CornerStone Acquisition & Management Company LLC

Item 5 – Fees and Compensation

COMPENSATION
Cornerstone generally receives a management fee of 1% per annum of assets under
management, generally charged monthly in advance in accordance with the Private Funds'
PPMs. Fees charged in advance will be refunded for partial periods if the advisory relationship
with a Client or an investor in a Private Fund is terminated within a calendar month. If any
fees are charged in arrears, they will be prorated for any partial period of investment advisory
service.

Fees may be negotiable or waivable depending upon a variety of factors, including the strategy
of a Private Fund, the type of advisory service offered, the amount of assets under
management, or the overall relationship with the Client or investor in the Private Fund. Fees
charged with respect to an investment in a Private Fund, including whether Cornerstone’s fees
may be deferred, are set forth in such Private Fund’s offering documents and may include
lock-ups.

All Cornerstone client assets are held by a “qualified custodian,” as that term is defined in
Advisers Act Rule 206(4)-2, to the extent required by law. Cornerstone bills its Clientsdirectly
or indirectly through the primary investment manager.

Other Fees. Cornerstone may provide additional services not covered under the terms of a
contract for investment advisory services. The above fees exclude a number of ancillary
services that are separately borne by the Client to the extent that they are incurred. Examples
of these ancillary services include: accounting, administration, custodian, tax compliance, and
reporting services. Cornerstone will make facilities and personnel available to the Private
Funds and may hire the above ancillary service providers at the Private Funds' expense. Fees
for such services will be determined before starting additional work as mutually agreed by the
parties. Cornerstone may receive additional compensation from referrals and non-clients as
described in Item 14.

Out-of-Pocket Expenses. In addition to fees, Clients may be responsible for certain out- of-
pocket expenses for reasonable and direct costs incurred by Cornerstone on the Client’s behalf.
These out-of-pocket expenses may include travel costs and expenses incurred by Cornerstone
in connection with meetings, copying, long-distance telephone calls, facsimile charges,
messenger and/or express delivery services, and special research items as well as other related
fees as outlined in the Private Funds' offering documents. Cornerstone will provide its clients
with an invoice containing a description of such expenses.

Fees to Cornerstone also do not include any fees due to brokers or custodians. The client may
contract directly with investment managers, brokers, and custodians to provide services with
regard to his or her assets and thus will be charged separately by such entities for their services.
Item 12 further describes the factors that Cornerstone considers in selecting or recommending
custodians and broker-dealers for client transactions and determining the reasonableness of
their compensation (e.g., commissions).

Item 7 – Types of Clients

Currently, Cornerstone provides, either directly or indirectly as a subadviser to certain
affiliated and unaffiliated investment advisers, discretionary investment advice to private
pooled investment vehicles, the Private Funds.

Because Cornerstone does not have any separately managed accounts at this time, there are no
requirements for opening or maintaining an account, such as a minimum account size. Each
Private Fund has a minimum investment requirement for investors as set forth in the Private
Fund’s respective offering documents. Investors also are required to meet certain eligibility
standards as set forth in the Private Fund’s respective offering documents.