Item 5. Fees and Compensation
Our fees and compensation are described in the Funds’ Governing Documents. All of our clients are
“qualified purchasers” (as defined in Section 2(a)(51) of the Investment Company Act of 1940, as
amended).
We are paid management fees from the Funds quarterly in advance. Once paid, the management fees
will be non-refundable. We deduct management fees from the Funds. We have waived or reduced all or
part of the management fee applicable to certain investors (including affiliates and persons designated as
insiders of ours and/or the Collaborative GP, as determined in our discretion) and may do so in the future
with respect to other investors, in our discretion.
The Collaborative GP is entitled to receive performance-based allocations from the Funds, as further
described in Item 6 – Performance-Based Fees and Side-By-Side Management.
Expenses
The Funds will, directly or indirectly, bear their own expenses, including, without limitation, the following:
(i) expenses related to the research, execution and monitoring of actual and prospective investments
Collaborative Holdings Management LP Form ADV Part 2A
(whether or not consummated) and the consummation of investments, including, without limitation, the
following: third-party investment sourcing fees; consulting fees; expert fees; fees and expenses of and
related to obtaining research, analytics and market data (including, without limitation, data subscriptions
(such as Bloomberg and FactSet) and any information technology hardware, software or other technology
incorporated into the cost of obtaining such research and market data); due diligence expenses including,
without limitation, consulting and appraisal fees; investment- and research-related travel expenses
(including business class fares, or first-class if business class is not available); any outsourced trading
provider fees; brokerage and prime brokerage fees, commissions and expenses (including the costs of
negotiating, documenting and/or amending agreements with prime brokers, ISDAs and other agreements
with trading and financing counterparties); expenses relating to borrowing securities to be sold short;
clearing and settlement charges; custodial fees and expenses; bank service fees; interest expenses and
other borrowing costs; fees and expenses of proxy research and voting services; broken deal expenses;
and fees and expenses of third-party professionals, including, without limitation, consultants, investment
bankers, attorneys and accountants; (ii) organizational expenses and fees and expenses incurred in
connection with the offering and sale of shares or interests in the Funds, including, without limitation, the
preparation and amendment of the Funds’ Governing Documents, investment management agreements
and subscription agreements; fees and expenses incurred by us in connection with “world sky” matters
and private placement regimes, including the European Alternative Investment Fund Managers Directive,
and Form D and blue sky and similar fees and expenses; and expenses incurred in connection with
negotiating, documenting and complying with provisions of any side letter agreement with investors; (iii)
operational expenses, including, without limitation, the following: fees and expenses relating to
information technology hardware, software or other technology (including, without limitation, costs of
software licensing, implementation, data management and recovery services and custom development)
used to evaluate and manage risk, facilitate valuations, facilitate accounting functions, facilitate
marketing, facilitate compliance with the rules of any self-regulatory organization or applicable law
(including, without limitation, reporting obligations and obligations arising from laws and regulations
applicable to us) in connection with the activities of the Funds, and facilitate and manage the execution
of securities or otherwise manage the Funds (including, in each case, Bloomberg terminals, portfolio
management systems and order management systems); fees and expenses of third-party risk
management products, models and services; third-party administrative fees and expenses, including fees
and expenses of the Funds’ administrator (the “Administrator”) and any middle office and/or back office
service provider; fees and expenses of third-party professionals, including, without limitation, consultants,
valuation service providers, attorneys, accountants and tax preparers; third-party audit and tax
preparation expenses; the Funds’ allocable share of insurance expenses, including, without limitation,
premiums for liability insurance (including directors and officers liability insurance, errors and omission
insurance, cybersecurity insurance and liability insurance) covering us, the Funds, the Collaborative GP,
and our respective members, partners, officers, employees and agents, and each member of a Fund’s
Governance Committee (in each case, even if such insurance covers conduct for which indemnity would
not be available from the Funds); fees and expenses associated with meetings with the board of directors
of the Offshore Fund (the “Directors”), any Governance Committee meetings and meetings of Fund
investors as a whole, including, without limitation, expenses related to the organization and conduct of
such meetings (including, without limitation, travel (including business class fares, or first-class if business
class is not available), lodging and meal related expenses), Director fees (including registration fees); fees
and expenses associated with any Governance Committees; costs of preparing and distributing reports
and notices to investors of the Funds (including the development, implementation and maintenance of
an investor electronic delivery site and/or system); entity-level taxes; fees and expenses related to
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