North Tide Capital LLC

ITEM 5 – FEES AND COMPENSATION
Management Fee and Performance Allocation

North Tide is compensated by Main Fund Investors in the form of a monthly management fee (the
“Management Fee”) paid by the Master Fund. The Management Fee will be payable in arrears
(regardless of a client’s profits) and will be deducted in determining the net profit or net loss of the U.S.
Fund and the Offshore Fund. The Management Fee is calculated based on the balance in each Main Fund
Investor’s capital account or the net asset value of each Main Fund Investor’s series of shares, as
applicable and equals 0.125% per month (approximately 1.5% annualized), at the end of each month
(computed prior to the payment or accrual of any Performance Allocation). The Management Fee is
prorated for partial months.

In connection with the investment management services North Tide provides, it will bear all of its own
normal and recurring operating expenses and overhead costs, except that research and research-related
expenses may be paid for through the permitted use of “soft dollars” (as described in Item 12 - Brokerage
Practices). The Management Fee may exceed the expenses borne by North Tide on behalf of the Main
Funds.

Generally at the end of each fiscal year, the General Partners will have reallocated to their capital
accounts in the Master Funds (after reduction for the Management Fee and other expenses and fees
incurred by the U.S. Funds and the Offshore Funds) a Performance Allocation equal to 20% of the excess
net profits over net losses attributable to each Fund Investor’s capital account or series of shares (and
reflected in corresponding sub-accounts kept with respect to each such Fund Investor at the Master Funds
level) for such fiscal year, subject to a customary high-watermark described below. In the event a Fund
Investor is permitted or required to withdraw or redeem completely or partially from the U.S. Funds or
Offshore Funds other than at the end of the fiscal year, the Performance Allocation made at the Master
Funds level with respect to such Fund Investor for such year will be determined with respect to the
portion being withdrawn or redeemed through the applicable withdrawal date.

A memorandum loss recovery account (a “Loss Recovery Account”), sometimes called a “high-
watermark”, will be maintained with respect to each Fund Investor and will be increased by the aggregate
net losses, if any, allocated to such Fund Investor for such year and reduced (but not below zero) by any
net profits allocated to such Fund Investor for such year (before any Performance Allocation). The
General Partners (as applicable) will not be allocated any Performance Allocation with respect to a Fund
Investor until such Fund Investor has recovered any net losses allocated to its Loss Recovery Account.
The loss amount allocated to the Loss Recovery Account will be decreased pro rata to account for any
withdrawals or redemptions made prior to the end of a fiscal year.

The Management Fee and Performance Allocation may, in the sole discretion of North Tide or the
General Partners (as applicable) be waived, reduced, or rebated with respect to certain Fund Investors,
including affiliates of the General Partners or North Tide.

North Tide (or an affiliate) deducts applicable fees from Fund Investor assets invested in the Funds. Fund
Investors do not have the ability to choose to be billed directly for fees incurred.

North Tide also receives from the Account an asset based quarterly management fee and an annual
performance based fee, subject to a high-watermark similar to that described above, in the amounts set
forth in the agreement between North Tide and the Account investor.

Expenses

In addition to fees payable to North Tide, the Funds (and therefore Fund Investors) may pay a variety of
expenses related to each Fund’s investments and operations, including, without limitation, brokerage and
other transaction costs, clearing and settlement charges, trade break fees, consulting expenses, research
and due diligence expenses (including research related travel expenses), legal fees and other expenses in
connection with conducting due diligence and negotiating the terms of certain investments, custodial fees,
initial and variation margin, interest and commitment fees on debit balances or borrowings, stock
borrowing fees and proxy solicitation expenses, legal expenses, audit and tax preparation expenses,
accounting fees, costs of the administration of the Funds (including, but not limited to, fees and expenses
of an administrator and third party valuation services), the Management Fee, regulatory costs and
expenses (including filing and licensing fees), organizational expenses, premiums for liability insurance,
fees for risk management services, indemnification expenses, entity-level taxes, issue or transfer taxes,
costs of reporting to investors, costs of litigation or investigation involving Fund activities, any
extraordinary expenses, and other similar expenses related to the Funds.

A portion of the Funds’ expenses may be shared with other investment entities or accounts managed by
North Tide, the General Partners or their affiliates on an equitable basis.

Neither North Tide nor its supervised persons accept compensation, including sales charges or service
fees, from any person for the sale of securities or other investment products, including interests in the
Funds.

ITEM 7 – TYPES OF CLIENTS
As previously described in Item 4, North Tide’s clients consist of the Funds and the Account. Investors
in the Funds and the Account consist of institutional investors and other sophisticated investors.

The minimum investment in the Funds is $1,000,000, which may be reduced by the General Partners of
the U.S. Funds or Board of Directors of the Offshore Funds, as applicable. Interests in the U.S. Funds
may only be purchased by investors that are “accredited investors,” as defined in Regulation D under the
Securities Act of 1933, as amended (the “Securities Act”), and “qualified purchasers,” as defined in
Section 2(a)(51)(A) of the Investment Company Act of 1940, as amended (the “1940 Act”). U.S.
investors in the Offshore Funds must also be “accredited investors” and “qualified purchasers.” Shares in
the Offshore Funds are typically offered to eligible investors that are not U.S. Persons or U.S. tax-exempt
entities.

The Account was established for a sophisticated institutional investor and involves a significant minimum
investment.