Item 5 Fees and Compensation
Generally:
All fees are individually negotiated.
Management fees are calculated based on a periodic percentage of the value of the assets under
management.
In consideration for its services to each of its Client, the Firm will receive a management fee (the
“Management Fee”), calculated at approximately 2.0% annually (0.1667% per month) of the net assets
of the Client’s account. Management Fees are negotiable.
The particular fee structure for any Client can be found in such Client’s IMA.
Payment of Fees:
Management Fees are calculated and deducted monthly in advance, as specified in the applicable
IMA. No part of the Management Fee will be refunded in the event that a Client withdraws, whether
voluntarily or involuntarily, all or any of the value in such Client’s account during any month.
Additional Fees and Expenses:
The Firm will be responsible for its own general operating and overhead expenses associated with
providing the management and investment management services. These expenses include all
expenses incurred by the Firm in providing for its operating overhead, including, but not limited to, the
cost of providing relevant support and administrative services (e.g., employee compensation and
benefits, rent, office equipment, computer systems, insurance, utilities, telephone, secretarial and
bookkeeping services, etc.). Nonetheless, the Client will bear their own expenses as further described
in the relevant IMA.
In addition, Clients will incur brokerage and other transaction costs. Clients should review Item 12,
which discusses conflicts of interest related to brokerage practices.
Withdrawal from a Client’s Account:
Subject to certain restrictions described in the relevant IMA, a Client may withdraw all or any portion of
its capital account(s) in a minimum amount of $25,000 on the last day of any quarter (i.e., March 31,
June 30, September 30 and December 31) upon at least 60 days’ prior written notice to the
Firm. Notwithstanding the foregoing, no partial withdrawal will be permitted if the value of the Client’s
account(s) after such withdrawal is implemented will be less than $100,000 (subject to the discretion of
the Firm to waive such requirement). All withdrawals shall be deemed made prior to the
commencement of the following quarter.
If the Firm, in its sole discretion, permits a Client to withdraw capital other than on a regularly
scheduled withdrawal date, the Firm may impose an additional administrative fee to cover the actual
legal, accounting, administrative, brokerage, and any other costs and expenses associated with such
withdrawal. Such fee will be payable to the Client and deducted from the withdrawal proceeds of the
withdrawing Client as of the date of withdrawal.
You may terminate our services agreement upon 30 days written notice to our firm, unless otherwise
stated in your IMA or the Fund documents.
Additional Compensation of Supervised Persons:
Neither the Firm nor any of its supervised persons accepts compensation for the sale of securities or
other investment products.