EM Advisor LLC

ITEM 5.          FEES AND COMPENSATION

    A. Advisory Fees and Compensation

    The fees applicable to each Fund are set forth in detail in each Fund’s Offering Documents. A brief
    summary of such fees is provided below. In the sole discretion of the Adviser or its affiliates, the fees
    and expenses discussed herein may be waived, reduced or calculated differently with respect to
    certain Fund Investors or Clients.

                  i.   SPVs

    The Adviser is generally paid an annual management fee, payable quarterly or monthly in arrears
    between 1% and 2% of the aggregate capital contribution balance with respect to each SPV as set
    forth in the each SPV’s Offering Documents. Each SPV’s management fee is set before accepting
    subscriptions from investors. In some cases, the first-year management fees may be higher than
    subsequent years due to the initial work involved at inception or the management fee may decline
    over time. Management fees are generally accrued and paid to the Adviser simultaneous with
    distributions to Fund Investors. The management fee is payable by set-off against any amount which
    would be distributed to such Fund Investor or by deduction from such Fund Investor’s expense
    reserve, as set forth in each SPV’s Offering Documents.

                 ii.   Note Issuers

    Each Fund Investor in the RENOTE Funds pays the Adviser a management fee, payable monthly or
    quarterly in arrears (unless otherwise set forth in the applicable SPV’s Offering Documents), that
    varies with each series of notes but generally ranges between 1% and 2% of the principal amount of
    the notes, as set forth in the offering documents of each series of notes. Management fees are
    generally accrued and paid to the Adviser simultaneous to payments of interest to the noteholders.

    The ALPINE NOTE Fund pays the Adviser an annual management fee, payable quarterly in arrears,
    in an amount equal to 4% multiplied by the total net assets of the ALPINE NOTE Fund, calculated
    as of the last calendar day of each calendar quarter but excluding the aggregate outstanding amount
    of the notes of all outstanding series of notes. The management fee is payable with respect to each
    series of notes, but such payment is subordinated to the payment in full of interest on, and principal
    of, such notes (together with all other amounts payable by the ALPINE NOTE Fund in respect of
    such notes), and payment of the management fee allocable to any series of notes is deferred until the
    date on which such notes are repaid in full.

    To the extent there are any excess proceeds from investments made by the RENOTE FUNDS or the
    ALPINE NOTE Fund after making payments due on notes issued, the RENOTE FUNDS or ALPINE
    NOTE Fund, as appropriate, may keep such excess proceeds as performance-based compensation.

    B. Additional Fees and Expenses

    Each Fund will reimburse, either through a fixed-fee or otherwise, the Adviser for any expenses paid
    by the Adviser that are properly borne by the Fund, as set forth in the applicable Fund’s Offering
    Documents, unless the Adviser elects to bear such expenses. However, any such election by the
    Adviser to bear such expenses shall not be deemed a waiver of the Adviser’s right to seek

    reimbursement from the Funds with respect to any future expenses of a similar nature. As set forth
    in each Fund’s Offering Documents, the Adviser will keep the balance of any flat expense fee over
    actual expenses incurred.

    Due to the fact that the Adviser manages investments on behalf of a number of the Funds, certain
    expenses may be shared by more than one Fund. With respect to expenses attributable to one or more
    of the Funds, the Adviser seeks to allocate such expenses fairly, taking into consideration (i) the
    extent of each such Fund’s utilization of the services associated with the expense, (ii) the relative
    benefit to each such Fund that is derived from the expense, (iii) the association of the expense with
    a legal, contractual or other obligation of one or more of such Funds, and (iv) the aggregate or
    outstanding capital contribution balance with respect to each Fund.

    A summary of additional fees and expenses related to clients’ investment activities, which may be
    paid to the Adviser or its affiliates, is provided below.

                  i.    Origination Fee

    When a Fund or a Fund’s underlying special purpose investment vehicle (or an affiliate thereof)
    charges (with respect to transactions that do not involve securities) any origination fee, upfront fee,
    and exit fee to sponsor or borrower, the Website Operator, the Adviser, or an affiliate thereof will
    retain such fees, except if the corresponding Offering Documents provide otherwise.

                 ii.    Acquisition Fee

    In certain cases, an acquisition fee may be charged to an SPV for work related to sourcing and closing
    the underlying investment. This flat fee is payable to an affiliate of the Website Operator.
    The acquisition fee is waived by such affiliate and converted to a profits interest held by such
    affiliate, which entitles it to receive an amount equal to pro rata ownership percentage of the SPV
    based on the acquisition fee amount if the SPV produces profits to investors. If the SPV produces no
    profit, nothing is owed to the affiliate.

                 iii.   Due Diligence Fees

    A due diligence fee is payable to the Website Operator (or an affiliate thereof) for each investment
    acquired, funded and/or purchased by a Fund or a Fund’s underlying special purpose investment
    vehicle. This fee is a flat fee negotiated on a case-by-case basis with the Originator of the underlying
    investment opportunity. This fee is sometimes waived at the discretion of the Website Operator.
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ITEM 7.        TYPES OF CLIENTS

     The Adviser provides investment advisory services to the Funds (as described in Item 4 of this
     Brochure). The Adviser generally requires that each Fund investor be an accredited investor as
     defined in Regulation D under the Securities Act of 1933, as amended.