Anderson Growth Partners LLC

Item 5 – Fees and Compensation

   A. Advisory Services Compensation:

In consideration for the initial screening of the investment opportunity, organizing and managing
the Anderson Entity in which the investment is made, monitoring the investment(s) in the Hedge
Fund, Private Equity Fund or Direct Investment, reporting fund results to the investors, making
recommendations based upon the needs of an Anderson Entity as to the specific funds or
securities to either buy or sell, and facilitating all such transactions, AGP receives both a
management fee and a performance fee from each Anderson Entity as described below.

AGP's advisory fees are based on a percentage of assets, based on the Anderson Entity’s
investment net asset value or invested capital amount under management and typically include a)
an annual management fee which is generally the greater of 0.25% of the net asset value of the
Anderson Entity's invested assets or a flat annual fee of $12,000. For certain of the Anderson
Entities the annual management fee ranges from no annual fee to 1.0% of the net asset value of
the respective Entity) and b) a performance based fee. Performance based fees are based on the
annual or cumulative performance of each individual Anderson Entity and may range from 5.0%
to 15.0% depending on the client relationship and nature of the underlying fund's investment
strategy, among other things. AGP's advisory and performance based fees are described in the
Operating Agreement for each Anderson Entity.

AWM SMA discretionary advisory services are offered through an asset-based percentage-fee
schedule detailed below. SMA clients’ accounts are primarily invested in low-cost exchange
traded funds (“ETFs”) and mutual funds. The advisory fee for each client is based on a percent of
the market value of the client’s portfolio of securities under management, with a maximum of a
1.00% annual fee. The percentage decreases below 1.00% above the pre-determined market
value of each client’s account. Client account balances that are considered in the same
“household” will be grouped together when determining fee percentage based on the below tiers,
which may lead to a lower fee than if considered separate households. Accounts will be
considered in the same “household” if the account owners are spouses, or if there are accounts
for minor children. The fee schedule is as follows:

$0 - $2,000,000 = 1.00%
$2,000,001 - $5,000,000 = 0.70%
$5,000,001 - $10,000,000 = 0.60%
$10,000,001 and above = 0.50%

All fees paid to AGP for investment advisory services are separate and distinct from the
advisory, performance fees and expenses charged by the underlying Hedge Funds and Private
Equity Funds to their investors. These fees and expenses are described in each underlying fund's
offering documents. These fees will generally include a management fee and a performance fee,
and other fund expenses. Accordingly, the investor should review both the fees charged by the
funds and the fees charged by AGP to fully understand the total amount of fees to be paid by the

investor and to thereby evaluate the advisory services being provided. In the event any fund
assets are invested in mutual funds, ETF’s or money market funds, investors should also
understand that there are separate management fees and fund expenses for such funds which are
disclosed in each fund's prospectus.

AGP has established procedures for the fair allocation of private fund expenses among private
funds advised by the firm and related entities to reasonably ensure each private fund, portfolio
company, as the case may be, and AGP, the general partner or other related entities, as appliable,
bear their fair share of expenses based on both disclosures set forth in offering memoranda and
other documented criteria designed to achieve an equitable sharing or allocation of expenses.

   B. Fee collections:

Management fees are typically assessed monthly. The fees are typically paid either by
transferring to AGP’s membership interest within the respective Anderson Entity, from periodic
distributions of an Anderson Entity, or for more illiquid funds, from capital calls every three
months. For performance based fees that are assessed annually, these performance fees are
typically credited to AGP's membership interest within each Anderson Entity at the end of the
calendar year. For performance fees that are based on the cumulative performance of the
Anderson Entity, these are only credited to AGP once the performance fees have crystallized
(meaning only after investors in the Anderson Entity have received distributions equal to their
initial equity investment plus their pro rata share of the Anderson Entity’s cumulative expenses).

As Manager of an Anderson Entity, AGP may typically resign upon written notice to the
Anderson Entity. AGP may be removed by a vote of the members of an Anderson Entity. In the
event of any termination or removal of AGP as manager of an Anderson Entity, any pre-paid,
unearned management fees, annual fees or performance fees will be pro-rated and any unearned
fees will be promptly refunded, and any earned, unpaid fees will be due and payable.

To qualify for this type of fee schedule, an investor must generally be a qualified client and an
accredited investor.

   C. Other types of fees:

Certain types of expenses directly attributable to each Anderson Entity are charged to the
respective Entity; such as legal fees and other organizational fees associated with forming an
Entity, as well as annual audit fees, tax preparation and license fees, and bank fees for the
respective Entity. Additional information regarding fees and expenses charged to each Anderson
Entity is provided in more detail in the operating agreements for each respective Entity. Investors
should review operating agreements carefully in regard to the fees and expenses disclosures.
Clients will incur brokerage and other transaction costs for funds that trade directly. Brokerage
...

Item 7 – Types of Clients

AGP offers certain advisory services to clients that are investment funds i.e. Anderson Entities,
organized, administered and managed by AGP for facilitating investments in specialty
investment areas and strategies for members of the Anderson family and family friends.
Generally, AGP will only set up new Anderson Entities for certain minimum investment
commitments, but AGP retains the right to set up new Anderson Entities for investments that are
less than the minimum commitment at its discretion.

Investors in any Anderson Entity generally must be an accredited investor, and with limited
exceptions investors are also qualified clients. AGP currently has a $25,000 investment
minimum for investments in most Anderson Entities. The underlying investment funds in which
the Anderson Entities invest have investment minimums as provided and disclosed in the
offering documents for each investment fund.

AWM SMA clients are generally a broad range of individuals with varying levels of wealth and
income who execute a separate investment management agreement with AWM to provide these
wealth management services to the client. The SMA agreement can be terminated, at any time,
by either party, by written notice to the other party. In addition, Client may terminate the SMA
agreement within five (5) business days of signing the SMA agreement without penalty and a
full refund of all fees paid in advance will be provided. After the five-day period Client will
incur charges for bona fide advisory services rendered to the point of termination, and such fees
will be due and payable by Client.