3650 REIT Investment Management LLC

ITEM 5.         FEES AND COMPENSATION

Fee Schedule.

3650IM’s fee schedule is omitted because this brochure is being delivered only to qualified
purchasers, as defined in section 2(a)(51)(A) of the Investment Company Act of 1940 (the
“Investment Company Act”).

The terms for payment of (1) management fees, (2) incentive-based compensation, (3) any offsets
and (4) expenses regarding the Clients are set forth in the relevant Operative Documents.

Management fees are paid both quarterly in advance through a capital call made to the applicable
investors as well as quarterly in arrears. If the advisory arrangement is terminated during a quarter,
the pro rata portion of the management fee for the remainder of the quarter, minus reasonable
expenses, will be returned to the applicable investors.

Other Compensation 3650IM’s Affiliates Receive in Connection with the Loans.

3650IM’s strategies generally involve loan origination and loan pool financing activities which
require that certain asset-level processes be performed. 3650IM believes that its affiliates perform
these processes in a manner that is of higher quality and reliability, as well as more timely, than
services generally available from third-party service providers. 3650IM contracts with affiliates to
perform certain required asset-level processes upon terms similar to those available from third-
party providers. From time to time, however, 3650IM may conclude that a third party may provide
such service in a superior or more efficient manner and contract such with such third-party
provider. It is important to note that fees paid to 3650IM affiliates will not be negotiated at arm’s-
length and may be higher than fees payable to unaffiliated third parties.

To the extent that 3650IM or its affiliate performs all or a portion of the services listed above, the
costs of such services will be reimbursed by (as applicable) a subsidiary REIT or SubCo and/or
the pertinent Client. To the extent that a third party performs such services and 3650IM incurs all
or a portion of the corresponding expenses listed above, such expenses also will be reimbursed by
(as applicable) the REIT, SubCo and/or the pertinent Client. Each Client ultimately bears its share
of applicable expenses paid by the REIT, SubCo or Manager (as applicable) and reimburses the
REIT, SubCo or Manager (as applicable) accordingly as set forth in the Operative Documents.

For example, in accordance with the Operative Documents, Clients may pay (directly or
indirectly), 3650IM’s affiliated service providers fees including:

   •   Direct loan origination fee—regarding any investment sourced by such affiliate and
       originated by the REIT or SubCo
   •   REIT management fee— regarding services rendered as a REIT manager
   •   Third-party arranged loan origination fee—regarding any investment originated as the
       result of the relationship between the originator and such affiliate
   •   Bank arranged loan sourcing fee (i.e., a co-arranged fee)—a percentage of the loan balance
       paid to banks for loans sourced through the “arranger bank” process
   •   Underwriting and due diligence fee—regarding investment due diligence

   •   Loan processing fee—regarding the processing of any loan (provided that in some
       instances, to the extent the borrower for a portfolio investment pays the loan processing
       fee to a 3650IM affiliate, such fee will reduce, on a dollar-for-dollar basis, the amount of
       the fee paid by the Client)
   •   Permanent Financing (as defined below) preparation fee—regarding loan data collection,
       verification and formatting, the preparation of scenario modeling tools, the preparation of
       rating agency loan packages and other loan and portfolio data management processes in
       connection with the preparation of any Permanent Financing
   •   Primary loan servicing fee—regarding any investment serviced by such affiliate
   •   Special servicing loan fee—regarding any investment in default serviced by such affiliate
   •   Liquidation fee—regarding any investment in default for which such affiliate performs
       liquidation-related services to the extent not otherwise paid by the borrower
   •   Workout fee—regarding any investment in default to the extent not otherwise paid by the
       borrower
   •   Securitization special servicing fees— regarding special servicing described that are paid
       by borrowers, by an issuer of or notes issued in a securitization that is intended to be treated
       as the issuance of indebtedness for federal income tax purposes or by a trust issuing
       passthrough certificates with respect to target loans held in a securitization
   •   Investment level fees—regarding any portfolio investment, fees charged by third parties or
       3650IM affiliates in exchange for services (including, without limitation, origination
       services, loan-servicing services, underwriting services, securitization services and
       accounting services, some of which are described above in more detail)
   •   Administration fee – which is charged to some investors as part of 3650IM’s management
       of the applicable vehicle

Third-Party Fees/Expenses.

Similarly, a Client may pay third parties or reimburse 3650IM the Client’s share of the following
fees and expenses, among others, if/as applicable:

   •   Securitization fees/expenses—a percentage of the pool balance for underwriting,
       placement, rating agencies, legal and other costs
   •   Broken deal expenses—third-party loan origination expenses (e.g., appraisal,
       environmental, property condition, legal, etc.) are generally paid from up-front deposits
       funded by the borrower; however, in certain instances of broken deals, a Client may bear
       some of these costs
   •   Sub-servicing fees
   •   Fees for loan administration and cash management The payment of any of the fees
...

ITEM 7.        TYPES OF CLIENTS

3650IM provides investment advisory services to investors via separately managed accounts, and
commingled private funds. Investment advisory services provided to SMAs will be provided
pursuant to separate investment advisory agreements and will be solely provided to qualified
purchasers. With respect to the JVs structured as pooled investment vehicles, investment advice
is provided directly to the JV, and not individually to the investors in such Clients. Investors may
include, but are not limited to, high net worth individuals, family offices, funds of hedge funds,
endowments, foundations, trusts, charitable organizations, pension plans, and sovereign wealth
funds.

With limited exceptions, where permitted by applicable law, 3650IM requires that its Clients and
investors in the funds it advises (and other investors) to be “qualified purchasers” as that term is
defined in Section 2(a)(51) of the Investment Company Act (with the exception of certain 3650IM
personnel who qualify as “knowledgeable employees” under Rule 3(c)-5 of the Investment
Company Act).