Black Maple Capital Management LP

Item 5 – Fees and Compensation

A. Describe how you are compensated for your advisory services. Provide your fee schedule. Disclose
    whether the fees are negotiable.

Funds. The advisory fees paid with respect to each Fund are determined on a Fund-by-Fund basis, and each Fund
may have multiple available fee structures. In addition, different fee structures may be negotiated with individual
investors in a Fund.

The fees applicable to each Fund are set forth in detail in the respective Fund’s offering documents, which include
any supplements or amendments thereto. A brief summary of those fees is provided below.

Black Maple generally is paid a management fee of between 0.25% and 2.00% per annum of the net asset value
(“NAV”) of each investor’s capital account or shares of the applicable Fund, payable monthly or quarterly. Black
Maple is also generally entitled to up to 20% of the net annual profits of each Fund as an incentive allocation. Net
profits generally include both realized gains and losses and unrealized appreciation and depreciation of
investments held in a Fund’s portfolio. An incentive allocation will only be paid with respect to the net realized
and unrealized appreciation in the NAV in excess of the prior high NAV used to determine the last incentive
allocation made with respect to such investor.

Each Fund reserves the right to waive, or, if the change or modification is to the possible detriment of the investor,
impose different fees or incentive allocations, or otherwise modify the fee arrangements of an existing investor
with the consent of such investor. In addition, each Fund reserves the right to charge different management fees
and/or incentive allocations on future investors.

When an investor withdraws from a Fund, the investor will generally pay any accrued and unpaid management
fees and be subject to an incentive allocation. In addition, a portion of the investor’s redemption proceeds may
be withheld or reserved until such time as necessary to pay for contingent or unforeseen liabilities including,
without limitation, certain audit fees and litigation costs and possible outcomes, as more fully discussed in the
relevant offering memorandums and any amendments or supplements thereto. As an investor withdraws/redeems
from a Fund, any loss carry-forward or similar associated with the withdrawn redeemed capital is generally
eliminated.

SMA Clients. Black Maple typically charges SMA Clients a management fee ranging from 0.0% to 2.00% per
annum. Management fees are charged monthly in arrears based on the market value of the account on the last
day of the calendar month. If the commencement or termination of Black Maple’s services for an SMA Client occurs
other than at the end of a month, the management fee for the month will be prorated on a per diem basis.
Depending on unique circumstances, such as account size, service requirements and other factors, management
fees will be subject to negotiation.

Black Maple will also be entitled to a performance-based incentive allocation as described in the relevant
agreements negotiated with each participating SMA Client. Black Maple will only negotiate performance-based
incentive allocations with SMA Clients who are “qualified purchasers,” as that term is defined under the Investment
Company Act.

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B. Describe whether you deduct fees from clients’ assets or bill clients for fees incurred. If clients may
    select either method, disclose this fact. Explain how often you bill clients or deduct your fees.

Pursuant to the discretionary authority granted to it by the Funds, Black Maple can and does deduct management
fees and incentive allocations from Fund accounts. Its ability to deduct management fees and incentive allocations
from SMA Client accounts will be governed by the agreement between Black Maple and the applicable SMA Client.

Fees payable to Black Maple by the Funds generally accrue in arrears and are deducted monthly. The Co-Managed
Fund deducts fees in advance on a quarterly basis.

Fees payable to Black Maple by the SMA Clients are accrued and deducted based on the fee arrangement for the
particular SMA Client Account.

C. Describe any other types of fees or expenses clients may pay in connection with your advisory services,
    such as custodian fees or mutual fund expenses. Disclose that clients will incur brokerage and other
    transaction costs, and direct clients to the section(s) of your brochure that discuss brokerage.

As more fully disclosed in each Fund’s offering memorandum, each Fund will generally bear its own expenses,
which typically include, without limitation, investment expenses, whether or not such investments are
consummated (such as brokerage commissions, expenses relating to short sales, clearing and settlement charges,
custodial fees, bank service fees and interest expenses); business-related travel expenses (including related to
investments, whether or not such investments are consummated); professional fees (including, without limitation,
expenses of consultants, investment bankers, attorneys, accountants and other experts) relating to investments;
expenses associated with investment and trading personnel, including compensation (solely to the extent working
on Fund-related matters); fees and expenses relating to software or other technology (including, without limitation,
third-party software licensing, implementation, data management and recovery services and custom development
costs); research, news and quotation services, and market data (including, without limitation, any computer
hardware and connectivity hardware (e.g., telephone and fiber optic lines) incorporated into the cost of obtaining
such research and market data); administrative expenses (including, without limitation, fees and expenses of the
...

Item 7 – Types of Clients

Describe the types of clients to whom you generally provide investment advice, such as individuals, trusts,
investment companies, or pension plans.

If you have any requirements for opening or maintaining an account, such as a minimum account size,
disclose the requirements.

Black Maple currently provides investment advice to Funds that are formed for the purpose of investment in
securities, non-securities financial instruments and other investments.

Each of the Funds is exempt from the definition of an investment company under the Investment Company Act
pursuant to Sections 3(c)(1) and/or 3(c)(7) and therefore not required to be registered under the Investment
Company Act. Interests in the Funds are incorporated in the United States (the “U.S. Funds”) and are offered on a
private placement basis pursuant to Regulation D under the Securities Act of 1933 (the “1933 Act”) to persons
who are “accredited investors” as defined under the 1933 Act and typically only to “qualified purchasers” as defined
in Section 2(a)(51)(A) of the Investment Company Act of 1940 (the “Investment Company Act”), and subject to
certain other conditions which are set forth in the offering documents for the Funds.

Black Maple also provides investment advice to SMA Client accounts that are owned by high-net-worth individuals
and trusts. In the future, it may also provide investment advice to pension plans, endowments or other institutional
investors.

Black Maple does not impose a minimum dollar value of assets or other conditions for initiating or continuing
management of a Fund. Investors in the Funds, however, are generally required to make minimum initial
investments of at least $1 million although Black Maple is permitted to accept lower amounts (though generally
not less than $100,000) in its sole discretion as discussed in the applicable Fund’s offering documents. The
minimum initial investment in the Co-Managed Fund is $250,000, although lower amounts may be accepted in
the discretion of the Co-Managed Fund’s general partner.

When providing investment advisory services to an SMA Client account, Black Maple generally requires an initial
minimum investment which varies depending on the nature and extent of the relationship, the investment
objectives or restrictions for the account, and other business factors. Black Maple reserves the right, in its sole
discretion, to decline any new account or, in accordance with the terms of the applicable advisory agreement,
terminate an advisory relationship.

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