Darwins River Capital LP

ITEM 5-FEES AND COMPENSATION

Darwins River Capital generally charges management fees, a management draw, and performance-
based “performance fees” to its Clients. The amount of these fees and reimbursements is subject to
negotiation between Darwins River Capital and its Clients and is set out in the investment advisory
agreement between the Firm and the applicable Client.

The Firm currently serves as a Sub Advisor to a single Client. Darwins River Capital receives a
fixed monthly management fee and a separately negotiated monthly management draw, paid in
advance, in lieu of a traditional asset-based fee. The compensation structure also included a one-
time initial payment.

The Firm’s sub advised client shall pay Darwins River Capital at the end of the performance period,
that ends after the exclusivity period, a one-time payment (“Bonus Fee”). The performance period
is defined in “Item 6-Performance Based Fees and Side-by-Side Management Fees.”

As Darwins River Capital is paid in advance of services, advisory agreement’s end prior to
completion of paid for services, the Firm will reimburse Clients a prorated portion of any prepaid
advisory fees based on the number of days remaining in the billing period following the effective
date of termination unless the applicable governing documents and advisory agreements specify
another arrangement.

Other Fees and Expenses. Darwins River Capital’s Clients will incur other expenses in connection
with Darwins River Capital’s advisory services. Brokerage commissions and other transaction
charges, fees and expenses incurred in the borrowing and lending of securities, interest, margin

expense and other financing charges charged to the Account attributable to the acquisition of
securities or other assets by the Account and the acquisition by a Client of financing to fund the
Account are debited from Clients Prime Brokerage (“PB”) Accounts. Darwins River Capital does
not have custody of Client funds or securities. Clients may pay custodial fees, bank service fees,
transfer taxes, withholding taxes, and other fees and expenses directly related to the purchase, sale
or other disposition of Account assets, and other out-of-pocket charges or expenses paid by any
Client on behalf of or for the benefit of the Firm depending on the applicable agreements and
governing documents.

ITEM 7-TYPES OF CLIENTS

    Darwins River Capital offers investment advisory services to institutional investors, including (but
    not limited to) investment funds sponsored and operated by other investment advisory firms. Client
    Accounts are generally subject to a minimum initial investment, unless such minimum is waived by
    Darwins River Capital in its sole discretion. The Firm does not provide advisory services to retail
    clients.

    As a registered investment advisor with the SEC, the Firm exclusively provides advisory services
    to private funds, accredited investors, qualified purchasers, and qualified institutional buyers.1