Item 5 Fees and Compensation
The fees, expenses and costs payable by the Funds are summarized below and are more fully described in the
Funds’ Offering Documents.
Sub-Advisory Fee
For services rendered to the Sub-Advised Funds, AQM will receive an annual sub-advisory fee, payable in
quarterly installments, in arrears. The annual sub-advisory fee is an aggregate amount to be agreed upon by
the Cayman Advisor and AQM from time to time. The sub-advisory fee is currently approximately $3,800,000
per annum. This fee covers AQM’s annual operating expenses, consulting fees and personnel expenses and is
paid by an entity that is the initial Limited Partner in Aquamarine Investment Partners L.P. and underlying
investor in Aquamarine Parallel Blocker I LLC.
AQM may waive its receipt of sub-advisory fees, in its sole discretion.
For services rendered to the Delaware Fund, AQM receives carried interest more fully described under Item 6
below.
In addition to the fees described above, the Funds also pay all other expenses including, without limitation:
(i) organizational expenses; (ii) legal, accounting, audit, administrative, custodial, consulting and other
professional fees; (iii) banking, brokerage, broken-deal, registration, qualification, finders, depositary and
similar fees or commissions; (iv) transfer, capital and other taxes, duties and costs incurred in acquiring,
holding, selling or otherwise disposing of its assets; (v) insurance premiums, indemnifications, costs of
litigation and other extraordinary expenses; (vi) preparation and distribution costs for financial statements and
other reports to the Funds’ limited partners; (vii) travel costs and other out-of-pocket expenses related to
investigating investment opportunities; (viii) all applicable U.S. federal, state and local taxes, penalties and
interest imposed on the partnership or any intermediate holding company or other blocker vehicle used to
directly or indirectly hold any particular portfolio investment; and (ix) initial and ongoing costs incurred by
AQM in connection with its registration, and continued maintenance of its registration, as an investment
adviser with the Securities and Exchange Commission.
Other Compensation
As additional compensation, AQM may also receive up to ten percent (10%) membership interest in a to-be-
formed limited liability company that will hold the underlying Private Fund’s investment(s) or a management
fee payable by the Private Fund of up to ten percent (10%) of any investment proceeds received by the Private
Fund.