1988 Asset Management LLC

ITEM 5: FEES AND COMPENSATION

    a) Compensation

As compensation for its service as the collateral manager of the 1988 Asset Management CLOs, the
Firm generally receives a senior management fee, a subordinated management fee and a performance
fee (collectively, the “Collateral Management Fees”). The senior management fee has a higher priority
in a CLO’s priority of payment waterfalls whereas the subordinated management fee generally ranks
below principal and interest payments to senior note holders in the payment waterfalls. 1988 Asset
Management will earn a subordinated management fee if over-collateralization and interest coverage
tests have been satisfied for all senior CLO note holders. Fees are calculated and paid by an
independent trustee pursuant to the indenture governing each 1988 Asset Management CLO. Please
consult the applicable 1988 Asset Management CLO's Governing Documents for additional
information regarding the fees in respect of such 1988 Asset Management CLO.

Where advisory services are conducted by Series M-1 as a relying adviser, fee arrangements and
payments are structured in accordance with the applicable CLO Governing Documents and remain
subject to the Firm’s supervision and policies. The Firm and/or Series M-1 may share or allocate fees
and expenses in a manner consistent with the Governing Documents, applicable law, and the Firm’s
policies.

See Item 6 – Performance Based Fees and Side By Side Management for more information relating
to performance-based fees and potential conflicts of interest.

In respect of a Client that is a Warehouse, 1988 Asset Management could also, but currently does not,
receive management fees payable as negotiated by 1988 Asset Management on a deal-by-deal basis
and/or structuring fees or “warehouse success fees” (collectively, “Warehouse Fees”). Warehouse
Fees could include fees similar to the management fees and performance fees described above, as well
as certain fees negotiated in connection with a payoff of such Warehouse. Such fees shall be described
in the transaction documents for a Warehouse.

1988 Asset Management shares a portion of its fees with one or more investors in certain 1988 Asset
Management CLOs.

    b) Billing

The senior management fees and subordinated management fees will typically be paid quarterly in
arrear, in accordance with each 1988 Asset Management CLO’s Governing Documents. Performance
fees will typically be paid later in a 1988 Asset Management CLO’s tenor if specific internal rates of
return thresholds are achieved. Fees are calculated and paid by an independent trustee pursuant to the
indenture governing each 1988 Asset Management CLO. Please consult each 1988 Asset
Management CLO’s Governing Documents for additional information regarding such Collateral
Management Fees.

    c) Other Expenses

The payment of expenses by a 1988 Asset Management CLO will reduce the value of each 1988 Asset
Management CLO’s investment.

1988 Asset Management CLOs are responsible for and do incur other expenses separate and apart
from the Firm’s Collateral Management Fees discussed above, as provided in the Governing
Documents of each 1988 Asset Management CLO. Other fees and expenses borne by investors in
1988 Asset Management CLOs typically include, but may not be limited to: (i) fees, costs and
expenses of legal advisers, independent accountants, rating agencies, consultants, brokers and other
professionals retained by a Client or by the Firm on behalf of a Client; (ii) any and all fees, expenses
and other costs relating to the acquisition and disposition (whether or not consummated),
management, maintenance, custody, monitoring, pricing, and administration of the underlying
investments owned by a Client, including, without limitation, the reasonable expenses incurred by or
on behalf of the Firm relating to any pricing and research data services retained by the Firm,
compliance services and software, accounting, programming and data entry services, any review,
waiver or amendment with respect to underlying investments and the reasonable travel and out-of-
pocket costs and related expenses incurred in connection with the management of certain investments;
(iii) expenses, including reasonable travel costs, in connection with the offering of the securities of
such Client; (iv) expenses associated with participation on formal and informal creditor committees
and any legal expenses incurred in connection therewith or otherwise to enforce a Client’s rights in
respect of any investment (e.g., expenses relating to reorganizations, restructurings and workouts); (v)
any expenses incurred in connection with the organization and operation of vehicles formed to hold
all or a portion of a Client’s investments; (vi) fees and expenses incurred in connection with the
reorganization, dissolution, winding-up or termination of a Client; (vii) all taxes, regulatory and
governmental charges (not based on the income of the Firm); (viii) insurance premiums or expenses;
(ix) any expenses related to compliance with regulatory requirements on behalf of a Client; (x) the
costs of any investigation and/or litigation involving activities of a Client, and any judgments or
settlements paid in connection therewith, and other extraordinary expenses; and (xi) as otherwise
agreed upon by a Client and the Firm.

For more specific information regarding costs and expenses that are applicable to a 1988 Asset
Management CLO, please refer to the Governing Documents for that Client.

For a more complete discussion of brokerage, selection of broker dealers, and transaction costs that
could be incurred by Clients, see Item 12 – Brokerage Practices.

Throughout the course of carrying out its investment advisory activities, the Muzinich Group incurs
expenses on behalf of one of more Clients and/or on behalf of the Muzinich Group and Muzinich
Group Client(s) (“Common Expenses”). The Muzinich Group seeks to allocate Common Expenses in
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ITEM 7: TYPES OF CLIENTS

The Firm’s clients are CLO issuers and related warehouse entities for which the Firm (or, as
applicable, Series M-1 under the Firm’s umbrella registration) provides collateral management and
related advisory services.

The securities issued by 1988 Asset Management CLOs are generally expected to be purchased by
institutional investors which can include, but may not be limited to, public and private pension funds,
sovereign wealth funds, investment companies, banks, trusts, and insurance companies. 1988 Asset
Management (and/or other members of the Muzinich Group or their employees) expects to maintain
an investment in the 1988 Asset Management CLOs, but could sell a portion or all of its investment
at its discretion to eligible institutional investors in accordance with each 1988 Asset Management
CLO’s applicable Governing Documents.