Twin Gryphon Advisors LLC

Item 5 – Fees and Compensation

The following paragraphs detail the fee structure and compensation methodology for services provided by the
Advisor. Each Client engaging the Advisor for services described herein shall be required to enter into one or
more written agreements with the Advisor that defines the terms of the engagement.

                                                Twin Gryphon Advisors LLC
                                       892 Plain Street, Suite 3A, Marshfield, MA 02050
                                        Phone: (781) 319-0098 | Fax: (781) 834-4149
                                                www.twingryphonadvisors.com

A. Fees for Advisory Services
Wealth Management Services/Investment Management Services
Investment advisory fees are paid quarterly, in advance of each calendar quarter, pursuant to the terms of the
agreement. Investment advisory fees range from 0.25% to 2.00% annually, based on several factors, including: the
investment strategies employed, the overall complexity of the services to be provided, the level of assets to be
managed, and the overall relationship with the Advisor. Relationships with multiple objectives, specific reporting
requirements, small account balances, portfolio restrictions and other complexities may be charged a higher fee.

The investment advisory fee is calculated quarterly based on the market value of assets under management at the
end of the prior calendar quarter. The investment advisory fee in the first quarter of service is prorated from the
inception date of the account[s] to the end of the first quarter. Fees may be negotiable at the sole discretion of the
Advisor. The Client’s fees will also take into consideration the aggregate assets under management with the
Advisor. All securities held in accounts managed by Twin Gryphon will be independently valued by the Custodian.
Twin Gryphon will conduct periodic reviews of the Custodian’s valuation to ensure accurate billing.

The Advisor’s fee is exclusive of, and in addition to any applicable securities transaction and custody fees, and
other related costs and expenses described in Item 5.C below, which may be incurred by the Client. However, the
Advisor shall not receive any portion of these commissions, fees, and costs.

Financial Planning and Consulting Services
Twin Gryphon offers financial planning and consulting services either on an hourly basis or a fixed engagement fee.
Hourly engagements are billed at rate of up to $500 per hour. Fixed fee and ongoing retainer agreements are
based on the expected effort and duration. For fixed project fee engagements, the fee is based on the expected
number of hours to complete the engagement at the Advisor’s hourly rate. Ongoing retainer engagements are
based on the expected number of hours per month at the Advisor’s hourly rate. Fees may be negotiable at the sole
discretion of the Advisor based on the nature and complexity of the services to be provided and the overall
relationship with the Advisor. An estimate for total hours and/or total costs will be provided to the Client prior to
engaging for these services.

Retirement Plan Advisory Services
Fees for retirement plan advisory services are charged an asset-based fee, billed at an annual rate, of up to 0.50%.
Fees are negotiable depending on the size and complexity of the Plan. Fees in the first quarter of the engagement
are prorated from the effective date of the agreement to the end of the first quarter.

Private Fund Advisor Services
The Advisor, as the general partner of the Fund, will receive from the Fund a management fee with respect to
each capital account, payable quarterly in advance. The fee with respect to each capital account will be in an
amount equal to 0.25% of each investor’s capital account at the beginning of each quarter (1.0% annually). For
more detailed information on the fees and compensation received by the Advisor and its affiliates, please
refer to the respective Fund’s Offering Documents.

B. Fee Billing
Wealth Management Services/Investment Management Services
Investment advisory fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at
the Custodian. The Advisor shall send an invoice to the Custodian indicating the amount of the fees to be deducted
from the Client’s account[s] at the beginning of the respective calendar quarter. The amount due is calculated by
applying the quartelry rate (annual rate divided by 4) to the total assets under management with Twin Gryphon at
the end of the prior calendar quarter. Clients will be provided with a statement, at least quarterly, from the
Custodian reflecting deduction of the investment advisory fee. Clients are urged to also review the statement
provided by the Custodian, as the Custodian does not perform a verification of fees. Clients provide written
authorization permitting advisory fees to be deducted by Twin Gryphon to be paid directly from their account[s] held
by the Custodian as part of the investment advisory agreement and separate account forms provided by the
Custodian.

                                               Twin Gryphon Advisors LLC
                                      892 Plain Street, Suite 3A, Marshfield, MA 02050
                                       Phone: (781) 319-0098 | Fax: (781) 834-4149
                                               www.twingryphonadvisors.com

Financial Planning and Consulting Services
Fixed or hourly financial planning or consulting fees may be invoiced up to fifty percent (50%) of the expected total
fee upon execution of the financial planning agreement. The balance shall be invoiced upon completion of the
agreed upon deliverable[s]. Ongoing retainer Clients shall be billed quarterly in advance or arrears, pursuant to the
terms of the advisory agreement.

Retirement Plan Advisory Services
Fees are typically deducted from the assets of the Plan at the end of each calendar quarter, based on the market
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Item 7 – Types of Clients

Twin Gryphon offers investment advisory services to individuals, high net worth individuals, trusts, estates, and
small businesses. Twin Gryphon generally does not impose a minimum size for establishing a relationship.

                                                Twin Gryphon Advisors LLC
                                       892 Plain Street, Suite 3A, Marshfield, MA 02050
                                        Phone: (781) 319-0098 | Fax: (781) 834-4149
                                                www.twingryphonadvisors.com

Private Fund Advisor Services
The Advisor also offers investment advisory services to the Fund. The Fund has a minimum investment amount of
$150,000.

Generally, the investors in the Funds meet the definition of “accredited investor” as defined in the Securities Act of
1933 and “qualified client” as defined in the Advisers Act. The various requirements for investing in a Fund,
including the minimum investment size, are set forth in each Fund’s Offering Documents. The Advisor has the
ability, in its sole discretion, to permit commitments below the minimum amounts set forth in the Offering
Documents.

Who is a “Qualified Client”? – Rule 205-3(d)(1) of the Adviser’s Act defines a “Qualified Client” as:

    I.      A natural person who, or a company that, immediately after entering into the contract has at least
            $1,100,000 under the management of the investment advisor;
    II.     A natural person who, or a company that, the investment advisor entering into the contract (and any
            person acting on his behalf) reasonably believes, immediately prior to entering into the contract, either:
               a. Has a net worth (together, in the case of a natural person, with assets held jointly with a spouse)
                   of more than $2,200,000.
               b. Is a qualified purchaser as defined in section 2(a)(51)(A) of the Investment Company Act of
                   1940 (15 U.S.C. 80a-2(a)(51)(A)) at the time the contract is entered into; or
    III.    A natural person who immediately prior to entering into the contract is:
               a. An executive officer, director, trustee, general partner, or person serving in a similar capacity,
                   of the investment adviser; or
               b. An employee of the investment adviser (other than an employee performing solely clerical,
                   secretarial or administrative functions with regard to the investment adviser) who, in connection
                   with his or her regular functions or duties, participates in the investment activities of such
                   investment adviser, provided that such employee has been performing such functions and
                   duties for or on behalf of the investment adviser, or substantially similar functions or duties for
                   or on behalf of another company for at least 12 months.

Who is an “Accredited Investor”? – Rule 501 of the Securities Act defines an “Accredited Investor” as any person
who comes within any of the following categories, or who the issuer reasonably believes comes within any of the
following categories, at the time of the sale of the securities to that person:

    I.      Any bank as defined in section 3(a)(2) of the Act, or any savings and loan association or other
            institution as defined in section 3(a)(5)(A) of the Act whether acting in its individual or fiduciary capacity;
            any broker or dealer registered pursuant to section 15 of the Securities Exchange Act of 1934; any
            insurance company as defined in section 2(a)(13) of the Act; any investment company registered under
            the Investment Company Act of 1940 or a business development company as defined in section
            2(a)(48) of that Act; any Small Business Investment Company licensed by the U.S. Small Business
            Administration under section 301(c) or (d) of the Small Business Investment Act of 1958; any plan
            established and maintained by a state, its political subdivisions, or any agency or instrumentality of a
            state or its political subdivisions, for the benefit of its employees, if such plan has total assets in excess
            of $5,000,000; any employee benefit plan within the meaning of the Employee Retirement Income
            Security Act of 1974 if the investment decision is made by a plan fiduciary, as defined in section 3(21)
            of such act, which is either a bank, savings and loan association, insurance company, or registered
            investment adviser, or if the employee benefit plan has total assets in excess of $5,000,000 or, if a
            self-directed plan, with investment decisions made solely by persons that are accredited investors;
    II.     Any private business development company as defined in section 202(a)(22) of the Investment
            Advisers Act of 1940;
    III.    Any organization described in section 501(c)(3) of the Internal Revenue Code, corporation,
            Massachusetts or similar business trust, or partnership, not formed for the specific purpose of acquiring
            the securities offered, with total assets in excess of $5,000,000;

                                                Twin Gryphon Advisors LLC
                                       892 Plain Street, Suite 3A, Marshfield, MA 02050
                                        Phone: (781) 319-0098 | Fax: (781) 834-4149
                                                www.twingryphonadvisors.com

    IV.     Any director, executive officer, or general partner of the issuer of the securities being offered or sold,
            or any director, executive officer, or general partner of a general partner of that issuer;
    V.      Any natural person whose individual net worth, or joint net worth with that person's spouse, exceeds
            $1,000,000;
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