River Partners Capital Management LP

Item 5 - Fees and Compensation

A. Advisory Fees

Except as set forth below, clients will pay both River Partners’ investment management services fee
and the management fee of the third-party investment manager(s) selected by River Partners to
manage their account. If River Partners also provides active investment management to an account,
that account will typically be charged fees for both account management, i.e. asset allocation, and
active investment management fees. Clients should review the investment management agreement
with River Partners for the specific terms of their fee arrangements.

Private Fund Fees

For older Private Funds, the annualized fee is not charged at the Fund level but is charged outside of
the Private Funds as a percentage of assets under management and will not exceed 1% of the value of
the assets in the Private Funds on the first day of each calendar quarter. These Private Fund fees are
pro-rated for periods less than a full billing cycle (based upon the number of calendar days in the
calendar quarter that the advisory agreement was effective) and will typically be adjusted to cover for
any additional contributions made during that period. Certain related investors (i.e. SMA Clients,
River Partners’ proprietary and employee accounts, affiliates) will not incur RiverPartners’ investment
management fee when participating in the Private Fund.

For recently launched Private Funds, the investment management fee is payable out of the capital
account for investors and is an annualized fee of 50 basis points on the fair market value of the
Investment Fund.

See Item 6 for more information on Performance Fees.

Private Fund fees are paid quarterly in advance. Details of the specific Private Fund fees charged by
River Partners are more fully described in each Private Fund’s offering documents and supplements.
For a small subset of investors in the Private Investment Fund, investors that have terminated their
Client Agreement with River Partners for any reason will remain invested in the Fund, and their
interests will automatically convert into interests that are subject to an asset management fee
payable to River Partners as the adviser of the Fund. The fee charged is 50 basis points and is
calculated on a quarterly basis in arrears and payable out of the capital account for these investors.
The Fund Supplement describes the fees in further detail.

Private Fund investors are also responsible for paying the investment management fee of the third-
party investment manager(s) engaged by each Private Fund to manage the Private Fund’s assets.
These fees will differ among third-party investment managers and are subject to negotiation by River
Partners. The fees of third-party investment managers retained by the Private Funds are not paid by
the client directly to River Partners or the third-party investment manager, but rather, are paid as
an expense of the Private Fund and therefore, are reflected in the net asset value of the investor’s
capital account.

In certain instances, a River Partners’ Private Fund invests in another River Partners’ Private Fund.
River Partners ensures that the assets will not be double billed and will not charge the investment
management fee for the underlying Private Fund investment. A performance-based fee will be
charged if earned.

Separately Managed Accounts

The annualized fee for River Partners’ SMA Program is charged as a percentage of assets under

management and will not exceed 1% of the value of the assets in the client’s account on the first day
of each calendar quarter. The SMA Program fee is prorated for periods less than a full billing cycle
(based upon the number of calendar days in the calendar quarter that the advisory agreement was
effective) and will typically be adjusted to cover for any additional contributions made during that
period. In all cases, however, River Partners’ SMA Program fees are negotiable and, as a result, one
client will pay a higher fee to River Partners than another client for which River Partners is
providing substantially similar services. Certain closely related relatives of River Partners’ principal
owner will be charged a reduced investment management fee or not be charged an investment
managementfee on assets invested in Levin Capital Managed Accounts.

SMA Program clients are also responsible for paying the investment management fee of the third-
party investment manager(s) used to manage their account. The specific fees charged will differ from
investment manager to investment manager and are subject to negotiation by River Partners. The fees of
third-party investment managers will be reflected in the quarterly fee charged by River Partners.
For SMA Program clients for which River Partners has engaged an affiliated investment manager to
provide sub-advisory services, the fees of such affiliated investment manager are paid by River
Partners without any additional charge to the client.

SMA Program fees are paid quarterly in advance and deducted directly from the client accounts.
Details of the specific SMA Program fee charged by River Partners are more fully described in the
investment management agreemententered into with each client.

Investment Monitoring Services

The annualized fee for investment monitoring services is charged in advance as a percentage of the
non-managed assets that are being monitored by River Partners and is equal to 0.10% of the value of
such assets on the first day of each calendar quarter. The investment monitoring services fee will
typically be charged on any publicly traded asset or private investment requested by a client to be
included in their monitoring service. Certain hard assets (such as houses and cars) will not be subject
to such monitoring fee.

Clients with assets invested in affiliated third-party funds made prior to the inception of River
Partners are responsible for the investment management fee of the affiliated third-party manager
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Item 7 - Types of Clients

A. Clients

River Partners generally provides investment advice and management to high net worth individuals,
foundations, trusts and estates.

B. Engaging the Services of River Partners

All clients wishing to engage River Partners for investment advisory services must first sign the
applicable investment management agreement or fund offering documents and sign/complete any
other document or questionnaire provided by the Firm. The investment management agreement or
fund offering document will describe the services and responsibilities of River Partners to the client.
They also outline River Partners’ fee in detail.

Upon completion of these documents, River Partners will be considered engaged by the client. Clients
will be responsible for ensuring that River Partners is informed in a timely manner of changes in
investment objectives and risktolerance.

C. Conditions for Managing Accounts

As a condition for starting and maintaining a relationship, River Partners imposes a minimum of
$100,000,000 in assets under management. River Partners will, in its sole discretion, require a larger
amount or accept a smaller amount of initial assets from a potential client depending on the complexity
and nature of the advisory services provided.