Item 5: Fees and Compensation
Item 5.A.
The fees and expenses associated with an investment in the relevant Funds are described in detail in the
Funds’ Offering Documents. JBIM may, in its sole discretion, manage other funds with higher or lower
fees, different fee structures and different expense payment arrangements than the described in a Fund’s
Offering Documents.
JBIM will receive a management fee that is generally calculated as a percentage based on capital
commitments through the investment period and, thereafter, based on invested capital of the Fund. JBIM
reserves the right to waive or reduce the management fee for certain Subscribers including employees,
JBIM-affiliated Feeder funds, Subscribers in a Feeder Fund, or affiliates of JBIM.
The current Funds offer two series of a single class of interests: Founder Series Interests (“Founder
Interests”) and Series A Interests (“Series A Interests”). The Management fee rate is 0.50% per annum for
Founder’s Interests and 1.25% per annum for Series A Interests. The management fees are typically paid
by the Fund’s monthly equivalent to one-twelfth the annual rate, in arrears.
The General Partners or an affiliate of JBIM are also entitled to receive performance-based from each
Limited Partner’s Basic Memorandum Account, also known as incentive fees. The Incentive Allocations
are allocated in a progressive tiered structure that ranges between 17.5% and 45%, following an
European-style distribution waterfall. A detailed description of the carried interest calculation is further
described in the Offering Documents. Generally, carried interest is calculated based on a percentage of
capital appreciation calculated at the end of each calendar month, and is subject to a recoupment of
allocated losses, fees and expenses, preferred rate of return, and other criteria set forth in the relevant
Offering Documents.
For Feeder Funds, its pro rata share of the management and incentive fee as Limited Partners of the
Master Fund will be passed on to its Subscriber’s Memorandum Account equal to the product of the
applicable fee rate and the balance of the Memorandum Account of each Subscriber.
Finally, Subscribers purchasing Founder Interests are subject to a separate Administrative Fee and may be
subject to a separate Subscription Fee, as more fully described in the Offering Documents. It is important
to note that the payment of Administrative or Subscription Fees will not reduce a Subscriber’s capital
commitment to the Funds.
Item 5.B.
JBIM is authorized to deduct management fees, if any, from drawdowns of the Limited Partners’ unfunded
capital commitments or from proceeds of portfolio investments. Carried interest will be distributed from
investment proceeds.
Item 5.C.
The expenses listed here are fees and expenses borne by Limited Partners of the Master Fund. In the case
of Funds subject to master-feeder structures, the Feeder Fund will bear its prorated portion as Limited
Partners of the Master Fund. The shareholders of Feeder Funds will be allocated those fees and expenses
on a pro rata basis. In addition to the expenses and fees of the Master Fund, shareholders of the Feeder
Fund will bear all costs and expenses associated with the formation, organization, and operation of the
Feeder Fund.
Other Fees and Expenses
In addition to paying investment management fees and performance-based compensation, the Funds
(and, indirectly, the Subscribers therein) will pay such additional expenses as are disclosed in the Funds’
applicable Offering Documents. The Funds will reimburse the General Partner and/or JBIM for the Funds’
and its affiliated entities' organizational and start-up expenses (as further set forth in the Offering
Documents). These organizational expenses include travel, printing, legal, capital, raising, accounting,
regulatory compliance, and related rules and legislation including, any law, rule or regulation relating to
the implementation thereof in any relevant jurisdiction or any similar law, any administrative or other
filings, and other organizational expenses.
Additionally, fund-borne expenses include, all other fees, costs, expenses, liabilities and obligations
relating to the Fund and/or its activities, business, portfolio companies or actual or potential investments
(to the extent not borne or reimbursed by a portfolio company or potential portfolio company), including
but not limited to all fees, costs, expenses, liabilities and obligations relating or attributable to: (i) the
Management Fee, the Administrative Fee, and the Subscription Fee (each as defined in the relevant
Offering Documents); (ii) expenses incurred in buying, structuring, negotiating, holding and selling or
otherwise disposing of securities and other investments, including, brokerage commissions, transactional
fees and expenses (including fees and expenses related to potential purchases and sales of securities and
other investments, even if not consummated), indebtedness of, or guarantees made by, the Fund, the
Manager or the General Partner on behalf of the Fund (including any Credit Facility, letter of credit or
similar credit support), including repayment of principal and interest with respect thereto, or seeking to
put in place any such indebtedness or guarantee, external research expenses, soft dollar expenses,
custody and transfer fees, expenses of currency and other hedging transactions, investment-related travel
expenses, the costs of preparing and filing reports to regulatory authorities relating to the Fund's
investments, the costs of proxy or corporate control contests, broken-deal fees and the costs of any
litigation, arbitration or other proceeding relating to the Fund's investments (including legal fees and the
amounts of any judgments or settlements), fees and expenses related to obtaining, processing and
analyzing research or market data that may be considered “big data” or “alternative data”, brokerage,
...