Maven Equity Partners LLC

Item 5 – Fees and Compensation
5.A.
The information in this Item 5 reflects the terms on which the Adviser provides investment
advice to the Clients. The Governing Documents of the Clients set forth in detail the fee
structures relevant to each Client.

For its advisory services to the Client(s), Maven typically receives a management fee (the
“Management Fee”) equal to 2% of capital commitments of Investors during the
applicable investment periods (a lower rate may apply for SPVs). Following the investment
period, the Management Fee is typically calculated based on a percentage of the cost
basis of the Client’s portfolio securities. The Management Fee is typically paid quarterly,
in advance, and is calculated on an investor-by-investor basis. The Adviser or the Client’s
General Partner will typically be entitled to performance-based fees, as well as
Management Fees calculated based on a percentage of assets under management. The
fee schedules for the Funds are described in detail in each of the Clients’ Governing
Documents. Maven has full discretion to negotiate fees and waive all or a portion of the
fees paid by investors in the Client(s). Maven has the ability to enter into different fee
arrangements with different Clients or investors in the Clients for the same investment
management services, including the Adviser’s employees and affiliates.

 As described in more detail in Item 6 below, each Client’s General Partner generally
receives a performance-based fee (commonly referred to as “carried interest”) from the
respective Client once all capital contributions, plus a preferred return (if applicable), have
been returned to the Client’s Investors in accordance with the terms of the applicable
Governing Document.

Please refer to the Governing Documents of each applicable Client for complete
information on the fees and compensation payable with respect to such Client. Investors
and prospective investors in the Clients should note that similar advisory services may (or
may not) be available from other investment advisers for similar or lower fees.

                                           Part 2A of ADV Brochure - Maven Equity Partners, LLC

5.B.

Maven is typically authorized under the Clients’ Governing Documents to charge and
deduct management fees directly from the assets of the Clients. The Governing
Documents set forth the full list of terms under which Management Fees will be reduced,
offset or otherwise limited, and consequently investors should expect to bear the full
specified Management Fee rate in the Governing Documents until they are reduced in the
circumstances and on the date(s) specified therein. Investors should review the Governing
Documents detailing all fees and expenses incurred by the Funds to fully understand the
total amount of fees and expenses to be paid by each Client.

With respect to fee offsets, if a General Partner or certain related persons receive
transaction, commitment, break-up, advisory, syndication, directors, officers,
management or similar fees paid by the search fund, future Management Fees payable
by the Client to a General Partner will be reduced by an amount equal to 100% of such
fees depending on the specific terms laid out in the corresponding Governing Documents.

A third-party service provider calculates the Management Fees and any performance-
based compensation with respect to each investor in the Funds.

5.C.

Each Client will bear and be charged (or reimburse the Adviser) for certain organizational,
operational, and other permissible expenses as described in the Governing Documents
for such Client.

Each Client will bear its own organization and operating expenses, including, without
limitation: (i) organization and syndication costs; (ii) legal, accounting, audit, outsourced
back-office administration, book keeping, custodial, consulting and other professional
fees; (iii) banking, brokerage, broken-deal, registration, finders, depositary and similar
fees; (iv) costs incurred in acquiring, holding and selling portfolio securities, including taxes
imposed on the Clients as an entity (other than taxes specifically allocable to one or more
investor); (v) insurance premiums, indemnifications and litigation costs; (vi) costs of
financial statements, tax returns and other reports; (vii) cost of Client, General Partner and
Adviser compliance with applicable securities laws and registration or licensing laws
arising from the management of, or provision of advice to, the Funds; and (viii) costs of
Client meetings.

It is critical that investors refer to the relevant Client Governing Documents for a complete
understanding of the Clients’ expenses. The information contained herein is a summary
only and is qualified in its entirety by such Governing Documents.

Expenses. A Fund’s Governing Documents contains detailed provisions regarding the
apportionment of expenses between a General Partner, (or a General Partner may
delegate certain of its management or administrative responsibilities to one or more
management companies (each a “Management Company”)) on the one hand, and a
Fund, on the other hand. As a general matter, a General Partner or the Management

                                          Part 2A of ADV Brochure - Maven Equity Partners, LLC

Company must bear their own internal costs of existence and operations, such as rent,
member/employee salaries, and their own internal financial reporting and tax preparation.
In general, a Fund must pay Management Fees to the General Partner (the right to receive
such Management Fees may be assigned by the General Partner to the Management
Company) as well as substantially all other expenses associated with the organization,
existence and operations of the Fund. As described in a Fund’s Governing Documents,
expenses to be borne by a Fund generally include, without limitation, expenses associated
with the formation of the General Partner itself (because the General Partner, as an entity,
...

Item 7 – Types of Clients
Maven provides discretionary investment management services to Funds and SPVs, as
described above in Item 4.B. Investment advice is provided directly to the Funds and the
SPVs and not individually to Investors. Investors must be either “Accredited Investors”
within the meaning of Regulation D promulgated under the U.S. Securities Act of 1933, as
amended, (the “Securities Act”) or “Qualified Purchasers” within the meaning of the 1940
Act. Generally, the Funds have a minimum investment amount of $1 million, however, this
investment amount may be waived at the discretion of the Adviser or General Partners.