Spice Expeditions LP

Item 5 – Fees and Compensation

A.      Fee Schedule
Spice is compensated for its advisory services through management fees, carried interest
allocations, and in certain cases by administration fees. The structure and amount of fees vary
among the Funds. The specific terms of which are set forth in each Fund's Governing Documents.
Fees are negotiable in certain circumstances, and arrangements with any particular investor may
vary. Prospective investors should review each Fund's Governing Documents carefully for a
complete description of applicable fees and compensation. Copies of the Governing Documents
are available to prospective investors upon request. The information contained herein is a
summary only and is qualified in its entirety by the Funds' Governing Documents. Investors and
prospective investors are advised that they should consult with their own legal, financial, tax, and
other advisers when making any investment decision.
The management fees and other compensation described herein are generally subject to
modification, waiver, or reduction by Spice in its sole discretion via side letters and other
arrangements with certain investors, which modifications may not be disclosed to other investors

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                                                                        Spice Expeditions, LP Brochure

in the same or similar Funds. Fee structures may differ from one Fund to another, as well as among
investors in the same Fund.
Performance-based compensation, such as carried interest, may create an incentive for Spice to
make investments that are riskier or more speculative than would otherwise be the case.
Notwithstanding this potential incentive, Spice will evaluate investments in a manner it considers
to be in the best interest of each Fund, given its investment objectives, strategies, and risk profile.
Management Fees. For the Flagship Funds, Spice receives a 2% management fee calculated as a
percentage per annum of each investor’s capital commitment during the commitment period and
thereafter based on invested capital, as defined in the Governing Documents.
Currently, the SPVs generally do not charge a management fee, except for certain Ultraspice
Opportunity Vehicles for which Spice receives a 1% management fee calculated as a percentage
per annum of each investor’s capital commitment.
Carried Interest. Spice, or the applicable general partner, receives a carried interest allocation
from each Fund, payable from net profits, as outlined herein and in accordance with the terms
and requirements of each Fund’s Governing Documents. The carried interest rate varies by Fund,
with the Flagship Funds being 20% and the SPVs being between 10% and 15%. The specific
distribution mechanics applicable to each Fund, including whether a preferred return or catch-up
applies, are further described in Item 6 of this brochure.
Administration Fees. Investors in certain Spice Opportunity Vehicles can be subject to an
administration fee, payable to Spice, which is calculated as a percentage of each investor’s total
capital commitment. The administration fee is activated on an individual basis for investors
pursuant to their side letter(s) with Spice and collected via capital calls.
Class-Specific Charges. Certain Ultraspice Opportunity Vehicles contain class-specific economic
terms, including a mandatory charge applicable to investors in one class that is assessed at the
expiration of the applicable lock-up period and reallocated to and for the benefit of investors in
the other class, regardless of whether a withdrawal is made.
B.      Payment of Fees
Management fees are paid directly by investors to Spice quarterly in advance, or may otherwise
be accrued or allocated against investment proceeds or income as outlined within the Governing
Documents. Carried interest is allocated from Fund profits in accordance with each Fund’s limited
partnership agreement. The Flagship Funds are permitted re-draws of contributed capital, such
that investors may be called to contribute in excess of their original capital commitment over the
life of the applicable Fund, as set forth in the Governing Documents.
C.      Third-Party Fees
In addition to management fees and carried interest, the Funds bear certain expenses as set forth
in their respective Governing Documents. Such expenses generally include, without limitation:
organizational and offering expenses; legal, accounting, auditing, and tax preparation fees; costs
of reporting to investors; insurance premiums; costs related to the LP Advisory Committee;

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                                                                      Spice Expeditions, LP Brochure

expenses related to portfolio company monitoring, board representation, and deal sourcing; dead
deal costs for transactions not consummated; and any extraordinary expenses. Spice's
management fee is exclusive of these Fund-level expenses.
The Funds will also incur brokerage commissions, transaction fees, and other related costs and
expenses in connection with investment activities. Such charges are exclusive of and in addition
to Spice's management fee, and Spice does not receive any portion of these commissions, fees,
or costs. Please see Item 12 of this Brochure for a discussion of brokerage practices.
From time to time, Spice, the applicable general partner, or their respective partners or
employees may receive compensation from portfolio companies in connection with services
rendered to or on behalf of such companies. The types of fees that may be received and that are
subject to offset against the management fee include: directors' fees, consulting fees, closing fees,
transaction fees, financing fees, commitment fees, monitoring fees, break-up fees, topping fees,
...

Item 7 – Types of Clients

Spice provides investment advisory and management services exclusively to the Funds, which are
privately placed investment funds. Spice does not provide investment advice to individuals or
manage separately managed accounts.
The minimum capital commitment for the Funds varies, but is subject to waiver at the General
Partner’s discretion as permissible by each Fund’s Governing Documents.