Rivulet Capital LLC

ITEM 5 – FEES AND COMPENSATION

Item 5.A   Describe how you are compensated for your advisory services. Provide your fee
           schedule. Disclose whether the fees are negotiable.

           Rivulet or the General Partners, as applicable, typically charge fees that are based
           upon a set percentage of assets under management and performance. Set forth
           below are summaries of the fees payable by Investors and other Clients.

           It should be noted that detailed disclosure about the fees and other expenses
           applicable to an investment in the Funds is provided in the operative documents
           for the applicable Fund. Those operative documents should be carefully reviewed
           prior to making an investment in the Funds.

           Investors are typically charged a management fee, payable quarterly in advance,
           based on the net value of the relevant assets as of the first business day of each
           calendar quarter. The RCMF Funds management fee rates range from 0.85% per
           annum to 1.6% per annum, depending on the series of interests/sub-class of shares
           in which an Investor subscribes. The RCLO Funds management fee rates range
           from 0% per annum to 1.0% per annum, depending on the series of interests/sub-
           class of shares in which an Investor subscribes.

           At the end of each fiscal year, (i) Investors in the RCMF Funds are also typically
           charged an incentive allocation based on the net profits (including unrealized
           gains and losses), if any, allocable to the Investors and (ii) Investors in the RCLO
           Funds will typically be charged an incentive allocation based on the amount by
           which the Investor’s return exceeds a hurdle return, in either case (i) or (ii) as
           detailed in the applicable Fund’s operative documents. The RCMF Funds’
           incentive allocation rates range from 10% per annum to 20% per annum,
           depending on the series of interests/sub-class of shares in which an Investor
           subscribes. The RCLO Funds’ incentive allocation rates range from 17.5% per
           annum to 20% per annum, depending on the series of interests/sub-class of shares
           in which an Investor subscribes.

           With respect to certain series of interests/sub-classes of shares, a modified loss
           carry-forward provision, underperformance carryforward provision and/or other
           factors apply to the calculation of the incentive allocation.

           To the extent the management fee and incentive allocation are paid to Rivulet and
           the General Partners, respectively, at the RCMF Master Fund and RCLO Master
           Fund level, no management fee/incentive allocation will be made at the RCMF
           Feeder Fund and RCLO Feeder Fund level. To the extent the management fee
           and incentive allocation are paid to Rivulet and the General Partners, respectively,
           at the RCMF Feeder Fund and RCLO Feeder Fund level, no management
           fee/incentive allocation will be made at the RCMF Master Fund and RCLO
           Master Fund level. It should be noted that there are seed investors in the RCMF
           Domestic Feeder, one of whom is the chairman, who have invested a significant
           amount of capital in the RCMF Domestic Feeder and will be entitled to receive a
           portion of the incentive allocation payable to the General Partners.

           The management fee and incentive allocation are negotiable in that Rivulet or the
           General Partners have waived, reduced or calculated differently, and may in the

           future waive, reduce or calculate differently, such fees for Investors that are
           members, partners, affiliates or employees of Rivulet, members of the immediate
           families of such persons and trusts or other entities for their benefit, or for certain
           large or strategic Investors. In such circumstances, the Funds may, for
           administrative convenience, issue a separate series/class or sub-class of
           Interests/Shares to any such person.

           Other Clients, including the SPV, are also charged a management fee and
           performance-based compensation as described in their respective investment
           management agreements or offering materials. Management fees for other
           Clients are also charged quarterly, however, these fees may be in charged in
           arrears or in advance depending upon the terms of the specific governing
           documents. In the event that these fees are charged in advance, Rivulet will
           ensure that at the point of redemption that no Client is charged a fee for a time
           period in which they were not invested.

           It is very important that Investors refer to their respective Fund’s governing
           documents for a complete understanding of how Rivulet is compensated for
           its advisory services. The information contained herein is a summary only
           and is qualified in its entirety by the relevant Fund governing documents.

Item 5.B   Describe whether you deduct fees from clients’ assets or bill clients for fees
           incurred. If clients may select either method, disclose this fact. Explain how often
           you bill clients or deduct your fees.

           Rivulet deducts fees from the Funds’ assets. Investors do not have the ability to
           choose to be billed directly for fees incurred.

           Rivulet typically deducts the amount of the management fee applicable to each
           Investor at the beginning of each quarter. The management fee is payable on the
           first day of each fiscal quarter based on the net asset value of each capital account
           balance or series of shares, as applicable, as of the beginning of such fiscal quarter
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ITEM 7 – TYPES OF CLIENTS
Describe the types of clients to whom you generally provide investment advice, such as individuals, trusts,
investment companies, or pension plans. If you have any requirements for opening or maintaining an
account, such as a minimum account size, disclose the requirements.

Rivulet provides investment advisory services to pooled investment vehicles operating as private
investment funds. When deemed appropriate for a large or strategic investor, Rivulet may elect to establish
additional SMAs, which may (i) tailor their investment objectives to specific financial instruments and/or
(ii) be subject to different terms and fees than those of other Clients. Such investment objectives, fee
arrangements and terms will be individually negotiated, and it should be noted that any such SMA
relationships would generally be subject to significant account minimums.

Investors in Clients Funds must meet certain eligibility provisions: interests/shares in the Funds are
generally offered to (A) U.S. investors who are (i) accredited investors within the meaning of Regulation
D of the Securities Act of 1933, as amended and (ii) “qualified clients” under Rule 205-3 of the Investment
Advisers Act of 1940, as amended (the “Advisers Act”), and (B) non-U.S. investors (as applicable).
Additionally, the minimum initial investment in the RCMF Funds is $1 million and the minimum
subsequent investment amount is $100,000, subject to reduction at the discretion of the General Partner or
Board of Directors, as applicable (but in no event less than the statutory minimum required by Cayman
Islands law for the RCMF Offshore Feeder). The minimum initial investment in the RCLO Funds is $5
million, subject to reduction in the sole discretion of the General Partner or Board of Directors, as applicable
(but will in no event be less than the statutory minimum required by Cayman Islands law for the RCLO
Offshore Feeder).