Item 5: Fees and Compensation
First Turn is a fee-only investment management firm. First Turn bases its investment management
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fees on a percentage of assets under management and/or the performance of the account.
First Turn reserves the right to negotiate fees and alternative minimum account sizes on a case-by-
case basis for separately managed accounts. First Turn may agree to aggregate assets for related
accounts for fee calculations. First Turn, in its sole discretion, may also waive its fee and/or charge
a lesser investment advisory fee based upon various criteria (e.g., historical relationship, type of
assets, account complexity, anticipated future asset growth, dollar amounts of assets to be managed,
related accounts, account composition, negotiations with clients, investment vehicle, “most favored
nation” agreements, etc.).
Management Fees and Performance Allocation Payable by the Funds
The investment management fees received by First Turn for managing the private Funds are described
in the Fund’s Governing Documents. The fees are calculated by the Fund’s administrator and
deducted by First Turn as outlined in the Fund’s Governing Documents. The fee schedule for the
Funds is set forth in Item 6 below.
Fund Expenses
The Funds bears the costs and expenses incidental to its organization and ongoing operation,
including, without limitation, (a) all trading costs and expenses (such as, for example, brokerage
commissions and charges, expenses relating to short sales, clearing and settlement charges, option
premiums and custodial and service fees), (b) all interest and commitment fees on loans and debit
balances (on margin or otherwise), (c) the costs and expenses of negotiating and entering into
contracts and arrangements and making investments in the ordinary course of the Fund’s activities
(such as brokerage, legal, accounting and other professional and consulting fees and expenses arising
from particular investments and potential investments) and similar expenses in terminating those
contracts and arrangements and disposing of the Fund’s investments, (d) all costs and expenses
incurred in visiting companies and attending research conferences (for example, airfare, hotel
accommodations and meals), (e) all costs and expenses associated with registering the Fund’s
restricted securities (if any), (f) all costs and expenses incurred in attempting to protect or enhance
the value of the Fund’s investments (including the costs of instituting and defending lawsuits), (g)
all income taxes, withholding taxes, transfer taxes and other governmental charges and duties, (h)
all fees and charges of custodians, clearing agencies and banks, (i) all administration, bookkeeping,
recordkeeping, legal, accounting, auditing, tax preparation and all professional, expert and
consulting fees and expenses arising in connection with the Fund’s activities (including fees and
expenses of counsel for the Funds, the Fund’s general partner or one or more officers or managers of
the Fund’s general partner, service contracts related to on-line research, portfolio management and
quotation services and equipment (including computer hardware and software related thereto) and
all fees, costs and expenses of accounting, bookkeeping and recordkeeping services of the funds
administrator or any similar service provider retained by the Fund’s general partner to assist it in
performing these services for the Funds, (j) all fees, costs and expenses of offering and selling
Interests and communicating with investors (including, without limitation, legal and accounting fees
and expenses, governmental and self-regulatory agency filing fees, and travel expenses, such as
airfare, hotel accommodations and meals), (k) all premiums and other costs and expenses of
insurance policies as the general partner of the Funds considers appropriate, insuring the Funds, the
general partner of the Funds and their affiliates against liabilities that may arise in connection with
the business or management of the Funds, (l) all costs and expenses of proxy voting services, (m) any
contingencies for which the general partner determines reserves are required, and (n) any
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extraordinary expenses (such as litigation expenses). Except as described above, the general partner
of the Funds shall bear all of its operating, general, administrative and overhead costs and expenses
and shall not otherwise charge the Funds for any thereof, except that these costs and expenses,
together with all or any portion of the Fund’s expenses, may be paid by securities brokerage firms
and futures commission merchants to which the general partner of the Funds directs the securities
trades of the Funds and any other accounts managed by the general partner of the Funds.
Any expense of the Funds that relates specifically to “Special Securities,” as defined in the Fund’s
Governing Documents, will be charged solely against the investors in the Funds participating in such
Special Securities in proportion to their interest in such Special Securities. The Firm will determine,
in its sole discretion, whether an expense relates specifically to Special Securities (including the
determination that an expense will not be specifically allocated for purposes of administrative
convenience or otherwise).
The Fund’s Governing Documents permit an investor to, on at least 30 days’ advance notice to First
Turn and subject to certain restrictions as provided in the Fund’s Governing Documents, withdraw
all or part of its capital account balance (except for any portion of the capital account balance
attributable to certain allocations of Special Securities) and any amount attributable to the audit hold
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