Hudson Cove Capital Management LLC

Item 5. Fees and Compensation

The Adviser is paid an asset-based investment management fee ranging from 1.2% to 1.5% per annum of
the net assets of the respective Clients. Investment management fees are charged monthly or quarterly in
advance, or in arrears, based on the total market value of the assets in the Client account (including net
unrealized appreciation or depreciation of investments and cash, cash equivalents and accrued interest).
While Clients are generally not eligible for partial refunds in the case of early withdrawals or redemptions,
specific details are set forth in each respective Clients Offering Documents (as defined below).

The Adviser receives performance-based compensation generally up to 20% of the share of capital gains on
or capital appreciation of the assets of a Client. The performance-based fee, if any, will be billed to Clients
at the end of each fiscal year. Such performance-based compensation is set forth in further detail in the
respective Clients Offering Documents.

While generally not negotiable, at times, the Adviser in its sole discretion will change or reduce the asset-
based compensation or performance-based compensation for certain shareholders that are members,
principals, officers, employees or affiliates of the Adviser or relatives of such persons and for certain large
or strategic investors.

In addition to paying investment management fees and performance-based compensation, Clients will also
be subject to other fees and expenses which include but are not limited to, monitoring fees, legal, accounting
(including outsourced accounting), auditing and other professional expenses, administration expenses,
research expenses and investment expenses such as brokerage commissions, trading services and support,
interest on margin accounts and other indebtedness, taxes, custodial fees, bank service fees, direct fees and
expenses (such as legal fees and due diligence expenses related to the analysis, purchase or sale of
investments, whether or not the investment is consummated) and other expenses related to the purchase,
sale or transmittal of the fund’s assets. Client assets may be invested in money market mutual funds, ETFs
or other registered investment companies. In these cases, the Client will bear its pro rata share of the
investment management fee and other fees of the fund, which are in addition to any fees or other
compensation paid to the Adviser. Client assets may be invested in a master-feeder structure. Feeder funds
bear a pro rata share of the expenses associated with the related master fund. In addition, Clients will incur

brokerage and other transaction costs. Please refer to Item 12 of this Brochure for a discussion of the
Adviser’s brokerage practices.

It is important that each investor who is considering an investment to review the private placement
memorandum, limited partnership agreement, management agreement, and/or subscription agreement
(individually and collectively, the “Offering Documents”) applicable to the Client for a complete and
detailed description of the fees and expenses applicable to such investment.

The allocation of expenses by the Adviser between it and any Client and among Clients represents a conflict
of interest for the Adviser. The Adviser has adopted and implemented an expense allocation policy that is
designed to address this conflict. The Adviser allocates expenses to each Client in accordance with the
Client's arrangements with the Adviser (including applicable Client disclosures). The Adviser seeks to
allocate shared expenses for products and services benefiting the Adviser and the Client and not covered in
the Client's arrangements in a fair and reasonable manner.

Item 7. Types of Clients
As described in Item 4, the Adviser’s Clients consist of private pooled investment vehicles intended for
sophisticated and institutional investors. The initial and additional subscription minimums for investors are
disclosed in the relevant Client’s Offering Documents.