Highline Capital Management LP

Item 5 - Fees and Compensation

Highline’s investment advisory fees are generally charged and collected in accordance with each Fund’s governing
documents. Depending on factors such as the dates of initial and additional subscriptions into the Funds, amounts
invested by a given Investor, different classes, or Fund domicile, the asset based fees charged to the Funds range from
(i) 1% to 1.35% (per annum) of the net asset value of the shares for HCI LTD with respect to, or an Investor’s capital
account balance for HC LP (prior to reduction for any accrued performance based fees and/or allocations as discussed
below, and for the asset based fee then being calculated), and (ii) 1.25% to 1.5% (per annum) of the net asset value of
an Investor’s capital account balance for HSLP (prior to reduction for any accrued performance based fees and/or
allocations as discussed below, and for the asset based fee then being calculated). HCM Cure III and HAH do not
charge an asset-based fee. Asset based fees for the Funds are typically charged monthly or quarterly in advance based
on the respective net asset value on the first day of the relevant billing period. The asset-based fee will generally be
pro-rated based upon an Investor’s actual period of ownership in a Fund.

In addition, the General Partner receives performance-based allocations as described in Item 6.

Investors in the Funds may be assessed up to a 5% early withdrawal/redemption fee in the event that a
withdrawal/redemption is requested before the completion of a lock-up period or is not on the established quarterly or
semi-annual liquidity dates (“Effective Withdrawal Date”).

The actual distribution of assets based on Investors’ withdrawal/redemption requests may be subject to the following:
at least 95% of the requested withdrawal/redemption amount (depending on which Fund the Investor is invested in),
will be paid within 30 days after the Effective Withdrawal Date, with the balance paid within a reasonable time after
the Fund’s annual audit.

In addition to Highline’s and/or the General Partner’s fees and allocations, Investors will bear indirectly the fees and
expenses charged to the Funds. Those fees will vary, but typically include (but are not limited to) brokerage
commissions, legal and auditing expenses, accounting, administrative, custodian, consultant and other service
provider expenses, bookkeeping and due diligence fees and costs, insurance premiums of the General Partner,
Highline and their principals, partners and officers, and all expenses of any third-party valuation agent of the Funds,
provided that the Investment Manager and/or the Highline may elect, in its sole discretion, to pay for all or a portion of
such insurance expenses, tax preparation and accounting fees and expenses, interest on borrowings, communications,
investment related travel expenses (provided that such investment related travel expenses shall be borne by all accounts
managed by the Investment Manager on a pro-rata basis (based on their relative assets under management), even if the
applicable investment is not made on behalf of any or all of such accounts), printing, mailing and tax consultation and
compliance services, costs of maintaining a registered office (if applicable), directors’ fees and expenses (if any) (with
respect to the Offshore Fund), government fees (if any), brokerage commissions, fees and expenses relating to
regulatory filings made by the Funds, the General Partner, or Highline (to the extent relating to or arising from their
services to or on behalf of the Funds) including, without limitation, fees and expenses charged by compliance
consultants, valuation services, expenses incurred with respect to preparing and furnishing Investors with reports and
other financial information, and similar ongoing operational expenses. Highline may recommend securities (e.g.,
exchange-traded funds or private investments) that include a separate management and/or incentive fee, assessed by
an unaffiliated investment adviser, as well as separate expenses. The unaffiliated adviser’s fees associated with such
investments are in addition to the fees charged by Highline (and/or the General Partner of the Funds) with respect to
such assets. Investors that choose to participate in “new issues,” as defined under the rules of the Financial Industry
Regulatory Authority (FINRA), will absorb all expenses associated with participation in the new issues for which
they receive an allocation. Investors should review all fees and expenses charged by Highline and its affiliates,
custodians and brokers and others to fully understand the total amount of fees and expenses to be paid by the Funds.

Fees and terms are not negotiable except in limited circumstances at Highline’s sole discretion. Highline and/or the
General Partner, as applicable, in their discretion, reserve the right to reduce or waive fees and/or certain terms,
including but not limited to, waiving lock-up periods, waiving performance-based fees, reducing or waiving asset-
based fees and have reduced or waived such fees for certain investors.

Item 7 - Types of Clients

As noted in Item 4 above, Highline provides discretionary investment advisory services to the Funds. Although
Highline has the authority to accept subscriptions for any lesser amount, the initial minimum investment in a Fund is
generally $5,000,000. Certain Funds have some classes with higher initial investments and certain classes are
commitment based and do not have a stated minimum. These terms are set forth fully in each Fund’s respective
offering documents. Depending on the Fund, Investors must be: (i) “qualified clients” within the meaning of the
Advisers Act; (ii) “qualified purchasers” within the meaning of the Company Act; (iii) “accredited investors” within
the meaning of Regulation D under the Securities Act; and/or (iv) “Professional Investors” as defined in the British
Virgin Islands Mutual Funds Act, 1996 (with respect to the Offshore Fund).

Highline has discretion to agree with certain Investors in the Funds to waive or modify the application of certain
terms applicable to such Investor in a "side letter" or in any other manner, without obtaining the consent of any other
Investor in such Funds. For example, Highline may agree to, among other things, “key man” provisions, “most-
favored nation” status, and notification terms if certain outcomes occur, and written confirmation or clarification of
terms described in the Funds’ offering materials.

From time to time, certain firms or individuals that Highline, HCH, and/or the Funds conduct business with invest in
the Funds. There is a potential conflict of interest arising from such investments in that Highline, HCH, and/or the
Funds may have an incentive to maintain or increase its level of business with such individuals or firms as a result of
these investments (e.g., services providers and broker/dealers utilized by Highline). Highline evaluates these
relationships on an ongoing basis in the context of these investments in order to ensure that these potential conflicts of
interests are mitigated.