Arcus Capital Partners LLC

Fees and Compensation

Broker-dealers that hold client accounts are referred to as custodians. The broker-
dealer that acts as the custodian for your account determines the values of most of the
assets in your portfolio.

To the extent that we include private investment funds owned by you on any
supplemental account reports or billing statements prepared by us, the value(s) for all
such private investment funds shall reflect either the initial purchase price and/or the
most recent valuation provided by the fund sponsor. If the valuation reflects the
initial purchase price (and/or a value as of a previous date), the current value(s) (to
the extent ascertainable) could be significantly more or less than the original purchase
price, thereby affecting your account value and advisory fee accordingly. We make
every effort to obtain accurate and current pricing of your investments for reporting
and billing purposes.

We offer our services on a fee-only basis. Fees for the initial quarter are based on the
value of the actual inflows and outflows of your cash and securities as they are
received by the custodian and are prorated in arrears based upon the number of
calendar days in the calendar quarter that our agreement is in effect.

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At the same time, you are billed for the initial quarter, you will pay for the following
quarter in advance. This fee is calculated based on the market value of the assets in
your account on the last day of that first quarter. Following the end of each quarter
thereafter, you will be billed in advance, less any pro-rata adjustments for actual cash
or securities inflow or outflows from the previous quarter.

Margin accounts are billed on the gross total asset value in the account at the end of
each quarter. Margin loan balances do not reduce the billable account value. The total
net value of your account is the gross value of your assets (including any accrued
income) less your margin loan balance. The total gross value of your assets, and
therefore the billable account value, will exceed the total net value of your account if
you have a margin loan balance. By calculating our fee based on gross total asset
value, we have a conflict of interest if we recommend purchases on margin because
such purchases can increase our compensation. As discussed below, we seek to
address conflicts such as this through disclosure and additional procedures.

Our annual fee schedule is described below:

        Assets Under Management           Advisory Fee

        First $5,000,000                        1.50%
        Next $5,000,000                         1.00%
        Next $10,000,000                        0.85%
        Next $30,000,000                        0.70%
        Next $50,000,000                        0.60%
        Next $100,000,000                       0.50%

All fees are negotiable at our sole discretion. Such negotiations may be based upon
account size, scope and complexity of services, prior relationships, and related
account holdings.

You must authorize us in writing to have the custodian pay us directly by charging
your account. Your custodian provides you with statements that show the amount
paid directly to us. You should verify the calculation of our fees. Your custodian
does not verify the accuracy of fee calculations.

As compensation for investment advisory services rendered to AARF and AAIF, we
receive a management fee payable monthly in advance from assets of the Funds.
Management fees paid by the Funds are indirectly borne by the investors in the
Funds. The precise amount, and the manner and calculation, of the management fee is

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set forth in the Fund’s Advisory Agreement, limited partnership agreement (or
analogous organizational document) and/or other documentation received by each
investor prior to investment. Fees may differ from one fund to another, as well as
among investors in the same fund.

Arcus does not receive compensation for advisory services to Arcus Elbrus.
Management fees may be charged as described above outside of the fund. You
should refer to the subscription agreement and other offering documents for a
complete description of the fees, investment objectives, risks, and other relevant
information associated with investing in the Funds. The Funds undergo an
independent audit annually by a Public Company Accounting Oversight Board
("PCAOB") registered firm.

Should either one of us terminate the advisory agreement we have entered into before
the end of a billing period, any unearned fees that were deducted from your account
will be returned to you by us. The amount refunded to you is calculated by dividing
the most recent advisory fee you paid by the total number of days in the billing
period. This daily fee amount is then multiplied by the number of calendar days in
the billing period that our agreement was in effect. This amount, which equals the
amount we earned for the partial billing period, is subtracted from the total fee you
paid in advance to determine your refund.

In addition to our fee, you may be required to pay other charges such as:

 custodial fees,
 brokerage commissions,
 transaction fees,
 SEC fees,
 fees and expenses of third-party sub-advisers,
 internal fees and expenses charged by mutual funds or exchange-traded funds
  (“ETFs”),
 other fees and taxes on brokerage accounts and securities transactions, and
 fees and expenses as described in private fund offering memoranda.

You may refer to the section entitled “Brokerage Practices” for additional information
about securities trading in your account.

We may recommend the services of unaffiliated investment advisers to our clients,
and we may receive a referral fee from the selected investment adviser. The fee
received by us is typically a percentage of the fee charged by that investment adviser
to the referred client. Specifically, the firm refers clients to Belmont Capital Group’s

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Types of Clients

We provide advisory services primarily to high-net-worth individuals, charitable
organizations, corporations and other businesses, as well as pension and profit-sharing
plans. As a condition for starting and maintaining an advisory relationship, we
generally require a minimum portfolio size of $1,000,000.

We, at our sole discretion, may accept clients with smaller portfolios based upon
certain factors including:
 anticipated future earning capacity,
 anticipated future additional assets,
 account composition,
 related accounts, and

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 pre-existing client relationships.

We will consider the portfolios of your family members who are also clients to
determine if your portfolio meets our criteria.

Methods of Analysis, Investment Strategies and Risk of Loss

We employ a specific process in constructing a portfolio based on your individual
investment objectives and risk tolerances. We begin the portfolio construction
process by screening the universe of funds and managers using qualitative inputs such
as:

 strategies,
 assets under management,
 internal expenses,
 identifying managers who commit significant personal funds to their own strategy,
  and
 manager tenure.

We also evaluate quantitative inputs based on:

   historical returns,
   volatility of returns,
   variance of returns,
   value added by managers, and
   the strategy's sensitivity to broad market movements.

Actual fund or manager selection and portfolio weighting of each asset is determined
by how each strategy is expected to contribute to portfolio returns, in addition to our
outlook for asset classes and investment strategies.

Funds and managers are continuously monitored and can be removed from accounts
for a number of reasons. Factors that may lead to the elimination of a fund or
manager from a portfolio may include:

   underperformance of the fund/manager vs. peers or expectations,
   costs relative to peers or expectations,
   an increase in volatility of a manager's returns,
   an unwanted change or drift in strategy, or
   a change in management.

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Depending upon suitability and your investment parameters, investment strategies
may include long-term and short-term purchases, trading (securities sold within 30
days), and the use of options, margin, and short sales.

Arcus utilizes financial planning software for existing clients when requested. Arcus
does not receive any additional compensation for this service. This is an additional
tool that may or may not be used in the building of a comprehensive personalized
investment recommendation.

Both AARF and AAIF seek to provide investors with an attractive level of total
return, with an emphasis on current income. Strategies and risks related to the Funds
are more fully described in the offering documents.

Most investments involve a variety of risks, including possible:

 loss of principal,
 reduction in earnings (including interest, dividends and other distributions), and
 loss of future earnings.

Additionally, investments we purchase/recommend for you may suffer or be exposed
to the following risks:

   market risk,
   underperformance of managed funds and other vehicles,
   interest rate, credit, and other fixed income risk,
   alternative investment risk,
   issuer, equity market, and general economic risk,
   liquidity risk,
   foreign security risk, and
   margin risk.

Market Risks. While Arcus manages client investment portfolios based on Arcus’s
experience and research, the value of client investment portfolios will change daily
based on the performance of the underlying securities in which they are invested.
Accordingly, client investment portfolios are subject to the risk that Arcus (or a
selected sub-adviser) may allocate client assets to individual securities and/or asset
classes that are adversely affected by unanticipated market movements, and the risk
that specific investment choices could underperform their relevant indexes.

Risks of Investments in Mutual Funds, ETFs and Other Investment Vehicles. Arcus may invest
client portfolios in mutual funds, ETFs and other investment vehicles (“pooled

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investment vehicles”). Investments in pooled investment vehicles can be less risky
than investing in individual securities because of their diversified portfolios; however,
these investments are still subject to risks associated with the markets in which they
invest. In addition, the success of pooled investment vehicles will be related to the
skills of their particular managers and their performance in managing their funds.
Pooled investment funds are also subject to risks due to regulatory restrictions
applicable to registered investment companies under the Investment Company Act of
1940. Prospectuses and other offering materials for these products provide important
additional information about their risks.

Interest Rate, Credit, and Fixed Income Risks. Arcus (or a selected sub-adviser) may invest
portions of client assets directly into fixed-income instruments, such as bonds and
notes, or may invest in pooled investment funds that invest in bonds and notes.
While investing in fixed-income instruments, either directly or through pooled
investment funds, is generally less volatile than investing in stock (equity) markets,
fixed-income investments nevertheless are subject to risks. These risks include,
without limitation, interest rate risks (risks that changes in interest rates will devalue
the investments), credit risks (risks of default by borrowers), or maturity risk (risks
that bonds or notes will change in value from the time of issuance to maturity).

Risks Related to Alternative Investments. From time to time and as appropriate, Arcus
may invest a portion or a client’s entire portfolio in alternative vehicles and
investments. The value of client portfolios will be based in part on the value of
alternative investment vehicles in which they are invested, the success of each of
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