Season Investments LLC

Item 5: Fees and Compensation

Portfolio Management Services
Our standard management fee schedule is as follows: 1.50% on assets up to $250,000
                                                    1.00% on assets from $250,001 to $2,500,000
                                                    0.50% on assets from $2,500,001 to $25,000,000
                                                    Fees on assets above $25,000,000 are negotiable
                                                    Minimum quarterly fee of $2,500

This fee schedule is subject to negotiation in certain instances. Season may discount its fee schedule to
0.75% to $2,500,000 for immediate family members and waives its fees for all employees of the firm. In
certain cases, individual assets may carry their own custom fee schedule. Any such custom fee schedule
would be outlined in detail in an asset-specific addendum to the client’s advisory agreement.

Financial Planning Services
Financial planning services are included free of additional charge for our portfolio management clients who
meet the minimum quarterly fee.

Investment and Wealth Consulting Services
Consulting services will be subject to one of the following fee structures:

        •   Asset or net worth-based fee. The annual fee will be calculated as a per annum percentage of the
            market value of assets or net worth under Season’s advisement and will be billed quarterly in
            advance. The per annum rate is subject to negotiation but will generally range between 0.25-
            1.50%.
        •   Hourly fee. Clients will pay Season an hourly rate for all consulting services provided and will be
            billed monthly in arrears. The hourly rate is subject to negotiation.
        •   Fixed quarterly fee. Clients will pay Season a fixed quarterly fee for all consulting services provided
            and will be billed quarterly in advance. The quarterly rate is subject to negotiation and will be
            determined based on the scope of the services to be provided under the consulting arrangement.

We will take into consideration the overall scope and complexity of the relationship when negotiating a
consulting arrangement and fee structure with each individual client. In all cases, the client agrees to pay all
fees within 30 days of receiving an invoice from Season.

Season Investments Alternative Credit & Equity Fund, LP
The Season Investments Alternative Credit & Equity Fund, LP (the “Fund”) may reimburse Season for certain
administrative costs incurred on its behalf. Season is entitled to a 10% performance allocation on all net
profits, subject to a high-water mark. Season may recommend its clients invest in the Fund. If such
investment is made, all Fund-level fees will be waived for such client for as long as the advisory relationship
remains active, and the investment in the Fund will be counted as an asset in their managed portfolio for
billing purposes. To be clear, Season does not stand to make any additional management or performance
fees by virtue of recommending its existing advisory clients invest in the Fund.

Sub-Adviser Fees
In accounts where a Sub-Adviser is engaged, clients will be responsible for the fees charged by such Sub-
Adviser. These fees may be in addition to the Firm’s advisory fee, depending on the structure of the
arrangement. The specific fee structure will be disclosed to the client in advance, and clients should
understand that the use of a Sub-Adviser may result in higher overall fees than if the account were managed
solely by the Firm.

For All Services
Clients are billed in advance at the beginning of each calendar quarter based upon the previous quarter’s
ending portfolio value or per the client’s customized fee schedule. Fees may be debited directly out of client
accounts or paid by the client via a check or electronic money transfer. The fee in the initial quarter shall be

based on the value of the assets pro-rated for the number of days in the quarter that the portfolio will be
under management, beginning on the day the portfolio is initially implemented.

Our services may be terminated by either party with written notice at any time. In the event of termination,
Season will return to the client the unearned portion of the fees collected in advance, pro-rated for the
number of days remaining in the quarter. As of the termination date, Season will have no further obligation
to take any action with regard to the client’s assets.

Management personnel and other related persons of our firm may be licensed as insurance agents. In this
separate capacity, these individuals may be in a position to earn compensation (other than management
fees discussed herein) from insurance-related products. This presents a conflict of interest to the extent that
these individuals may recommend an insurance product which results in a commission. In our fiduciary role
as adviser, any such recommendations will be made based solely on what is in the best interest of the client.
Furthermore, clients are under no obligation to engage these individuals in this capacity or to accept
recommendations regarding insurance-related products. The implementation of some or all insurance-
related recommendations is solely at the discretion of the client.

All fees paid to Season are separate and distinct from the fees and expenses charged by mutual funds, ETFs
or any other separately-managed fund product. Such fees and expenses are described in each fund's
prospectus. The client should review these fees in addition to our management fee to understand the total
amount of fees being incurred. Clients are also responsible for the fees and expenses charged by custodians
and imposed by broker dealers, including, but not limited to, any transaction charges imposed by a broker
dealer with which an independent investment manager effects transactions for the client's account(s).
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Item 7: Types of Clients

Season offers its services to individuals, trusts, pension plans, foundations and endowments, institutions,
businesses, pooled investment vehicles and other types of clients.