DG Capital Management Trust

Item 5 – Fees and Compensation

Standard Fee Schedule:

The Adviser generally charges an annual fee consisting of a percentage of assets under management.
The basic fee schedule is negotiable at the Adviser’s discretion. Performance fee arrangements are
negotiable. The Adviser may charge clients an incentive fee in accordance with (i) the terms and
conditions of Rule 205-3 of the Investment Advisers Act of 1940 (the “Advisers Act”) and (ii) other
applicable state and federal laws or regulations. Fees are payable on a quarterly basis, either in arrears
or in advance. Fees payable in arrears are based on either the market value of assets under
management on the last business day of the quarter or the average market value of assets under
management on the last business day of each month within the quarter. Fees payable in advance are
based on the market value of assets under management on the last business day of the previous quarter.
Fees are prorated upon termination of the advisory relationship and with respect to any capital
contributions or withdrawals made during the quarter.

Long/Short Separate Account
1.00% on assets, 20% incentive fee

Opportunistic Growth Separate Account
0.85% on the first $25 million
0.70% on assets in excess of $25 million

Minimum Investment: $15 million

Clients and the Adviser generally may terminate their relationship upon giving advance written notice to
the other party. Notice periods may vary among clients.

Registered Investment Companies

The Quaker Investment Trust (the “Quaker Trust”), an open-end investment company registered under
the Investment Company Act of 1940 (the “Company Act”) has engaged the Adviser to serve as the sub-
adviser to the Quaker Strategic Growth Fund and the Quaker Global Tactical Allocation Fund (the
“Quaker Funds”), portfolios of the Quaker Trust. For its services, the Adviser receives advisory fees,
computed at the end of each month, equal to the annual rate of .75% of the average daily net assets for
each of the Quaker Funds. This description is a summary of the fees received by DG for management of
the Mutual Funds. For more detailed information and a complete description regarding each Mutual
Fund’s fees and expenses refer to each Mutual Fund’s prospectus and statement of additional
information.

The Adviser may be engaged by other open-end investment companies, including other Mutual Funds, to
serve as the sub-adviser. Advisory fees with respect to any such funds will be separately negotiated.

Private Fund

Below is a summary of the fees received by DG for management of the Private Fund. For more detailed
information and a complete description regarding each Private Fund’s fees and expenses refer to the
Private Fund’s offering memorandum.

The Adviser serves as the investment manager for Woodrow Partners Fund, L.P., a Delaware limited
partnership (the “Woodrow U.S. Partnership”). In this role, the Adviser performs certain administrative and
management services and receives a fixed management fee, payable quarterly in arrears, equal to 1.0%
per year of the aggregate capital account balances of the partners of the Woodrow U.S. Partnership. The
Adviser may, in its sole discretion, waive or reduce this fee with respect to limited partners of the
Woodrow U.S. Partnership. In addition, Woodrow General Partner, LLC, a Delaware limited liability
company owned by the principal of the Adviser, serves as the general partner of the Woodrow U.S.
Partnership. In this role, Woodrow General Partner, LLC receives a performance allocation equal
annually to 20% of the net profits (realized and unrealized) of the Woodrow U.S. Partnership. Woodrow
General Partner, LLC may, in its sole discretion, waive or reduce this fee with respect to limited partners
of the Woodrow U.S. Partnership. Principals or employees of the Adviser may have personal investments
in the Woodrow U.S. Partnership.

The Adviser may also serve as the investment manager for other unregistered private investment funds
or other investment pools that are unrelated to the Adviser, its principals, or any affiliates. Management
and performance fees with respect to any such funds will be separately negotiated. Principals of the
Adviser may have personal investments in the Private Fund as a condition to managing the fund.

Expenses

The Private Fund bears all of its own ordinary and extraordinary expenses, including investment
expenses (i.e., brokerage commissions and interest expense); custodial costs; management fee; taxes, if
any; legal expenses; accounting expenses, including the fees to service providers for recordkeeping and
valuation services; fees of the Private Fund’s independent accountants for auditing and tax preparation
expenses and other expenses related to the Private Fund.

The principal and other qualified employees of DG may from time to time invest their personal funds in
the Private Fund managed by DG. The Fund’s general partner, in its sole discretion, may waive or

reduce the management fee for limited partners that are principals, employees or affiliates of the general
partner or the Adviser, relatives of such persons, and for certain large or strategic investors.

Side Letters

The Adviser may in its sole and absolute discretion, but is not required to, enter into agreements with
certain Private Fund investors concerning their investments in the Private Fund that provide for terms of
investment that are more favorable to such investors than the terms described in the Private Fund’s
offering memoranda (collectively, “Side Letters”). Such terms may include (i) the waiver, reduction or
rebate of management fees, (ii) preferential transfer or liquidity rights, including additional withdrawal
dates and waived or reduced withdrawal notice periods, (iii) the commitment to permit future investments
in the Private Fund by investors when the Private Fund is otherwise closed to new or additional
...

Item 7 – Types of Clients

The Adviser currently provides investment advice to the Private Fund and registered investment
companies. The Adviser may also provide services to high net worth individuals, pension and profit
sharing plans, banks, endowments, foundations, additional registered investment companies, offshore
and U.S. private investment funds, other investment pools, and other institutional clients.

The Adviser generally requires separate accounts to have a minimum market value of $15,000,000. The
minimum investment by an investor in the Woodrow U.S. Partnership is $1,000,000. Exceptions may be
made based upon individual circumstances.