Item 5 - Fees and Compensation
We receive compensation from each client pursuant to the terms of the applicable written
agreement with the applicable client (and, in the case of clients that are private investment funds,
in the Fund Documents for such funds). Each agreement specifies the fees and the method by
which the fees will be calculated. We may enter into different fee arrangements on a client-by-
client basis.
A brief summary of such Fund fees is provided below.
In general, we deduct our management fees from the Funds quarterly. We generally receive
performance-based fees or allocations from the Funds on an annual basis and upon the
distribution of capital (such as a withdrawal by a Fund investor).1
Clients that are private investment funds generally bear all costs and expenses associated with
their operations, including, without limitation: (i) all expenses associated with the organization
and ongoing administration of such private investment funds, including legaland accounting
fees, (ii) all expenses incurred in connection with communications with investors and the
ongoing offer and sale of interests in the private investment funds, (iii) all third party
administration, accounting, tax preparation, audit, governmental fees and taxes, fees and
expenses in connection with any advisory board or committee, consulting and other professional
expenses, legal and compliance fees and expenses of, or relating to,the private investment funds,
(iv) all expenses incurred for the benefit of the private investment funds related to the
maintenance and procurement of information technology and data related services, systems,
software and equipment, valuation services, proxy voting services and insurance, (v) all direct
Pursuant to the fund documents governing partnership interests and Aventail Metric Co-Investment Fund, LP,
partners are subject to incentive-based compensation terms that include a realization-based distribution waterfall.
Partners in this fund do not bear management fees. In addition, partners in Class S in Aventail Energy Fund, LP,
launched in 2024, are subject to a comparable incentive-based compensation structure but do bear management fees.
Partners and prospective fund investors should review the applicable fund documents carefully, as such
documents—not this brochure summary—describe the exact fees that partners will bear.
Aventail Capital Group, LP Form ADV: Part 2A Page 5
and incidental expenses relating to research and due diligence of existing and potential
investments (including, without limitation, the use of consultants and attorneys) and research
materials, and (vi) all trading and investment related costs and expenses (e.g., brokerage
commissions, margin interest, expenses related to short sales, custodial fees, clearing and
settlement charges and other transaction costs). For the avoidance of doubt, the actual expenses
charged to each Fund may differ from thoseset forth above and shall be as set forth in the Fund
Documents.
The fees, performance-based compensation and/or expenses that are charged to any clientsother
than the Funds that we may manage are negotiated on a case-by-case basis. Clients other than
the Funds, such as any separately managed accounts that we may manage, will likely have
management fee, performance-based compensation and/or expense arrangements that differ in
one or more respects from those applicable to the Funds.
Management fees, performance-based compensation and/or expenses may be reduced or waived
in certain circumstances, including, without limitation, with respect to investmentsin Funds by
our personnel and/or other related persons. Our clients may pay our management fees in
advance. Management fees and performance-based fees or allocations are generally not
refundable, including upon the termination of the advisory contract.
To the extent that we incur any expenses for the benefit of multiple clients, we generally will
allocate such expenses in any manner that we deem equitable, taking into account ourwritten
agreements with such clients (and, if applicable, Fund Documents in the case of clients that are
Funds) and applicable facts and circumstances, including the relative size of the applicable entity
or account, the nature or source of the product or service and the benefits derived from and the
extent of use of the product or services. Nonetheless, the portion of an expense that we allocate
to a client for a particular product or service might not reflect the relative benefit derived by such
client from that product or service in any particular instance. Furthermore, it is possible that under
some of our advisory contracts we may not require a client to incur certain expenses, despite the
fact that such client will receive a benefit in connection with our incurrence of such expenses. In
such an event, ourother clients may bear the additional share of any such expenses that would
have been allocable to the client that is not required to incur such expenses. Our expense
allocations often depend on inherently subjective determinations, but the expense allocations
made byus will be in good faith. There may be situations in which the appropriate allocation of
expenses in the course of evaluating potential investments may not be clear (for example, if a
client and one or more other clients considered making an investment that was not consummated).
Expenses will typically be allocated among the clients participating in therelevant investment or
potential investment. However, in all cases, subject to applicable legal, regulatory, contractual or
similar restrictions, we will make expense allocation decisions in our sole discretion in good faith.
We may allocate a portion of certain clients’ capital to money market funds, exchange- traded
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