Fees and Compensation
A. Advisory Services and Fees
Teca, either directly or indirectly through the Fund General Partner, receives management and
performance-based incentive fees or allocations in connection with the investment advisory
services Teca provides to the Teca Fund. The fees and/or allocations applicable to the Teca Fund
are set forth in detail in the Offering Documents.
A brief summary of such fees and allocations is provided below.
Management Fee
Investors in the Teca Fund (“Fund Investors”) pay Teca a management fee that ranges between
1% and 1.5% per annum (the “Management Fee”). The Management Fee is paid quarterly in
advance based on each Fund Investor’s capital account balance.
In the sole discretion of Teca, the Management Fee may be waived, reduced or calculated
differently with respect to the capital account(s) of any Investor, including, without limitation,
any member, partner, affiliate or employee of Teca or the Fund General Partner, any member of
the immediate family of any such person, and any trust or other entity established for the benefit
of any such person that invests directly or indirectly in the Teca Fund (collectively, “Teca-Related
Investors”). Typically, no Management Fee will be paid by any Teca-Related Investor.
Incentive Allocation
At the end of each fiscal year, the Fund General Partner will be entitled to receive an incentive
allocation based on the investment performance of the Teca Fund (the “Incentive Allocation”) in
an amount of between 10% and 20% amount of realized and unrealized gains for the year generally
over a preferred return or subject to a performance hurdle and subject to certain reductions and
adjustments as fully set forth in the Offering Documents.
In the sole discretion of the Fund General Partner, the Incentive Allocation may be waived, reduced
or calculated differently with respect to the capital account(s) of any Investor, including, without
limitation, any Teca-Related Investor.
In addition, Teca and/or the Fund General Partner has entered into side letter arrangements or
similar separate agreements with certain Fund Investors which provide for, different or more
favorable terms than those described above including, without limitation, the fees charged, “most
favored nation” rights, withdrawal terms, and such other rights as may be negotiated by the Teca
Fund and such Fund Investors.
B. Payment of Fees
Management Fees are paid quarterly in advance. Incentive Allocations are paid annually in arrears.
Management Fees and Incentive Allocations are generally deducted from each Investor’s capital
balance account by the Funds’ administrator.
C. Additional Expenses
In addition to the management and performance-based incentive fees or allocations described
above, each Client generally bears all of their own expenses, including but not limited to expenses
related to its operations and the investment of its assets. Each Client shall bear those expenses as
set forth in the applicable Offering Document, as amended from time to time, including, but not
limited to, some or all of the following:
• Expenses related to the research, due diligence and monitoring of actual and prospective
investments (whether or not consummated) and the consummation of investments,
including, without limitation, the following: fees and expenses related to obtaining research
and market data (including, without limitation, any information technology hardware,
software or other technology incorporated into the cost of obtaining such research and
market data); due diligence expenses including, without limitation, consulting and
appraisal fees; third-party investment sourcing fees; research related travel expenses;
brokerage fees, commissions and expenses, prime brokerage fees, and futures commission
merchant fees; expenses relating to short sales; clearing and settlement charges; custodial
fees and expenses; bank service fees; interest expenses and fees related to financings or
refinancings; fees and expenses of proxy research and voting services; and fees and
expenses of third-party professionals, including, without limitation, consultants,
investment bankers, attorneys and accountants;
• Organizational and reorganizational expenses;
• Operational expenses, including, without limitation, the following: fees and expenses
relating to information technology hardware, software or other technology (including,
without limitation, costs of software licensing, implementation, data management and
recovery services and custom development) used to research investments, evaluate and
manage risk, facilitate valuations, facilitate compliance with the rules of any self-regulatory
organization or applicable law (including, without limitation, reporting obligations),
facilitate and manage the order execution of securities by a fund or any trading vehicle or
otherwise managed by a fund or any trading vehicle, such as Bloomberg terminals and
order management systems;
• Third-party administrative fees and expenses;
• Fees and expenses of third-party professionals, including, without limitation, consultants,
valuation service providers, attorneys and accountants;
• The costs of any litigation or investigation involving activities of a Client or any trading
vehicle;
• Third-party audit and tax preparation expenses;
• Insurance expenses, including, without limitation, premiums for cybersecurity insurance
and liability insurance covering the Fund General Partner, the Firm and the members,
partners, officers, employees and agents of any of them, and each member of the Advisory
Board (as defined below);
• Fees and expenses of the Advisory Board;
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