Standard Partners LLC

Item 5 – Fees and Compensation

Managed Accounts

Services are provided by opening a Managed Account. Standard receives either a management fee or a performance-
based fee for its investment management services, depending on whether a Managed Account holder meets certain
eligibility requirements. Both management fees and performance fees are calculated by the Adviser and are deducted
directly from Managed Accounts. Standard does not charge fees based upon the value of securities purchased on
margin.

The performance-based fees (or allocations) (generally referred to herein as performance fees) are one-fourth (25.0%)
of profits earned above a “Hurdle Rate” of six percent (6.0%) (or, in certain instances, a pro rata portion thereof) in
any given “Performance Period”. A Performance Period is a calendar year, and Standard utilizes the last day of each
calendar year to determine the market value of the assets upon which the performance fee is based. Performance fees
are allocated automatically to the Adviser on December 31 of each calendar year. Performance fees are based on the
appreciation of the net asset value of each Managed Account and are subject to a high watermark.

Management fees are only charged to those Managed Account holders who are not Qualified Clients as the term is
defined in Rule 205-3 under the U.S. Investment Advisers Act of 1940, as amended (the “Advisers Act”), which
requires a Qualified Client to have at least $1,100,000 under management with the Adviser or have a net worth
(exclusive of a primary residence) exceeding $2,200,000. The management fees are based on assets under management
and typically are up to .50% per quarter of assets under management [up to two percent (2.0%) per annum] and valued
as of the last day of the then ended calendar quarter. Management fees are accrued quarterly and payable quarterly in
arrears.

Standard’s fees are not negotiable. However, Standard may reduce or eliminate management or performance fees with
respect to any Managed Account holder in its sole discretion, including Managed Account holders that are members,
principals, employees of Standard or relatives of such persons or for certain large or strategic investors. Performance
fees are calculated by the Adviser. Standard does not require Clients to pay fees in advance. Neither Standard nor its
supervised persons accept compensation for the sale of securities or other investment products, including asset-based
sales charges or service fees from the sale of mutual funds.

Each Managed Account holder is asked to have his or her attorney review the investment management agreement that
specifies terms and conditions of the negotiated business arrangement. Either party may terminate the contract by
notifying the other party in writing in advance of termination.

Any investment-related costs and other expenses common to a Managed Account generally are incurred at the
Managed Account level and borne by the individual Managed Account holder. These costs and expenses are in
addition to the asset management or performance-based fee assessed to a Client by Standard.

The above list and description of costs and expenses that a Client may bear is not complete. Thus, Managed Account
holders should refer to the investment management agreement for a complete description and list of costs and expenses
that each Managed Account Holder may bear.

Private Fund

Where appropriate, the Adviser, on a non-discretionary basis, recommends that qualified clients consider allocating a
portion of their investment assets to the Fund. The terms and conditions for participation in the Fund, including
management and incentive fees, conflicts of interest, and risk factors, are set forth in the Fund’s offering documents.
The Adviser’s Clients are under absolutely no obligation to consider or make an investment in the Fund. Unlike other
liquid investments, the Fund does not provide daily liquidity or pricing. Each prospective Fund investor will be
required to complete a Subscription Agreement, declaring that he/she is qualified for investment in the Fund and
acknowledges and accepts the various risk factors that are associated with such an investment.

In performing its services, the Adviser shall not be required to verify any information received from the Client or from
the Client’s other professionals and is expressly authorized to rely thereon. Moreover, each Client is advised that it
remains his/her/its responsibility to promptly notify the Adviser if there is ever any change in his/her/its financial
situation or investment objectives for the purpose of reviewing/evaluating/revising the Adviser’s previous
recommendations and/or services.

The Fund pays or reimburses the Adviser (or affiliate) for all costs and expenses incurred by or on behalf of the Fund
or for its benefit, including, without limitation, all costs and expenses associated with negotiating and entering into
contracts and arrangements in the ordinary course of the Fund’s business, all Fund trading costs and expenses, all
costs and expenses associated with the organization of the Fund or the offering or sale of limited partnership interests
therein (including, without limitation, filing fees and legal and accounting fees), all costs of communication with
current and prospective Fund investors, printing costs, and all bookkeeping, recordkeeping, legal, accounting, tax
preparation, professional, expert and consulting fees and expenses.

The Fund permits a Fund investor to make redemption on the last business day of any calendar quarter, provided that
there remains property of the Fund sufficient to pay all liabilities, contingent or otherwise, of the Fund and Adviser
(or affiliate) has received at least ten (10) calendar days prior written notice. An investor may require the Fund to
redeem its interest at net asset value (as defined in the Fund’s offering documents) at the time of redemption. If an
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Item 7 – Types of Clients

Standard offers its services to pooled investment vehicles, individuals, and businesses. Standard imposes a minimum
new account value of $2,000,000 for all Fund and Managed Accounts. All minimums are subject to change and may
be reduced or waived by the Adviser.