Mariner Investment Group LLC

ITEM 5 – FEES AND COMPENSATION

Compensation for Advisory Services
Generally
Mariner (and its affiliates) generally charges advisory fees to Investment Advisory Accounts (whether
the Mariner Funds or the Accounts) based on: (i) client assets under management; and (ii) the
performance of an Investment Advisory Account over a specific time period (such as a year).
Mariner’s fees are generally non-negotiable, but under special circumstances, the rate and type of fee
might vary based on:
   •   the nature of a particular client or investor in a Mariner Fund and/or the relationship the client
       or investor (or their respective advisor or consultant) has with Mariner or its affiliates (for
       example, Mariner may offer lower fees to large institutional investors in the Mariner Funds,
       or to large institutional separately managed accounts or to investors advised by the same
       investment advisor or consultant among other reasons);

   •   the applicable investment strategy;
   •   any restrictions or requirements imposed on Mariner;
   •   the timing (e.g., initial seed capital); and/or
   •   the amounts invested.
Mariner (and its affiliates), in its sole discretion, may elect to waive or reduce its management fee and
or incentive allocation (as applicable) for, but not limited to, its employees, affiliates, the family
members of its employees or affiliates, or any investor without entitling any other investor to a waiver
or reduction. In general, Mariner (and its affiliates) may enter into letters of understanding granting
investors (e.g., seed investors) or third parties (e.g., financial institutions that provide financing to
Mariner or its clients, consultants or advisers to investors) different rights terms or conditions (see
Item 11 - Letters of Understanding a/k/a “Side Letters” below).
As a general policy and as discussed further below, Mariner deducts its asset and performance-based
fees directly from the Mariner Funds and Account. In some [limited] instances (for example, large
institutional investors who invest with Mariner via a “fund of one” Hedge Fund investment structure
in which that investor is the sole investor in the Hedge Fund), management fees are negotiated and
at times paid in arrears. Generally, investment advisory contracts terminate on, or shortly following,
one party’s receipt of written notice of termination (for any (or no) reasons set forth in the investment
advisory contract) from the other party. For example, investors in Mariner Funds do not generally
have the ability to terminate the investment advisory contracts between such Mariner Funds and
Mariner, however, in most cases investors have the ability to withdraw from Mariner Funds pursuant
to the terms of the relevant Fund’s offering memorandum. Similar advisory services may be available
from other investment advisers at lower cost.
Asset-Based Fees
The asset-based fees (or “management fees”) normally range from 0% to 2% per annum of the client’s
net assets value on the first day of each month or the first day of each month of such quarter
(depending on the terms of the applicable offering document and/or investment management
agreement) (or for the Private Equity Funds, of the amount of committed capital, drawn capital and/or
paid-in capital that has actually been invested into the Fund’s portfolio companies) for the Mariner
Funds and Accounts. Asset-based fees are generally payable monthly or quarterly in advance or
arrears (on a pro-rated basis) for the Mariner Funds and the Accounts (depending on the terms of the
applicable offering document and/or investment management agreement). With respect to any
asset-based fees received in advance by Mariner, such fees for any month or quarter, as applicable,
in which Mariner manages assets for less than a full month or full quarter, as applicable, shall be
prorated, such proration to be calculated on the basis of the number of days in the month or quarter,
as applicable, compared to the number of days the assets were under management during such
month.
In the event of an investor’s withdrawal from a Mariner Fund prior to the end of, as applicable, a
month or quarter, Mariner will repay to the Mariner Fund and the Mariner Fund will distribute to the
withdrawing investor a pro rata portion of the asset-based fee received in advance (based on the
number of days remaining in the month or the quarter, as applicable).
In the event of the termination of an investment management agreement for an Account prior to the
end of, as applicable, a month or quarter, where the client has prepaid an asset-based fee, Mariner
will refund to the client a pro rata portion of that fee (based on the number of days remaining in the
month or the quarter, as applicable).

ITEM 7 – TYPES OF CLIENTS
As noted in Item 4 above, Mariner provides discretionary portfolio management and advisory services
to institutional clients such as the Mariner Funds (which are primarily privately offered pooled

investment vehicles organized as domestic or foreign partnerships, corporate or other incorporated
or unincorporated entities), and to a lesser extent, insurance companies, endowments, foundations
and plan sponsors via Accounts. The minimum account size that Mariner will accept varies as it is
dependent upon the investment strategy. Investors that directly invest in Mariner Funds will
generally be subject to minimum investment amounts as described in the Funds’ offering documents.
Those minimum investment amounts for Fund investors can be modified, depending on the investor
relationship and in accordance with the Fund documents.