LRZ Capital LLC

Item 5 – Fees and Compensation
  A. Fees

     MANAGED FUND FEES. We charge fees monthly and in advance based on the assets under
     management (“AUM”). We also earn a performance incentive fee, which is calculated based on
     the net outperformance of the account relative to a predetermined benchmark selected by the
     Managed Fund. Performance is calculated after deducting management fees. Performance fees are
     applied annually in arrears. The general fee schedule for the Managed Funds follows:

         AUM                                   Annualized Fee           Performance Fee
         $100 thousand up to $3 million        1.25%                    15%
         $3 million up to $10 million          1.00%                    12.5%
         $10 million and over                  0.75%                    10%

     Client fees may vary depending on several factors, including account inception date, total assets
     under management, related account value, or specific service arrangements. As a result, some
     Clients may pay higher or lower fees than others for similar services. LRZ Capital reserves the right
     to adjust or negotiate fees based on account size, type, and service requirements, and in certain
     cases, fees may be less than the standard schedule. Performance fees may be waived depending on
     the type of fund under management.

     SEPARATELY MANAGED ACCOUNT FEES TRACKING OR REPLICATING MANAGED
     STRATEGIES. We charge fees based on the client’s assets under our management that are not
     invested in the Managed Funds but are managed in a manner intended to replicate or closely
     replicate the strategy employed for our Managed Funds. Fees are charged monthly and in advance.
     Our standard fee schedule for separately managed accounts follows:

         AUM                                   Annualized Fee           Performance Fee
         $1 million up to $3 million           1.25%                    15%
         $3 million up to $10 million          1.00%                    12.5%
         $10 million and over                  0.75%                    10%

     Separately Managed Accounts that replicate our Managed Strategies are intended only for
     Qualified Clients (i.e., generally, those clients who maintain at least $1,100,000 in assets under
     management (“AUM”) with the Firm or who have a net worth, excluding primary residence, of
     $2,200,000).

Client fees may vary depending on several factors, including account inception date, total assets
under management, related account value, or specific service arrangements. As a result, some
Clients may pay higher or lower fees than others for similar services. LRZ Capital reserves the right
to adjust or negotiate fees based on account size, type, and service requirements, and in certain
cases, fees may be less than the standard schedule. Performance fees may be waived depending on
the type of fund under management.

FEES FOR OTHER SEPARATELY MANAGED ACCOUNTS. For client’s assets under our
management that are not invested in the Managed Funds and do not track our Managed Strategies,
fees are charged in accordance with the following fee schedule:

    AUM (in non-Managed Funds)             Annualized Fee
    $1 million up to $10 million           0.50%
    $10 million up to $20 million          0.40%
    $20 million up to $50 million          0.30%
    $50 million up to $100 million         0.20%
    $100 million and over                  0.10%

"AUM" means the assets under the management of LRZ Capital not invested in the Managed Funds
for a particular client or client account. The fees listed in the schedule above are annualized figures.
Fees will be charged monthly and in advance. The monthly fee is based upon the market value of
all assets held within the client's account on the last business day of the preceding calendar month.
Additional deposits to the account are subject to the same fee procedures. The client will receive
a prorated refund if the client's service is terminated on a day other than the last business day of the
month. In that event, the refund will be paid to the client within 30 days of the termination of the
service.

There may be periods of time with low or no transaction activity in a client’s account. Among the
reasons for this include market conditions, restrictions placed on the account by the client, tax
considerations, nature of securities held, or the investment strategy of the portfolio manager. In
these low turnover situations, the client would likely have paid lower fees overall if the client had
purchased the same securities in a brokerage-only account with a traditional pay-per-trade
commission structure. Before entering into a management agreement with the Firm, clients should
consider these potential additional costs in relation to the potential benefits of an investment
advisory relationship, including ongoing portfolio monitoring and access to investment strategies.

Also, some Managed Funds might have expense ratios that are at or above their category peers.
When invested in the funds we manage, the total fees paid by the client (including the Fund
expenses) will likely be higher than the fees the client would have paid if the portfolio was not
invested in the Managed Funds. Even taking into account the fact that we do not charge advisory
fees for the separately managed accounts on that portion of the portfolio that is invested in the
Managed Funds, the total expenses associated with such an investment could exceed the fees set
forth in the above fee schedule.

The Firm also receives compensation for services provided to certain private funds pursuant to
agreements with the relevant fund or its governing entities. Such compensation typically consists
of asset-based management fees and, where applicable, performance-based compensation (e.g.,
incentive allocations or carried interest). These fees are generally paid by the fund and are indirectly
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Item 7 – Types of Clients
LRZ Capital offers its advisory services to “qualified clients” including high net worth individuals, trusts,
and estates. We also provide investment advice to the Managed Funds, which are foreign non-registered
pooled investment vehicles.

When subscribing to the advisory services offered by LRZ Capital, generally, the minimum account value
is US$1 million. The Firm may terminate the advisory relationship for failure to maintain the minimum
account value.