Greenhaven Road Investment Management LP

ITEM 5 – FEES AND COMPENSATION

Our fees and compensation are described in the Advisory contracts we enter into with our clients. All clients and
investors in the Funds will be required to be “qualified clients” (as defined in Rule 205-3 under the Investment
Advisers Act of 1940 (the “Advisers Act”), as amended.

We generally deduct our management fees quarterly in advance. Management fees are not refundable if the
Advisory contract is cancelled prior to the end of a payment period. Generally, we receive performance-based fees
or allocations from the Funds on an annual basis in arrears. We also may receive performance-based fees or
allocations upon a redemption or withdrawal by a Fund investor. Further information can be found in the offering
documents of the Funds.

We may enter into consulting arrangements in which we provide research or recommendations related to one or a
limited number of investments. These arrangements are generally non-discretionary and advice is provided
intermittently or infrequently related to the identified investments. Generally, we will be entitled to a fixed
consulting fee in addition to performance-based compensation. We do not offer a standard fee schedule for these
arrangements, as a result, the details of these arrangements are subject to negotiation, and the details are disclosed
in each individual consulting agreement.

Funds generally pay all of their respective organizational expenses and offering expenses, as well as their respective
operating expenses including, but not limited to: fees, costs and expenses associated with financing, sourcing,
acquiring, holding, hedging, and disposing of investments or proposed investments (including, without limitation,
custodial fees, brokerage fees, commissions, consulting services, due diligence, and investment-related travel
expenses, as well as fees, expenses, interest payments, and principal payments due to legal, financial, accounting,
consulting, or other Advisers, or lenders, investment banks; entity-level taxes, fees, or other governmental charges;
the costs of insurance (including, without limitation, directors and officers insurance, if any); expenses incurred in
the collection of monies owed; legal, auditing, consulting, research, and accounting fees and expenses (including,
without limitation, expenses associated with the preparation of financial statements, tax returns, and Schedules K-
1, if any, expenses associated with market and data services); extraordinary expenses (including, without limitation,
litigation-related and indemnification expenses, including indemnification obligations); the costs of reporting to
investors; reasonable expenses of meetings of investors, as applicable; and “broken-deal” or failed transaction
expenses. Further information can be found in the offering documents of the Funds.

We bear all of our own operating costs and the ordinary administrative and overhead expenses of managing the
Adviser, including, without limitation, employee compensation and benefits, office rent, utilities, equipment,
furniture, fixtures, secretarial/administrative services, stationery, entertainment expenses, and employee insurance
and payroll taxes. The Adviser, on behalf of the Funds, has entered into a consulting agreement with a “Consultant”,
to hold the role of Chief Operating Officer and Chief Compliance Officer of the Adviser. The Consultant is paid
by the Partnership and the General Partner of the Adviser for providing certain outsourced accounting, compliance,
marketing and other middle and back office services that are operating expenses of the Funds as described above,
subject to the Expense Cap.

To the extent we incur any expenses for the benefit of multiple clients, we generally will allocate such expenses in
a reasonable manner among such clients. However, it is possible that under some of our Advisory contracts we

     Greenhaven Road Capital | InvestorRelations@greenhavenroad.com | www.greenhavenroad.com

may not require a client to incur certain expenses, despite the fact that such client will receive a benefit in connection
with our incurrence of such expenses. In such an event, the other clients may bear the additional share of any such
expenses that would have been allocable to the client that is not required to incur such expenses.

We may also allocate a portion of clients’ capital to money market funds or exchange-traded funds that are managed
by other managers. In addition to the fees and expenses discussed above, a client will indirectly bear the fees and
expenses of such money market funds or exchange traded funds, as these funds pay similar fees to their investment
managers and other service providers.

ITEM 7 – TYPES OF CLIENTS

We primarily provide investment advice to clients that are private investment funds. The minimum investment in
a Fund ranges from $100,000 to $500,000. However, the applicable General Partner may, in its discretion, accept
lesser amounts. We will determine the minimum investment for other clients, including any separately managed
accounts, on a case-by-case basis.

      Greenhaven Road Capital | InvestorRelations@greenhavenroad.com | www.greenhavenroad.com