MJX Asset Management LLC

Item 5. Fees and Compensation

        At the time of the launch of each CLO Fund, MJX negotiates the fees it will be
paid for its portfolio management services with the non-affiliated commercial or
investment bank that acts as placement agent, underwriter and/or initial purchaser of the
Fund’s securities. MJX’s management fees are calculated as a percentage (expressed as a
number of basis points (bps)1) of the aggregate principal amount of the assets of the Fund

    A basis point equals 1/100 of 1%.

under management (or market value with respect to certain discounted or defaulted
assets). Accordingly, management fees payable to MJX may differ from Fund to Fund.

         Generally, MJX’s CLO Fund management fees have three components: a senior
management fee (generally 15bps or 20bps per annum), a subordinated management fee
(generally between 15bps and 20 bps per annum) and an incentive fee. The senior and
subordinated fees are paid quarterly in arrears in accordance with the priority of
payments waterfall (i.e., priority of payments sequence) set forth in the indenture
pursuant to which each Fund’s securities are issued. The senior management fee is paid
earlier in the waterfall than the subordinated management fee. The subordinated fee is
subject to deferral if sufficient funds are not available to pay Fund obligations at a higher
level in the waterfall. The subordinated management fee also may be deferred if the Fund
is not in compliance with certain financial coverage tests set forth in the Fund’s indenture
on the date each quarter when the tests are determined. The incentive fee is not payable
unless and until the Fund’s performance exceeds the Fund’s designated hurdle rate and
the CLO equity investors have achieved a certain internal rate of return (“IRR”)
(generally 11% - 12%) on their investment. Thereafter, the incentive fee is payable
quarterly as a percentage (generally 20%) of the amount (principal and interest) available
for distribution to the Fund’s equity investors.

       Any incentive or other performance-based fees payable to MJX by any Fund will
be charged in accordance with Section 205 of the Investment Advisers Act of 1940 (the
“Advisers Act”) and Rule 205-3 thereunder.

        In addition to the fees above, each Fund is also responsible for portfolio related
expenses which may include fees and expenses related to legal, accounting, consulting,
pricing and other service providers, portfolio due diligence and surveillance, legal and
regulatory compliance, litigation, third party services including indenture trustee,
collateral administrator and rating agencies services, brokerage commissions, custodial
fees, bank service fees, withholding and asset transfer, clearing and settlement fees
(including expenses related to services providers (including Collateral Manger affiliates)
for middle office and back office services) and other reasonable fees and expenses
associated with the Fund’s investment activities and operations. The Firm allocates such
fees and expenses among the Funds and any other of its clients, as appropriate and in a
manner MJX determines to be equitable. Any amounts advanced by the Firm on behalf of
the Funds in payment of fees and expenses for which the Funds are responsible are
reimbursed to the Firm to the extent funds are available therefor in accordance with and
subject to the priority of payments and the other limitations of each Fund’s indenture.

        MJX does not have custody of any Fund assets. Accordingly, MJX does not
deduct its fees from Fund assets; nor does MJX bill a Fund for fees. MJX’s portfolio
management agreement with each Fund provides for MJX to be paid the agreed upon fees
on a quarterly basis. The fees are calculated and paid to MJX by the Fund’s indenture
trustee in accordance with the priority of payments waterfall set forth in the indenture.

       Any brokerage and other transaction costs incurred in connection with the
purchase or sale of assets for a Fund are paid by the Fund. See Item 12 infra for
additional information on Brokerage Practices.

Item 7. Types of Clients

         The clients for whom MJX currently provides investment advisory and portfolio
management services are the CLO Funds which are legal entities formed for the purpose
of investment and are exempt from registration under the Investment Company Act.
Current investors in the Funds include only institutions such as investment advisers, CLOs,
private and other investment funds, banks, insurance companies and other financial
institutions. MJX does not currently provide investment advisory services directly to any
individual natural person although MJX may do so in the future.

        Investors in the Funds are generally required to make a minimum initial investment
of at least $100,000 in most Funds and $250,000 in other Funds. As stated above, Fund
investors (other than MJX employees) are required to be either “qualified institutional
buyers” or “accredited investors” who are also “qualified purchasers” as defined under the
Investment Company Act, depending on the applicable exemption from Investment
Company Act registration relied upon by the Fund.

        Investors in the CLO Funds managed by MJX do not have any right of redemption
whatsoever until the expiration of the non-call period (generally two years from the Fund’s
closing date). Thereafter, generally at quarterly intervals, the holders of a majority (or in
some Funds a greater percentage) of a Fund’s equity securities may request that (i) all or
certain classes of a Fund’s rated notes be redeemed from refinancing proceeds or (ii) all of
the Fund’s notes and other securities be redeemed (A) in whole from refinancing proceeds
and/or sale of Fund assets or (B) in part from refinancing proceeds.