Virage Capital Management LP

Item 5: Fees and Compensation

   This brochure is only delivered to qualified purchasers and therefore does not contain our
   advisory service fee schedule.

   Our firm, or an affiliate of our firm, typically receives compensation from each of our clients
   based on a percentage of assets we manage, and performance-based fees. With respect to our
   Litigation Finance Clients, we typically structure our performance-based compensation as
   profit-sharing allocations through limited partner interests that our affiliates and strategic
   investors hold in our client funds. Such performance-based compensation is also generally
   subject to a loss carryforward requirement or “high water mark.” This means that we only
   receive a performance profit allocation when an investor’s account value for the year has
   recovered any losses from prior years (reduced proportionately by any withdrawals an investor
   makes). With respect to the Recovery Fund and the Opportunity Fund, we structure our
   performance-based compensation as a carried interest distribution that is subject to a preferred
   return to the underlying investors, which means that we generally only receive a distribution of
   investment proceeds after the underlying investors have received both a return of their
   contributed capital and a preferred return thereon.

   We only offer interests in our Litigation Finance Clients and the Opportunity Fund to “qualified
   purchasers” as defined in the Investment Company Act of 1940, as amended (the “Investment
   Company Act”). Qualified purchasers are generally individual investors or certain family-
   owned entities with over $5,000,000 in investments or entities with over $25,000,000 in
   investments. The Recovery Fund is closed and not offering, but only accepted subscriptions from
   persons who were “qualified clients” as defined in Rule 205-3 of the Investment Advisers Act
   of 1940, as amended. Qualified clients are generally individual investors with a net worth of
   $2,100,000 or who have at least $1,000,000 in investments or an investor who is otherwise a
   qualified purchaser. For purposes of clarity, any investor in any of our clients must be an
   “accredited investor” as defined in Regulation D under the Securities Act of 1933, as amended,
   for purposes of the private securities offering.

With respect to our Litigation Finance Clients, we deduct our asset-based fees directly from
such clients’ accounts each month. We generally deduct performance-based compensation on
an annual basis or upon a withdrawal or redemption (but only on the amount withdrawn or
redeemed) or in connection with a distribution of investment proceeds. The asset-based fee that
we charge investors in our Litigation Finance Clients and the Opportunity Fund is payable in
advance at the beginning of each calendar month. In the unlikely event that an investor is
redeemed before the end of the billing period, we will refund a pro rata percentage of the fee
paid in advance. With respect to the Recovery Fund, we deduct our asset-based fees directly
from such client’s account each quarter (however, to the extent cash is unavailable from approved
sources, our asset-based fees for the Recovery Fund are accrued and deducted, but payment is
deferred until such time adequate cash is available). In addition, we are entitled to distributions of
“carried interest” after the achievement of certain return hurdles (including a return of
contributed capital and a preferred return thereon) in connection with the receipt of net proceeds
from investments, of which distributions are generally made on a quarterly basis (to the extent
thereof). For the Opportunity Fund we are also entitled to certain distributions directly from the
ABS Firm (the Opportunity Fund’s investment target) that are subject to the receipt by the
Opportunity Fund of certain targeted distributions from the ABS Firm (as more fully described
in the Opportunity Fund’s private placement memorandum)—See Item 10.

Investors in our clients do not pay any performance-based compensation in advance. Our fees
are generally non-negotiable, but we do have the discretion to waive all or a portion of the
management fee and/or the performance-based compensation with respect to our clients.

All of our clients bear various costs, fees and expenses in addition to the compensation payable
to our firm or an affiliate of our firm. Although we set forth enumerated lists below, all investors
in our clients and prospective investors should review the Private Placement Memorandum or
other governing documents for each applicable fund, which may discuss additional costs, fees
and expenses not discussed below.
Our clients, and consequently the investors in our clients, generally incur the following
expenses:

       o offering and organizational expenses,

       o costs of identifying and evaluating proposed investments and expenses relating to
         investment transactions (including airfare and hotel costs for attending conferences
         attended by prospective borrowers) and, if applicable, all fees and commissions paid
         to loan facilitators and loan originators or brokers,

       o expenses with respect to the acquisition and disposition of investments, whether or
         not consummated,

       o loan fees, appraisal fees, underwriting commissions and discounts and other
         investment-related expenses,

       o all transaction costs, custody fees, fees of professional advisors and consultants
         relating to investments or prospective investors, travel, specific expenses incurred in

          obtaining research and other information utilized with respect to the applicable
          fund’s investment program,

      o any withholding or transfer taxes imposed on the applicable fund,

      o out-of-pocket costs of the administration of the applicable fund, including
...

Item 7: Types of Clients

    Litigation Finance Clients. As noted in Item 4 (Advisory Business), we provide investment
    management services (including cash management) to our Litigation Finance Clients. With the
    exception of WAM Series 1 – Virage Master LP, Series 5 – Virage Master LP, and Series 6 –
    Virage Master LP, each of the VCP Funds is a master-feeder fund structure that has a domestic
    feeder fund and one or more offshore feeder funds. Each of the Fund of Ones is a limited
    partnership established for a single limited partner investor. Each of our Litigation Finance
    Clients originates loans (or other funding arrangements) to borrowers and relies on Section
    3(c)(7) of the Investment Company Act for an exclusion from registration as an investment company
    under that act.

    Recovery Fund. As noted in Item 4 (Advisory Business), we provide investment management
    services (including cash management) to the Recovery Fund in relation to its strategy of
    pursuing claims recoveries under the Medicare Secondary Payer Act and other applicable law.
    Historically the Recovery Fund has not been an investment company as defined by the
    Investment Company Act but following a transaction in May 2022 in which the Recovery Fund
    received securities of an issuer, the Recovery Fund now relies on Section 3(c)(1) of the
    Investment Company Act for an exclusion from registration as an investment company under
    that act.

    Opportunity Fund. As noted in Item 4 (Advisory Business), we provide investment management
    services to the Opportunity Fund in relation to its strategy of investing in an ABS. The
    Opportunity Fund relies on Section 3(c)(7) of the Investment Company Act for an exclusion
    from registration as an investment company under that act.

    With respect to the VCP Funds and the Recovery Fund, each master fund, and not the feeder
    funds, is our client because the feeder funds place all of their investable assets in one or more
    series of the applicable master fund. All investment activities for such funds are conducted at
    the master fund level where we act as the investment manager to each master fund.

    This brochure is not an offer to invest in any of our clients or, as applicable, any of their
    respective feeder funds.