Arsenal Capital Advisors LLC

Item 5 – Fees and Compensation

Arsenal Capital’s annual fee for its services is generally based on a percentage of assets under management, in accordance with
the fee schedule below. Fees may be negotiated based on factors deemed relevant by us, including the value of assets placed
with us and/or special factors that in our view may either increase or reduce expenses associated with the administration of an
account or multi-account relationship.

Depending on the size of your accounts and other circumstances, fee increases or reductions in accordance with the following
schedule and other fee reductions may be appropriate:

 Percentage           For Assets Under Management
 1.00%                $1- $5,000,000
 0.90%                $5,000,001 - $10,000,000
 0.80%                $10,000,001 - $15,000,000
 0.70%                $15,000,001 - $20,000,000
 0.60%                $20,000,001 - $50,000,000
 0.50%                $50,000,001 and above

Arsenal Capital collects fees in advance, on the first business day of each calendar quarter. The fee is based on the value of the
account as of the last business day of the previous quarter. Should you terminate our services, refunds for fees paid in advance
but not yet earned will be refunded on a prorated basis and returned within fourteen days to the client via check or return
deposit back into the client’s account.

For all asset-based fees paid in advance, the refunded fee will be equal to the balance of the fees collected in advance minus the
daily rate* times the number of days elapsed in the billing period up to and including the day of termination. (*The daily rate is
calculated by dividing the annual asset-based fee rate by 365.)

The fees for the Independent Managers are paid separately and are charged to your account. Investments in commingled funds
made on your behalf, whether in mutual funds, exchange traded funds, limited partnerships, or other structures, will include
their own fees and expenses, including management and fund administration fees, among others. A complete explanation of all
fees and expenses charged by commingled funds is contained in each fund’s offering documents, which should be read carefully.

All fees, including those payable to Arsenal Capital, Independent Managers, custodian banks and back-office service providers,
appear on your monthly or quarterly custodial statement. In all instances the client will have an opportunity to review all fees
and expenses charged to its account. Clients are responsible for the payment of all third-party fees (e.g. custodian fees,
brokerage fees, mutual fund fees, transaction fees, etc.). Those fees are separate and distinct from the fees and expenses charged
by Arsenal Capital. Please see Item 12 of this brochure regarding broker-dealer/custodian.

Our services, with the exception of investments made in hedge funds and private equity, may be terminated by you or by Arsenal
Capital upon thirty (30) calendar days prior written notice, without penalty. Longer notice is typically required for withdrawals
from hedge funds and/or private equity investments.

Neither Arsenal Capital nor its supervised persons accept any compensation for the sale of investment products, including asset-
based sales charges or service fees from the sale of mutual funds.

Management Fees for Pooled Investment Vehicles

We serve as Investment Manager to one or more private funds. Interests in the partnerships are made available exclusively to
our clients, without sales charges. As described below, if a Limited Partner ceases to be an Advisory Client of Arsenal Capital,
such interests will be converted to Class B Interests and will be subject to a Management fee as described in the offering
materials.

Interests in the pooled investment vehicles will be comprised of the following classes: “Class A Interests” and “Class B Interests”
which will be offered to investors that meet the eligibility requirements for purchasing such Interests. Class A Interests will be
offered and sold to clients of Arsenal Capital (each an “Advisory Client”) who are a party to an investment advisory agreement
(an “Advisory Agreement”) with Arsenal Capital. Class B Interests will be the same in all respects as the Class A Interests except
that they will be offered and sold to investors who are not Advisory Clients and will be subject to an investment management
fee of 1.00% per annum. In the event that a Class A Limited Partner ceases to be an Advisory Client of Arsenal Capital, all Class
A Interests held by such Limited Partner at the time it ceases to be an Advisory Client shall automatically be converted to Class
B Interests. You should carefully review the Fund’s governing documents for a full description of all fees, expenses, risks, and
terms.

Investors in these private funds are subject to certain fund-level expenses, as described in the offering materials. Such fees and
expenses are not negotiable through this brochure. The fees and expenses applicable to a particular investor may be higher than
our standard advisory fees due to, among other things, General Partner fees and any eligible fund-level expenses incurred.

Item 7 – Types of Clients

Arsenal Capital generally provides advisory services to the following types of clients:

       High-Net-Worth Individuals (HNWIs)
       Individuals (other than HNWIs)
       Charitable Organizations
       Corporations or other businesses
       Pooled investment vehicles

There is an account minimum of $1,000,000, which may be waived by Arsenal Capital in its discretion. For private funds that
Arsenal Capital serves as the Investment Manager, there are different minimum initial capital commitment amounts. Please refer
to the offering documents of such funds for more information.

Although Arsenal Capital uses its best efforts to avoid any actual or potential conflicts of interest, such conflicts may arise from
its management of multiple client accounts at the same time. Arsenal Capital has policies and procedures in place that are
intended to eliminate and/or mitigate these actual or potential conflicts that are described in this Brochure, including in the
Code of Ethics and Brokerage Practices sections. One potential conflict of interest that may arise is based on the different
investment objectives and strategies employed by Arsenal Capital clients. Depending on each client account’s investment
objectives, Arsenal Capital may give investment advice and/or execute portfolio transactions for one client account that may be
different or conflicting from the investment advice given and/or portfolio transactions executed for another client account.
Arsenal Capital’s investment decisions are the product of many factors, including client specific investment guidelines as well as
suitability considerations for a particular client account. Thus, it is possible that Arsenal Capital may buy a particular security
for one or more client accounts when one or more other client accounts are selling that security, and vice versa.