Leste Capital Partners Florida LLC

Item 5 - Fees and Compensation

The extent to and specific manner in which our clients are responsible for fees,
performance-based compensation and/or expenses are set forth in each client’s
applicable written agreement with us (“Client Documents”).

In general, we deduct management fees monthly from the Leste Funds pursuing a credit
strategy (“Leste Credit Funds”), and quarterly from the Leste Funds pursuing a real estate
strategy (“Leste Real Estate Funds”), from the Leste funds pursuing a private equity
strategy (“Leste Private Equity Funds”), and from the Leste funds pursuing a triple-net
lease strategy (“Leste Net Lease Funds”). We generally receive performance-based fees
or allocations from the Leste Credit Funds on an annual basis based on realized and
unrealized gains and independently of capital distributions. Leste Real Estate Funds
generally pay performance-based fees or carried interest upon the distribution of capital.
Leste Private Equity Funds generally pay performance-based fees or carried interest upon
the distribution of capital and also may distribute dividends received from the invested
companies to their investors. Leste Net Lease Funds generally pay performance-based
fees or allocations on an annual basis, which are calculated and accrued monthly. All
management fees are charged in arrears.

Unless otherwise provided in the applicable Client Documents, clients that are Leste
Funds generally bear all costs and expenses associated with their operations, including,
without limitation: (i) all expenses associated with the organization and ongoing
administration of such Leste Funds, including legal and accounting fees; (ii) all expenses
incurred in connection with communications with investors and the ongoing offer and sale
of interests of such Leste Funds; (iii) all third-party administration, accounting, tax
preparation, audit, bookkeeping, governmental fees and taxes and legal and compliance
fees and expenses of, or relating to, such Leste Funds; (iv) all expenses incurred for the
benefit of such Leste Funds related to the maintenance and procurement of information
technology and data related services, systems and equipment, valuation services, proxy
voting services and insurance; (v) all direct and incidental expenses relating to research
and due diligence of existing and potential investments (including, without limitation, the
use of consultants and attorneys) and research materials; and (vi) all trading and
investment related costs and expenses (e.g., brokerage commissions, margin interest,
expenses related to short sales, custodial fees, clearing and settlement charges and other
transaction costs, as applicable).

The management fees, performance-based compensation and/or expenses that are
charged to any Leste SMA are negotiated on a case-by-case basis and set forth in the
applicable Client Documents. Clients other than the Leste Funds will likely have
management fee, performance-based compensation and/or expense arrangements that
differ in one or more respects from those applicable to the Leste Funds.

Management fees, performance-based compensation and/or expenses may be reduced
or waived in certain circumstances, including, without limitation, with respect to
investments in Leste Funds by our personnel and/or other related persons or for Leste
SMAs investing in the Leste Funds. Our clients may pay our management fees in advance
or in arrears, as set forth in the relevant Client Documents. Management fees and
performance-based fees or allocations are generally not refundable, including upon the
termination of the advisory contract. Leste Real Estate Funds may also pay us a property
diligence fee, as set forth in the relevant Client Documents. Leste Credit Funds may pay
loan origination fees to a company affiliated to us, as set forth in the relevant Client
Documents. Leste Private Equity Funds may pay us structuring and due diligence fees, as

                  Form ADV: Part 2A           Page 7
set forth in the relevant Client Documents.

                    Form ADV: Part 2A                                                     Page 8
To the extent that we incur any expenses for the benefit of multiple clients, we generally
will allocate such expenses in any manner that we deem equitable, taking into account
our written agreements with such clients (i.e., the applicable Client Documents) and
applicable facts and circumstances, including the relative size of the applicable entity or
account, the nature or source of the product or service and the benefits derived from and
the extent of use of the product or services. Nonetheless, the portion of an expense that
we allocate to a client for a particular product or service might not reflect the relative benefit
derived by such client from that product or service in any particular instance. Furthermore,
it is possible that under some of our advisory contracts we may not require a client to incur
certain expenses, despite the fact that such client will receive a benefit in connection with
our incurrence of such expenses. In such an event, our other clients may bear the
additional share of any such expenses that would have been allocable to the client that is
not required to incur such expenses. Our expense allocations often depend on inherently
subjective determinations, but the expense allocations made by us will be in good faith.
There may be situations in which the appropriate allocation of expenses in the course of
evaluating potential investments may not be clear (for example, if a client and one or more
other clients considered making an investment that was not consummated). Expenses will
typically be allocated among the clients participating in the relevant investment or potential
investment, except to the extent stated otherwise in the applicable Client Documents.
However, in all cases, subject to applicable legal, regulatory, contractual or similar
...

Item 7 - Types of Clients

We currently provide investment advice to clients who are primarily private investment
funds. Investors in such private investment funds generally must qualify as “accredited
investors” (as defined in Rule 501 under the Securities Act of 1933, as amended) and
“qualified clients” (as defined in Rule 205-3 of the Advisers Act) and may be subject to
other suitability requirements to the extent provided in the applicable Client Documents.
We currently also provide investment advice to five institutional clients. Such Leste SMA
clients must also qualify as “qualified clients” (as defined in Rule 205-3 of the Advisers
Act). We may provide investment advice to other types of clients in the future.

Most Leste Funds have a minimum investment amount set forth in Client Documents that is
generally between US$100,000 and US$500,000, though some vehicles could have
significantly higher minimum investment amounts. We will determine the minimum
investment amount (and any other conditions for opening and maintaining an account) for
other clients, such as any separately managed accounts, on a case-by-case basis.

                   Form ADV: Part 2A                                                  Page 12