Mercator Management USA LP

Item 5: Fees and Compensation

The fees applicable to each of the Funds, which are offered only to qualified purchasers (within
the meaning of Section 2(a)(51) of the Investment Company Act of 1940) and accredited
investors (within the meaning of Regulation D under the Securities Act of 1933), are set forth
in detail in the corresponding Offering Documents. A brief summary of such fees is provided
below.

Management Fee

Our Funds pay us a quarterly fee (the “Management Fee”) calculated at a rate equal to: (a)
0.3125% (i.e., 1.25% per annum) of the value of each founders capital account and (b) 0.375%
(i.e., 1.5% per annum) of the value of each standard capital account. The Management Fee

will be paid quarterly in advance based on the value of each Limited Partner’s Capital Account
(with respect to each partner, the capital account established and maintained on the books of
the partnership in accordance with the amended and restated exempted limited partnership
agreement) as of the beginning of the first business day of each quarter, and will be adjusted
for contributions and withdrawals made during the quarter and without accrual of the
incentive allocation, if any. The Investment Manager will generally charge the Management
Fee to the Partnership for purposes of administrative convenience but may instead charge the
Management Fee at the Feeder Fund level (in respect of any Feeder Fund) in its sole discretion.

Other Types of Fees and Expenses

The Funds shall pay (or bear the cost of) the expenses incurred by or on behalf of the Funds
(including out of pocket costs incurred by the Investment Manager on their behalf) in the
ordinary course of its business, directly and indirectly (including, without limitation, the Funds’
pro-rata share of the expenses incurred by any Acquisition Vehicle (as defined in the amended
and restated exempted limited partnership agreements)), including, but not limited to: (A) all
fees and reimbursable expenses payable to SEI Global Services, Inc., together with its affiliates,
which serve as the Funds’ administrator or any other entity retained as a replacement
administrator (the “Administrator”) (including for communications systems provided by the
Administrator); (B) accounting, auditing, valuation, tax preparation and tax planning services,
including outsourced “shadow” administrative services, third-party accounting or middle
office services, and accounting software (including all implementation costs); (C) expenses
associated with third-party research (including without limitation fees, expenses, dues, and
the like associated with academic research partnerships), industry subscriptions, expert
networks, political intelligence providers; (D) all expenses related to Bloomberg, FactSet or
similar data providers, research and pricing services, as well as expenses related to news,
quotations, modeling, statistics, market data, databases, order management systems,
portfolio management systems, risk management systems and other technical and
telecommunications services and equipment used in the investment management process
(including both hardware and software), including implementation costs; (E) all expenses
related to the investment process, including all expenses associated with sourcing,
investigating, researching, and structuring of investments and potential investments, whether
or not consummated; (F) the costs of consultants, lawyers, due diligence providers, valuation
agents, accountants, investment bankers, advisors and other professional experts (including
expenses of public relations advice as it relates to particular investments) utilized by the
Investment Manager in connection with the Funds’ investments; (G) all reasonable travel
expenses incurred in evaluating, diligencing, researching and monitoring potential or actual
investments; (H) all expenses related to trade execution and portfolio or position financing
including outsourced trading expenses; (I) the costs and expenses of any errors and omissions
insurance, directors and officers liability insurance, professional liability or cyber-security
insurance obtained on behalf of the Funds, the General Partner, the Investment Manager and
the Governance Committee (as defined in the amended and restated exempted limited
partnership agreements); (J) the fees of, and expenses incurred by or on behalf of, the
members of the Governance Committee (including in their role as members of the Onshore
Feeder Fund’s Governance Committee and the Offshore Feeder Fund’s Governance
Committee); (K) legal expenses specifically related to the Funds and their operations, including
the cost of producing and updating offering memoranda and other marketing materials, the
costs of negotiating side letters or amending the Funds’ governing documents and the costs
of any investor consent processes; (L) all costs and expenses associated with any meetings of
the investors in the Funds; (M) all regulatory and compliance expenses directly related to the
Funds, including costs incurred in complying with anti-money laundering laws and regulations

and the Investment Manager reporting obligations related to the Funds (such as Section 13 or
Section 16 filings, Form 13F, Form 13H, Form PF, FATCA filings and any other similar filing in
any other U.S. or non-U.S. jurisdiction) and the fees and expenses of the Funds’ AML officers;
(N) all expenses incurred in connection with responding to requests or inquiries from any U.S.
federal, state, local or non-U.S. governmental entity or authority, regulatory body or self-
regulatory organization directly related to the Funds, including without limitation by the
United States Securities and Exchange Commission, other than expenses related to regulatory
audits or “regulatory sweeps” of the General Partner, the Investment Manager, or their
affiliates; (O) filing and registration fees and expenses, registered office fees and expenses,
...

Item 7: Types of Clients

Our clients are the Funds, as described in Item 4 above, and the Fund is generally open to,
among others, institutions, pension plans, endowments, high net-worth individuals, financially
sophisticated individuals, and other sophisticated investors that are qualified purchasers.