Cove Street Capital LLC

Item 5 | Fees and Compensation

Portfolio Management Fees (Advisory Fees). Our annual fees for portfolio management
services are based upon a percentage of assets under management, generally range from 0.40%
to 1.25%, and are payable either monthly or quarterly in advance or arrears. For eligible client
accounts, performance-based fees may be negotiated in appropriate circumstances. For more
information on how CSC addresses the potential conflict, please see the response in Item 6. Fees
may change over time and different fee schedules may apply to different types of clients,
strategies and advisory arrangements. Under certain circumstances, fees may be negotiated on
a basis different from CSC’s stated fee schedules. In such cases, CSC reserves the right to waive
or reduce the fees charged to a particular client in its sole and absolute discretion. Additionally,
CSC maintains a different fee schedule for the Partners Fund where CSC Partners is the General
Partner as described under Item 6.
A minimum of $5MM of assets under management is required for our management services.
CSC Partners Fund maintains an account minimum investment requirement of $250,000.
These account sizes may be negotiable under certain circumstances. CSC may group certain
related client accounts for the purpose of achieving the minimum account size and determining
the annualized fee.

Limited Negotiability of Advisory Fees. Although CSC has established the aforementioned
fee schedule(s), we retain the discretion to negotiate alternative fees on a client-by-client basis.
Client facts, circumstances and needs are considered in determining the fee schedule. These
include the complexity of the client, assets to be placed under management, anticipated future
additional assets, related accounts, portfolio style, account composition, and reports, among other

                                  Form ADV Part 2A
factors. The specific annual fee schedule is identified in the contract between the adviser and
each client.

CSC Partners LP Fund Expenses. The Fund shall pay (or reimburse the GP) for all ordinary
and reasonable operating and other expenses necessary for the Fund’s operations, including, but
not limited to, investment-related expenses (e.g., exchange and brokerage commissions,
exchange deposit and withdrawal fees, clearing and settlement charges, custodial fees, interest
expenses, expenses relating to consultants, brokers or other professionals or advisors who
provide research, advice or due diligence services with regard to investments, appraisal fees and
expenses); research costs and expenses (including fees for news, quotation and similar
information and pricing services); legal expenses (including, without limitation, the costs of on-
going legal advice and services, blue sky filings and all costs and expenses related to or incurred
in connection with the General Partner’s compliance obligations under applicable federal and/or
state securities and investment adviser laws arising out of its relationship to the Fund, as well as
extraordinary legal expenses, such as those related to litigation or regulatory investigations or
proceedings); accounting fees and audit expenses, if any; administrative fees; tax preparation
expenses and any applicable tax liabilities (including transfer taxes and withholding taxes); other
governmental charges or fees payable by the Fund; costs of printing and mailing reports and
notices; and other similar expenses related to the Fund, as the GP determines in its sole discretion.

GP Expenses. The GP will pay for its own administrative and overhead expenses incurred in
connection with providing services to the Fund. These expenses include all expenses incurred by
the GP in providing for its normal operating overhead, including, but not limited to, the cost of
providing relevant support and administrative services (e.g., employee compensation and
benefits, rent, office equipment, insurance, utilities, telephone, secretarial and bookkeeping
services, etc.), but not including any Fund operating expenses described above.

General Information

Termination of the Advisory Relationship. A client has the right to terminate his/her contract
without penalty within five business days after entering a contract. After the initial five-day period,
the agreement may be terminated upon written notice by either party. Upon termination, fees will
be prorated to the date of termination. If any fees are prepaid, unearned fees will be promptly
refunded.
The Partners Fund shall continue until the earlier of (i) the termination, bankruptcy, insolvency or
dissolution of the GP, (ii) the complete withdrawal of the GP from the Fund, unless a successor
general partner is appointed, (iii) entry of a decree of judicial dissolution, or (iv) a determination
by the GP that the Fund should be dissolved.
Beginning three (3) years from the date of a Limited Partner’s admission to the Fund (such period
to be the “Lock-Up Period”), such Limited Partner will be generally permitted to make withdrawals
from its Capital Account as of the close of business on March 31 or September 30 of each calendar
year, or such other date as the GP may determine in its discretion (each such date, a “Withdrawal
Date”), except to the extent of its interest in any unrealized Side Pocket Investment, provided
that the Fund receives at least ninety (90) days written notice (the “Notice Period”) of such
withdrawal prior to the applicable Withdrawal Date. More details are found in the Private
Placement Memorandum.

                                  Form ADV Part 2A
Additional Fees and Expenses. In addition to our advisory fees, clients are also responsible
for the fees and expenses charged by custodians and imposed by broker dealers, including, but
not limited to, any transaction charges imposed by a broker dealer with which an independent
investment manager executes transactions for the client account(s). Please refer to the Brokerage
...

Item 7 |Types of Clients
Cove Street Capital provides advisory services to the following types of clients:
      Charitable organization,
      High Net Worth,
      Insurance Companies,
      Pension and profit sharing plans,
      Pooled investment vehicle,
      Individuals,
      Corporations or other businesses,
      State or municipal government,
      Foundations / Endowment,
      Family Office.