NEPC LLC

Item 5 – Fees and Compensation

NEPC offers fixed, hourly and asset-based fees. In addition, NEPC may offer performance-
based fees to certain clients. When calculating either an asset-based fee or a
performance-based fee, NEPC relies on a valuation provided by an independent third party
(typically the client’s custodian bank) since NEPC does not determine asset values.

Fees are generally quoted on a full retainer basis, encompassing all the services provided
by NEPC. On occasion, fees are quoted on a project basis for a defined time period or
scope of work. Some clients choose to reimburse us for reasonable travel expenses, while
others prefer that our fee includes travel. Certain clients may be subject to a minimum
fee. In all cases, the fee is agreed upon prior to NEPC’s retention and is specified in a
written agreement with each client.

NEPC will generally bill its fees on a quarterly basis, to be paid in arrears.
Accounts initiated or terminated during a calendar quarter will be charged a prorated fee.
Upon termination of any account, any prepaid, unearned fees will be promptly refunded,
and any earned, unpaid fees will be due and payable. All our fees are quoted, paid and
received in hard dollars.

Generally, NEPC does not have a standard fee schedule, and all fees are subject to
negotiation, however the table below provides some general guidelines and typical fee
ranges.

      Service                  Description                       Fee Ranges

      Performance              Periodic reports on               The fee varies depending on the
      Measurement              investment performance.           number of investment managers
                                                                 and size of the investment
                                                                 program.

      Advisory Services        Advice on asset allocation        Generally 5 to 20 basis points on
                               and manager selection, and        the total asset value*. Fees may
                               ongoing monitoring of the         be higher or lower depending on
                               portfolio.                        amount of assets, the type of
                                                                 investments utilized and the level
                                                                 of service desired.

      Discretionary Services   All the services listed above,    Generally 10 to 50 basis points on
                               plus implementation of our        the total asset value*. Fees may
                               team's advice. Delegated          be higher or lower depending on
                               Services is a variation of this   amount of assets, the type of
                               level of service.                 investments utilized and the level
                                                                 of service desired.

      Other Services           Customized services as            Negotiable
                               mutually agreed upon

                               * May include amounts committed to private investments.

Fee Differentials: NEPC’s annual fee for advisory or discretionary services could vary
based upon various objective and subjective factors, including, but not limited to, the total

                                     Form ADV – Part 2A

amount of assets placed under management/advisement and the complexity of the
engagement. NEPC may also propose charging a flat fee based upon the same criteria.
Similarly-situated clients could pay different fees. In addition, similar services may be
available from other advisers for similar or lower fees.

Additional Fees: Investment managers, custodian banks and recordkeepers charge
management, custody and/or transaction fees. In addition to NEPC’s investment advisory
fee referenced above, clients will also incur these third-party fees in connection with their
investment program.

Access Vehicles: With respect to the Access Vehicles described in Section 4, NEPC does
not earn a fee for managing the portfolios. Clients invested in an Access Vehicle will pay
organizational and administrative expenses like they would when investing in any third-
party commingled fund. These expenses are allocated to investors on a pro-rata basis and
are paid out of the assets of each Access Vehicle.

Pooled Employer Plans: For Pooled Employer Plans, NEPC charges an annual fee based
on the market value of the plan assets on the final day of the quarter. The fee is calculated
based upon the value of the plan assets and typically falls between 0.01% and 0.25%
annually. This fee is based upon the complexity of the plan, the current and projected size
of the plan assets, and the scope of services provided. The fee in each case is approved
by the participating employer in the pooled employer plan. NEPC also may serve as the
“pooled plan provider” and administrator for certain pooled employer plans, and NEPC may
earn a fee for these administrative services. The amount of the fee depends on many
factors and is generally approved by employers participating in the plan. NEPC may also
receive reimbursements from the pooled employer plan for direct expenses, meaning the
costs incurred in the course of administering the plan that are permitted to be reimbursed
under ERISA.

                                     Form ADV – Part 2A

Item 7 – Types of Clients

NEPC provides investment advice to a variety of clients, including corporations, and
employee benefit plans maintained by corporations or similar entities, charitable
organizations, healthcare organizations, public entities (e.g., states and localities), Taft-
Hartley Funds and high net worth individuals and families. These clients include several plan
types including defined benefit, defined contribution, endowment, foundation, health and
welfare, insurance, operating and taxable assets.

NEPC does not have a minimum account size for its clients.

                                              Form ADV – Part 2A