Minot Capital LP

Item 5 - Fees and Compensation

Minot’s fees for providing these services are negotiated on an individual basis and determined based upon
the scope of the services provided and the type of assets being managed.

All fees are currently invoiced directly to the client based on a percentage of assets under management
payable quarterly in arrears with a term of net 15 days. The client pays Minot directly. Minot does not
deduct fees from clients’ assets. Fees charged for asset management services are negotiable based
on many factors. Those factors include but are not limited to: the type of client, the complexity of
the client's situation, the overall relationship of the client with the investment adviser
representative, and the amount of assets under management for the client.

These fees are for advisory services only and do not include any transaction fees or commissions, which
are charged separately by the broker/dealer or custodial firm. Minot also makes investments in open-end
or closed-end investment funds, including short-term money market funds. Client investments in such
funds will bear a proportionate share of the management fees and expenses borne by such investment funds
(and indirectly by shareholders of such investment company) in addition to the advisory fees payable
directly by the client to Minot. Each fund’s offering documents describe the applicable fees and expenses.
These documents are made available for the client to review on Minot’s SharePoint data library.

Clients will also be responsible for the costs associated with establishing special purpose vehicles for private
investments, all fees and expenses related to research, acquisition, disposition and maintenance of actual
and potential investments (excluding travel-related expenses of the personnel of the Investment Manager).
Clients will be responsible for due diligence costs and expenses relating to potential and actual direct private
investments (including dispositions) in real estate and/or privately placed securities (in each case, regardless
of whether such investment transactions are actually consummated). In all cases with the exception of
securities bought directly by Minot on behalf of the clients, Minot provides the client an Investment Thesis
that details the terms of the fund and urges the client to review both the fees and expenses charged by the
funds in addition to the fees charged by Minot.

If a client initiates or terminates their investment management agreement with Minot during a quarter, the
client invoice will be prorated.

Wrap Fees
Minot does not participate in wrap fee programs.

Item 7 - Types of Clients and Account Minimums

Minot provides advisory services to institutional clients, families, trusts, estates and foundations.

Generally, Minot requires a minimum account size of $25,000,000 for all new relationships. For existing
accounts that fall below the minimum size, it is at the full discretion of Minot to continue the arrangement
under the existing terms or negotiate new terms. It is not the intent of Minot to discontinue services if an
account falls below the minimum size.