Lionheart Strategic Management LLC

ITEM 5 – FEES AND COMPENSATION

A. Compensation for Advisory Services

In consideration of the management and advisory services provided by Lionheart to the Clients, the Clients
pay fees to Lionheart in accordance with their respective Governing Documents.

LMCI Fees

Lionheart receives Base Management Fees and Supplemental Management Fees from LMCI (together, the
“LMCI Management Fees”). The Base Management Fee is payable quarterly in advance and calculated as
1.0% per annum of each limited partner’s aggregate invested capital in LMCI as of the last day of the
preceding quarter.

The Supplemental Management Fee is payable in arrears upon the realization of each LMCI investment
and calculated as 0.50% per annum of each limited partner’s aggregate invested capital in such
investment. The Supplemental Management Fee shall not be payable for any investment for which less
than one hundred percent (100%) of the capital contributions made by the limited partners has been
distributed.

The LMCI Management Fees shall be prorated for any partial calendar quarters. Additionally, Lionheart
has the right, in its absolute discretion, to waive, reduce, offset or otherwise return to certain investors
all or a portion of the LMCI Management Fees received by Lionheart with respect to such investors.

LRECS and LRECS II Fees

The management fee, origination fee and underwriting fee paid to Lionheart by LRECS and LRECS II is
described in each AIP Client’s respective Governing Documents. Lionheart also receives performance‐
based compensation from LRECS and LRECS II equal to a percentage of the realized gains of LRECS or LRECS
II assets (as applicable) managed by Lionheart as described in the Governing Documents. Since
management fees paid to Lionheart by LMCI, LRECS and LRECS II are based on the invested capital of each
Fund, a conflict may also arise when Lionheart or a related person is valuing the assets held in the Client
account. Assets will generally be valued at fair value by Lionheart or its related person in accordance with

U.S. generally accepted accounting practices.

Separate Account Fees

The fees paid to Lionheart by Separate Accounts are generally subject to negotiations and described in
their respective Servicing Agreements. Such fees may be a fixed dollar amount or calculated based on a
percentage of the outstanding amounts of any loans and/or preferred equity investments that are the
subject of the Servicing Agreements.

B. Charging Fees

Lionheart primarily deducts fees from the assets of the Clients. With respect to LMCI, the Base
Management Fee is payable quarterly and the Supplemental Management Fee, if applicable, is payable
upon the realization of investments.

C. Other Fees and Expenses

In addition to compensation payable to Lionheart, the Funds and AIP Clients are responsible for paying
the operating expenses of their accounts, including brokerage fees, transaction costs and other
investment‐related expenses; administrative, accounting and custody expenses; and other expenses
described in their respective Governing Documents. The Firm may, at its discretion, choose to pay or
reimburse a Fund or AIP Client for all or any portion of such expenses. In such event, the Firm may be
reimbursed at a later date by the Fund or AIP Client for such expenses borne by the Firm. See Item 12 for
additional information about the Firm’s brokerage practices with respect to Fund and AIP Client accounts.

D. Timing of Fee Payments

As described above and in the Governing Documents, fees are generally paid quarterly in advance or
arrears, as circumstances dictate. Accounts initiated or terminated during the relevant periods are
charged pro‐rated fees, and any unearned portion of a fee paid at the beginning of the quarter will be
refunded by Lionheart to the Fund or AIP Client.

E. Payments to Supervised Persons

Neither Lionheart nor any of its covered persons or supervised persons directly or indirectly receive any
compensation from the sale of securities or other investment products.

ITEM 7 – TYPES OF CLIENTS

Lionheart provides advisory services to LMCI, which is a pooled investment vehicle, and to LRECS and
LRECS II, which are non‐discretionary alternative investment programs for institutional investors. The
underlying investors of LMCI include individuals, trusts, corporations and institutional investors that invest
at least the minimum investment amount described in its Governing Documents.

The investor suitability requirements for the investors in each Fund are set forth in the Governing
Documents for such Fund.

The Separate Accounts facilitate the provision of loan servicing and other administrative services to
institutional investors in real estate‐related loans and preferred equity investments.