ITEM 5 – FEES AND COMPENSATION
Item 5.A Describe how you are compensated for your advisory services. Provide your fee
schedule. Disclose whether the fees are negotiable.
Generally, JD Capital charges fees that are based on a set percentage of assets
under management and/or performance. Set forth below are summaries of the
fees payable by Investors in the Feeder Funds. It should be noted that detailed
disclosure about the fees and other expenses applicable to an investment in the
Feeder Funds is provided in the relevant Feeder Fund’s confidential private
offering memorandum, including any supplements thereto, which is provided to
prospective Investors. Each such Fund’s offering materials, governance
documents and other constituent agreements should be carefully reviewed by
prospective Investors prior to any decision to invest in a Fund.
As compensation for the investment advisory services rendered, fees are paid or
allocated, as the case may be, to the Adviser (or an affiliate) as follows:
TEMPO VOLATILITY FUND LTD.
Advisory Fee:
Class A/B Shares: 2.0% (per annum) of the net assets of the Fund payable in
advance on the first business day of each calendar quarter (after giving effect to
subscriptions and redemptions made as of such date). Shareholders who are
admitted on a date other than the first business day of a calendar quarter are
responsible for a pro rata portion of the quarterly advisory fee.
Class C Shares: 1.5% (per annum) of the net assets of the Fund payable in
advance on the first business day of each calendar quarter (after giving effect to
subscriptions and redemptions made as of such date). Shareholders who are
admitted on a date other than the first business day of a calendar quarter are
responsible for a pro rata portion of the quarterly advisory fee.
Performance Fee:
Class A/B Shares: 20% (per annum) of the increase, if any, in the net asset
value of each series and class of shares, after the deduction of all fees and
expenses, on a high watermark basis. The performance fee is payable annually
on December 31, upon the liquidation of the Fund or upon any interim full or
partial redemption of shares by a shareholder (in which case the performance
fee is calculated solely with respect to, and charged against the proceeds
attributed to, the redeemed shares).
Class C Shares: 17.5% (per annum) of the increase, if any, in the net asset
value of each series of shares, after the deduction of all fees and expenses, on a
high watermark basis. The performance fee is payable annually on December
31, upon the liquidation of the Fund or upon any interim full or partial
redemption of shares by a shareholder (in which case the performance fee is
calculated solely with respect to, and charged against the proceeds attributed to,
the redeemed shares).
TEMPO VOLATILITY FUND LLC
Advisory Fee:
Class A/B Interests: 2.0% (per annum) of the net assets of the Fund payable in
advance on the first business day of each calendar quarter (after giving effect to
subscriptions and withdrawals made as of such date). Members who are
admitted on a date other than the first business day of a calendar quarter are
responsible for a pro rata portion of the quarterly advisory fee.
Class C Interests: 1.5% (per annum) of the net assets of the Fund payable in
advance on the first business day of each calendar quarter (after giving effect to
subscriptions and withdrawals made as of such date). Members who are
admitted on a date other than the first business day of a calendar quarter are
responsible for a pro rata portion of the quarterly advisory fee.
Performance Allocation:
Class A/B Interests: 20% (per annum) of the increase, if any, in the net asset
value of a member’s capital account, after the deduction of all fees and
expenses, on a high watermark basis. The performance allocation is made
annually on December 31, upon the liquidation of the Fund or upon any interim
full or partial withdrawal of interests by a member (in which case the
performance allocation is calculated solely with respect to, and charged against
the proceeds attributed to, the withdrawn capital).
Class C Interests: 17.5% (per annum) of the increase, if any, in the net asset
value of a member’s capital account, after the deduction of all fees and
expenses, on a high watermark basis. The performance allocation is made
annually on December 31, upon the liquidation of the Fund or upon any interim
full or partial withdrawal of interests by a member (in which case the
performance allocation is calculated solely with respect to, and charged against
the proceeds attributed to, the withdrawn capital).
For purposes herein, “net assets” means the total assets of a Fund less the total
liabilities of such Fund.
JD Capital neither tailors its advisory services to the individual needs of Investors,
nor accepts Investor-imposed investment restrictions. As noted above, the Feeder
Funds and the Adviser have and may again in the future enter into separate
agreements with certain Investors, such as those affiliated with the Adviser or
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