Item 5: Fees and Compensation
The fees applicable to each Client are set forth in detail in the relevant documents. A brief
summary of such fees is provided below.
Management Fee
The Fund
The Fund may be charged an annual management fee, paid at a frequency subject to the
Fund(s) offering documents, typically at a rate between to be agreed upon by the Advisor and
Investor.
For the avoidance of doubt, the Investor's obligation to fund the Management Fee and any
other expenses shall decrease the Investor's unfunded commitments.
Conegliano Ventures LLC Form ADV Part 2A
Investment Advisory Services
The Advisor’s fees and compensation are described in the IMA or Consulting Agreements
(“Consulting Agreements”), or equivalent, entered into with each Client. The Advisor may
charge a Client an asset-based fee pursuant to an agreed upon schedule per each
agreement. The Advisor may, in its sole discretion, waive all or part of the management fee
with respect to any Client.
The frequency with which a Client will be charged a Management Fee will be subject to the
terms of the agreement (“Agreement”) between the Advisor and the Client.
In Conegliano's sole discretion, the Management Fee may be waived, reduced, or calculated
differently with respect to certain Investors, including the General Partner. The General
Partner will not be charged the Management Fee. Without the consent of the Investors, the
Management Fee may be charged to, and paid by, the Fund or any future pooled investment
vehicles.
Other Types of Fees or Expenses
The Fund
The Investor shall be responsible for its pro rata share of the Fund’s expenses, including,
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); investment-related travel
expenses (which are travel expenses related to the purchase, sale or transmittal of, or due
diligence regarding, the Fund's investments, whether or not such investments are
consummated, incurred by us); professional fees (including, without limitation, expenses of
consultants, investment bankers, attorneys, accountants and other experts) relating to
investments; fees and expenses relating to investment-related software tools, programs or
other technology utilized in managing the Fund's investments (including, without limitation,
third-party software licensing, implementation, data management and recovery services and
custom development costs); research and market data; expenses of an administrator; legal
expenses; external accounting and valuation expenses (including, without limitation, the
cost of accounting software packages); audit and tax preparation expenses; costs of printing
and mailing reports and notices; entity-level taxes; regulatory expenses (including, without
limitation, filing fees for filings which are required to be made by the Fund and/or the
General Partner or Manager); organizational expenses; indemnification expenses; and other
ordinary as well as extraordinary expenses. The General Partner shall issue capital calls to
the Investor, as often as monthly, to pay for any such expenses.
Investment Advisory Services
The Client(s) shall bear all expenses of the Advisor in connection with the services of the
management of their account unless otherwise specified in the Agreement. Pursuant to the
terms of each Client agreement, the Advisor shall provide a quarterly invoice of expenses to
the Client. Such reimbursement by the Client shall expected to be made within 30 days of
the receipt of such invoice.
Generally, the Advisor does not have a pre-determined limit on its ordinary or extraordinary
operating expenses. The Advisor’s and Client’s actual annual operating expenses are
Conegliano Ventures LLC Form ADV Part 2A
disclosed in the Advisor’s year-end audited financial statements, which are provided to each
Client or Investor.