DGV Solutions LP

ITEM 5. FEES AND COMPENSATION

Institutional Investment Management

Our fees for managing a separately managed account or providing sub-advisory services are generally based
on a percentage of net assets under management in the account or the notional amount of the securities in
the account and are set forth in our written investment advisory agreement with each separately managed
account or private investment fund client. These fees are negotiable. The specific manner in which we
charge fees is established in a client’s written agreement with us. As a general matter, fees are charged
monthly or quarterly in arrears or in advance, as set forth in the client’s written agreement with us. We
generally bill clients for our fees, although in certain circumstances we may permit clients to authorize us
to deduct our fee directly from the client’s account. In any month during which we render services for less
than the entire month, the management fee will be prorated. If a client has pre-paid fees in advance and
advisory services are terminated or otherwise amended before the end of the monthly or quarterly billing
period, we will issue the client a refund payment or a credit for the refund on the next invoice issued to the
client. We will calculate the amount of the refund by prorating the management fee based on the number
of days in the billing period before advisory services were terminated and subtracting that amount from the
pre-paid fees for such period. To the extent client assets are invested in exchange-traded funds and/or other
third-party mutual funds, the client will pay two levels of advisory fees on those assets – our management
fee and the client’s share of the advisory fees and other fees and expenses assessed to all shareholders of
such funds.

The client is responsible for all brokerage commissions and other costs associated with the purchase or sale
of securities and other investment instruments, custody fees, interest, taxes and other account expenses in
addition to the management fee described above. The client is also responsible for paying other expenses
as specifically agreed and reflected in the client’s written agreement with us, including those described
below under “Expenses”. To the extent reflected in the written agreement, we will be entitled to
reimbursement on a quarterly or other periodic basis from the client for any of such expenses. Any such
reimbursements will be billed separately and will not be debited from the client’s account.

Private Investment Fund

Our fees for advisory services to our private investment fund and the other expenses to be borne by that
fund are set forth in the fund’s confidential offering memorandum and governing documents.

We have in the past and may from time to time in the future enter into “side letter” arrangements with one
or more of the investors in our fund. In such instances, these arrangements provide for terms of investment
that are different, and in some cases, more favorable than the terms provided to other investors in the fund.
These terms of investment include, without limitation, fees and information rights.

Generally we do not charge fees on investments in a fund by us or any of our partners, officers or employees;
however, we may determine to do so in the future.

Expenses

As noted above, to the extent agreed to in a client’s investment management agreement or as set forth in a
private investment fund’s offering memorandum and governing documents, clients will bear certain costs
and expenses which may include any of the following, without limitation:

       all costs and expenses in connection with purchasing, holding, valuing, voting, selling or
        exchanging securities or other assets (whether or not ultimately consummated), including, but not

    limited to, brokerage fees, private placement fees, dealer mark-ups, mark-downs and spreads,
    finder’s fees and other execution and clearing services, interest on borrowed money, proxy services
    and voting fees, costs and expenses in connection with the registration of investments under
    applicable securities laws and related legal, accounting and other fees and expenses;

   all fees and expenses in connection with the opening and maintenance of the account and any other
    bank, brokerage or custodial accounts related to the account;

   all legal, accounting, administration, valuation, auditing, bookkeeping and other professional and
    consulting fees and expenses;

   all director and officer, errors and omissions, fidelity bond, cybersecurity and other insurance
    premiums for insurance for the benefit of clients and for our benefit to the extent covering our
    management of client accounts;

   the costs of research and news products and services that are of benefit to the account and not
    otherwise provided by brokers, including the costs of Bloomberg and other research and news
    subscriptions, software products and services, live market data feeds, pricing and valuation data
    and services and other research products and services;

   the cost of internet and other line charges, data storage, transfer and backup and record retention;

   information technology systems, services, consulting and software, including without limitation
    systems, consulting and software for portfolio and order management, pre- and post-trade
    compliance, portfolio reconciliations and accounting, risk management, cash and collateral
    management and movements and other of our activities related to the account;

   all costs and expenses related to vendor, and other service provider, due diligence and ongoing
    monitoring, including such third-party costs, related to the account;

   all costs and expenses related to the legal and regulatory compliance of the account and of us to the
    extent related to our management of the account, including all costs and fees relating to preparation
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ITEM 7. TYPES OF CLIENTS

We generally provide advice to institutional clients and private investment funds.

The investment minimum for institutional separate account investment management services is $50 million.
The investment minimum for an investment in our private fund is $1 million. We reserve the right to waive
these minimums in our sole discretion.