Item 5: Fees and Compensation
The fees applicable to each of the Funds are set forth in detail in the corresponding Offering
Documents. A brief summary of such fees is provided below.
Management Fee
Infinitum is paid an investment management fee (“Management Fee”) per annum of the net
asset value of the Funds.
The Management Fee is received monthly at the rate of 2% on an annualized basis.
The Investment Manager, in its sole discretion, may waive or modify the Management Fee for
any Investor.
Other Types of Fees or Expenses
Infinitum is authorized to incur and pay in the name and on behalf of the Funds all expenses
which they deem necessary or advisable.
The Firm is responsible for and shall pay, or cause to be paid, all of their own ordinary
administrative and overhead expenses, including, without limitation, all costs and expenses
related to rent, furniture, fixtures, equipment, office supplies, clerical expenses and all
salaries, bonuses and benefits paid to, or on behalf of, personnel of the Firm.
The Funds shall bear all operating expenses and other costs of the Funds including, but not
limited to: (i) accounting, bookkeeping, tax and auditing fees and expenses (including the
allocable share of the costs, fees and expenses relating to internal accounting and tax
preparation functions); (ii) legal fees and expenses, including, but not limited to, fees and
expenses incurred in connection with this Memorandum and the Funds Agreement, any
offering of Partnership Interests, Partnership contracts and investments; (iii) all fees and
disbursements of the Funds’, the General Partner’s and the Investment Manager’s attorneys,
consultants and other third parties performing work benefiting the Funds or otherwise in
connection with the Funds’ investment activities (including, without limitation, the legal and
other fees, costs and expenses of such parties in or related to any proxy contest or other
shareholder initiative or proceeding and in any threatened or actual litigation or governmental
investigation or proceeding, and the amount of any judgments or settlements paid in
connection with such proxy contest, shareholder initiative or litigation, or fines or penalties
levied as a result of any such investigation or proceeding ); (iv) insurance and bonding costs;
(v) all trading expenses and transaction costs, including, but not limited to, brokerage
commissions and expenses relating to short sales, clearing and settlement charges, interest
on loans and debit balances, margin interest, broker service fees and other clearing and
custodial expenses; (vi) fees or assessments in connection with any regulatory registrations,
qualifications and/or approvals of the Funds, the General Partner or the Investment Manager,
and related compliance fees and expenses, deemed appropriate by the General Partner; (vii)
such research and portfolio management expenses as the General Partner or the Investment
Manager deems appropriate, which may include, but are not limited to, expenses incurred in
connection with due diligence investigations or research as to investments or potential
investments, including travel, lodging and other expenses incurred in connection with visits to
companies, meetings, research symposiums and communications with company
management, security holders, analysts and other third parties, costs of research reports, data
feeds and databases, news wires and quotation services, periodical subscription fees and costs
of software (including risk control) utilized by the General Partner or the Investment Manager
in connection with managing the Funds’ portfolio; (viii) fees of the Funds’ registered agent;
(ix) fees of the Administrator; (x) the cost of preparation and distribution of reports and
statements to Limited Partners; (xi) all filing and recording fees; (xii) all custodial fees, bank
service fees, and fees or expenses associated with insuring the Funds’ assets; (xiii) the
Management Fee; (xiv) all applicable federal, state, local and foreign taxes payable by the
Funds; and (xv) any extraordinary expenses, such as indemnification and litigation expenses.
Notwithstanding the foregoing, any expense relating specifically to a Side Pocket Account shall
be charged against the capital accounts of the Partners participating in such Side Pocket
Account in proportion to their respective interests in such Side Pocket Account.
Certain of the Funds’, the General Partner’s and/or the Investment Manager’s expenses may
be borne or reimbursed by broker-dealers executing transactions for the Funds.
Expenses incurred in the organization of the Funds will be borne or reimbursed by the Funds.
For financial reporting purposes, organizational expenses will be amortized by the Funds
during its first 60 months of operations. Amortization of such expenses over a period that is
up to 60 months is a divergence from U.S. generally accepted accounting principles, which
may, in certain circumstances, result in a qualification of the Funds’ annual audited financial
statements. In such instances, the General Partner may make modifications to its accounting
practices in order to eliminate such qualifications.
In general, each Investor will bear its proportionate share of the Fund expenses on a pro rata
basis with respect to the size of such Investor’s capital account(s) or with respect to the
relative net asset value of the shares held by such Investor, as applicable. In addition, if the
Partnership becomes, in the future, a shareholder or other interest holder in a master fund,
the Partnership will indirectly bear its ratable portion of the costs and expenses of such master
fund including, but not limited to, any and all of the types of expenses described above with
respect to the Partnership.
To the extent that expenses to be borne by the Funds are paid by the Firm or its affiliates, the
Funds will reimburse the Firm or its affiliates for such expenses. We may waive any such
...