Fees and Compensation — Form ADV Part 2A (9/27/2018)
[Brochure]
ITEM 5 - FEES AND COMPENSATION
In consideration for the investment management services provided to the Fund, the Fund pays a
monthly management fee (the “Management Fee”) to Intelligration in an amount equal to a
percentage of the net asset value of the Fund. The Management Fees are adjusted pro rata for any
investments or withdrawals during the relevant month. Management Fees are payable without
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regard to the overall success or income earned by the Fund. Intelligration, in its sole discretion,
may elect to reduce or waive the Management Fee with respect to any investor, including
principals and employees of Intelligration or its affiliates.
In addition, as of the end of each calendar year and as of any date on which a investor receives a
withdrawal or distribution from the Fund, the Fund ordinarily debits from each investor’s capital
account, and credits to the capital account of the General Partner, a special allocation of profits
(the “Incentive Allocation”) in an amount equal to a percentage of the profits in each capital
account as of the relevant date. The Incentive Allocations are subject to a “high water mark.”
This means that if there is a decline in an investor’s capital account due to net losses, the General
Partner will not be allocated the Incentive Allocation for such investor until these losses are
recovered. The Incentive Allocation to the General Partner will be based, in part, on unrealized
investment gains of the Fund that may never be realized in the event of adverse changes in the
value of such investments, and thus, the allocation may be greater than if it were solely based on
realized gains. The General Partner, in its sole discretion, may elect to reduce or waive the
Incentive Allocation with respect to any investor, including principals and employees of
Intelligration or its affiliates.
Please refer to the Memorandum for additional information regarding the Fund’s Management
Fee and Incentive Allocations. The information contained herein is a summary only and is
qualified in its entirety by the information provided in the Memorandum.
Intelligration does not accept compensation for the sale of securities or other investment products
from third parties.
Account Minimums and Types of Clients — Form ADV Part 2A (9/27/2018)
[Brochure]
ITEM 7 - TYPES OF CLIENTS
Intelligration provides discretionary investment advice to its clients: the Fund and the Master
Fund. The Fund limits its investors to persons who are “accredited investors” as defined in the
Securities Act of 1933 and also “qualified purchasers” as defined in the Investment Company
Act of 1940. The Fund is also subject to a waivable minimum investment amount as described in
the Memorandum.
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Investors in the Fund are both U.S. and international investors, which may include, among
others, high net worth individuals, other investment advisers, estate planning trusts, family
limited partnerships, family limited liability companies, and corporations. In addition, principals,
employees and other persons associated with Intelligration may invest in the Fund.