System 2 Advisors LP

ITEM 5 - FEES AND COMPENSATION
Management Fees
        The TEAL Funds

Class A of the Funds do not pay System 2 a management fee.

Class B of the Funds pay a flat rate of 0.50% on all assets.

Class D of the Funds do not pay System 2 a management fee.

        The TISA Funds

Class A of the Funds (Non-Founders Share Class) do not pay System 2 a management fee.

Class B of the Funds (Founders Share Class) do not pay System 2 a management fee.

        The TIIA Funds

Founders Shares of the Funds do not pay System 2 a management fee.

Class A Shares of the Funds do not pay System 2 a management fee.

        The Advised Mutual Fund Accounts

For its services to the AMF Large Cap Equity mutual fund. System 2 is paid 0.65% of the Fund’s average
daily net assets. As of the date of this ADV Part 2 brochure, System 2 will waive its fee payable under the
Advisory Agreement by 10 basis points (reducing the fee to 0.55% of the Fund’s average daily net assets).

        The Sub-Advised Accounts

For its services for IOPP, System 2 is paid 0.65% of the Fund’s average daily net assets. As of the date of
this ADV Part 2 brochure, System 2 will waive its fee payable under the Sub-Advisory Agreement by 30
basis points (reducing the fee to 0.35% of the Fund’s average daily net assets).

Performance-Based Compensation
        The TEAL Funds

At the end of each fiscal quarter, for A Class shares, the TEAL Master Fund makes to System 2 Advisors
LLC, an affiliate of System 2, a performance-based allocation in compliance with Rule 205-3 under the
Investment Advisers Act of 1940, as amended (the “Advisers Act”) equal to 50% of the net profits of the
TEAL Fund during that period. The performance-based allocation is subject to a high water mark that
accrues monthly, and crystalizes on a quarterly basis. This means that no performance allocation is made
unless the value of TEAL Master Fund’s assets has increased since the prior allocation, adjusted for capital
withdrawals and contributions. The performance-based allocation is also subject to a variable quarterly
hurdle rate with a maximum hurdle of 2.25%, although certain investors are subject to a maximum 3.75%
quarterly hurdle rate. A performance-based allocation is not allocated with respect to the TEAL Feeder
Funds, as the allocation occurs at the TEAL Master Fund level. System 2 makes the performance allocation
pro rata from the account of each underlying TEAL Feeder Fund investor in the amount attributable to that
investor’s holdings in the applicable TEAL Feeder Fund. If the client terminates the Investment
Management Agreement, or an underlying investor withdraws its assets from a TEAL Fund, the
performance-based allocation will be allocated on a pro rata basis.

        The TISA Funds

At the end of each fiscal quarter, for A Class shares, the TISA Master Fund makes to System 2 Advisors
LLC, an affiliate of System 2, a performance-based allocation in compliance with Rule 205-3 under the
Investment Advisers Act of 1940, as amended (the “Advisers Act”) equal to 50% of the net profits of the
TISA Fund during that period. For B Class shares, a performance-based allocation equal to 40% of the net
profits of the TISA Fund is made. The performance-based allocation is subject to a high water mark that
accrues monthly, and crystalizes on a quarterly basis. This means that no performance allocation is made
unless the value of TISA Master Fund’s assets has increased since the prior allocation, adjusted for capital
withdrawals and contributions. The performance-based allocation is also subject to a quarterly hurdle rate
of 1.5%. A performance-based allocation is not allocated with respect to the TISA Feeder Funds, as the
allocation occurs at the TISA Master Fund level. System 2 makes the performance allocation pro rata from
the account of each underlying Feeder Fund investor in the amount attributable to that investor’s holdings
in the applicable Feeder Fund. If the client terminates the Investment Management Agreement, or an

underlying investor withdraws its assets from a TISA Fund, the performance-based allocation will be
allocated on a pro rata basis.

        The TIIA Funds

At the end of each fiscal quarter, for Founder Class shares, the TIIA Master Fund makes to System 2
Advisors LLC, an affiliate of System 2, a performance-based allocation in compliance with Rule 205-3
under the Investment Advisers Act of 1940, as amended (the “Advisers Act”) equal to 40% of the net profits
of the TIIA Fund during that period. For A Class shares, a performance-based allocation equal to 50% of
the net profits of the TIIA Fund is made. The performance-based allocation is subject to a high water mark
that accrues monthly, and crystalizes on a quarterly basis. This means that no performance allocation is
made unless the value of TIIA Master Fund’s assets has increased since the prior allocation, adjusted for
capital withdrawals and contributions. The performance-based allocation is also subject to a quarterly
hurdle rate of 1.5%. A performance-based allocation is not allocated with respect to the TIIA Feeder Funds,
as the allocation occurs at the TIIA Master Fund level. System 2 makes the performance allocation pro
rata from the account of each underlying Feeder Fund investor in the amount attributable to that investor’s
holdings in the applicable Feeder Fund. If the client terminates the Investment Management Agreement,
or an underlying investor withdraws its assets from a TIIA Fund, the performance-based allocation will be
allocated on a pro rata basis.

        The Advised and Sub-Advised Accounts

For services to AMF and IOPP., performance-based fees are not included.

How Fees are Paid
        The TEAL, TISA and TIIA Funds

The Funds’ administrator deducts from the account of each investor in each Feeder Fund the quarterly
performance allocation, if applicable.

        The Advised and Sub-Advised Accounts
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ITEM 7 - TYPES OF CLIENTS
In addition to advised and sub-advised services to a 40 Act Fund(s), System 2 also provides investment
advice to nine Funds, as described in more detail in Item 4 of this Brochure. Underlying investors in each
Fund typically must invest a minimum of $100,000 USD, although this requirement may be waived.
Investors in the Funds must certify that they are each an “accredited investor” as defined by Rule 501 of
Regulation D and a “qualified purchaser” under Section (2)(a)(51) of the Investment Company Act of 1940,
as amended. Investors in the Funds are generally:
             • high net worth individuals;
             • pension and profit sharing plans;
             • charitable organizations and/or foundations;
             • corporations, partnerships, LLCs or other businesses; and
             • trusts.