, attorneys’ fees incurred); (v) all costs related to the Fund’s indemnification or
contribution obligations set forth in the Fund’s constitutional documents; (vi) interest on and fees
and expenses arising out of any permitted borrowings made by the Fund; (vii) the costs of any
litigation, director and officer liability or other insurance (including allocated costs thereof
incurred by the Managing Member) and indemnification or extraordinary expense or liability
relating to the affairs of the Fund; (viii) any taxes, fees or other governmental charges levied against
the Fund and all expenses incurred in connection with any tax audit, investigation, settlement or
review of the Fund; (ix) all unreimbursed out-of-pocket expenses relating to transactions that are
not consummated, including legal, accounting, investment banking, advisory, financing and
consulting fees; (x) all extraordinary professional fees incurred in connection with the business or
management of the Fund; (xi) the Fund’s allocable share of all reasonable fees and expenses
incurred in connection with any meeting of the Fund’s investors; and (xii) all expenses of liquidating
and winding-up the Fund.