Cerebellum GP LLC

Item 5:          Fees and Compensation
The Funds’ offering documents will set forth the terms of the relationship between each Fund and
each investor in such Fund, including such matters as advisory fees, custodial arrangements,
management of the fund, and withdrawal of assets. For Separate Account Clients these terms are
set forth in the IMA. Cerebellum charges investors in each Fund a management fee of either 1.5%
or 2.00% per annum of the net asset value of their individual capital accounts, depending on the
Fund. Fees are payable quarterly in advance. In addition, The Firm will receive a performance
fee equal to 20% of the capital appreciation of each investor's capital account, subject to a high
water mark, as outlined in Item 6 “Performance Based Fees” of this brochure.
The Firm may, in its sole discretion, may agree to waive the management fee in whole or in part
for any investor in a Fund, in which case the capital account of such investor will be subtracted
from the Fund’s net asset value for the purpose of calculating the management fee. The Firm
waives the management fee for employees of the Firm. The Firm does not generally waive
management fees for non-affiliated investors in its Funds but will consider negotiating these fees
for investors based on the investor’s total investments with the Firm.
Fee payments for Separate Account are either charged and debited by the custodian or paid
directly by the Client, pursuant to the Clients account agreement.
The Firm believes that its fees are reasonable based on the services that it provides to its Clients.
However, other sources may provide comparable services for lower fees.
The Firm and its Advisors do not accept compensation for the sale of securities or other
investment products, including asset-based sales charges or service fees from the sale of mutual
funds.

Item 7:         Types of Clients
Investors in each Fund generally must be accredited investors as defined in Regulation D under
the Securities Act of 1933, qualified purchasers as defined in section 2(a)(51) of the Investment
Company Act and qualified clients under Rule 205-3 of the Investment Advisers Act.
There is no minimum requirement for becoming a Client of the Firm, but the Firm does require,
(with exceptions granted in its sole discretion) a minimum investment of $500,000 by investors in
each Fund.