3B1 Partners LLC

Item 5: Fees and Compensation

The fees and expenses applicable to each of the Funds are set forth in detail in the corresponding
Offering Documents. A brief summary of such fees is provided below.

Management Fee

The Funds will pay the Firm a fee (the “Management Fee”). The Management Fee will be paid in
advance on each Management Fee Payment Date for each quarterly period, equal to the product of up
to 2% per annum and the Investor’s Capital Contributions in respect of Investments (other than Realized
Investments).

Carried Interest

The Funds distribute to the General Partners a “Carried Interest” consisting of the Cumulative Net
Distributions with respect to the Investors approximately 7% per annum annually compounded internal
rate of return on the aggregate amount of Capital Contributions made by such Investors.

Fund Expenses

To the extent that the General Partners or its Affiliates have not elected to pay such costs and expenses,
subject to adjustment of each Investor’s Management Fee offset, the Funds shall bear and be charged
with the costs and expenses of the Funds’ operation that the General Partners believes in good faith to
be reasonable and in furtherance of the business of the Funds (and shall promptly reimburse the General
Partners, the Firm or their Affiliates, as the case may be, to the extent that any of such costs and expenses
are paid by such entities) (the “Fund Expenses”), including: (i) fees, costs and expenses of any
administrators, custodians, attorneys, accountants, tax advisors, consultants, brokers, agents, valuation

3B1 Partners, LLC                                                        Form ADV Part 2A Brochure

experts, data providers (including related systems/services from such data providers) and other
professionals (including audit and certification fees and the costs of preparing, printing and distributing
reports to Investors and costs of related information management systems); (ii) all out-of-pocket fees,
costs and expenses, if any, incurred in developing, negotiating, structuring, acquiring, trading, settling,
monitoring, holding and disposing of actual Investments and costs of related information management
and trading systems, including any financing, legal, accounting, advisory and consulting costs and
expenses in connection therewith (to the extent not subject to any reimbursement of such costs and
expenses by entities in which the Funds invest or other third parties), including any such fees, costs and
expenses payable to Toro Advisors; (iii) fees, costs and expenses related to the organization or
maintenance of any intermediate entity used to acquire, hold or dispose of any Investment or otherwise
facilitating the Funds’ investment activities (each, an “Intermediate Vehicle”), including without
limitation any travel and accommodation expenses related to such entity; the salary and benefits of any
personnel reasonably necessary for the maintenance of such entity; or other overhead expenses in
connection therewith; (iv) Broken Deal Expenses, to the extent not reimbursed by an entity in which
the Funds have invested or proposes to invest or other third parties; (v) brokerage commissions, prime
brokerage fees, custodial expenses, agent bank and other bank service fees and other investment costs,
fees and expenses actually incurred in connection with actual Investments; (vi) interest on and fees and
expenses arising out of all borrowings made by the Funds, including, but not limited to, the arranging
thereof; (vii) costs and expenses of any lenders, investment banks and other financing sources; (viii)
costs of any litigation, D&O liability or other insurance and indemnification or extraordinary expense
or liability relating to the affairs of the Funds; (ix) all out-of-pocket expenses incurred in connection
with complying with provisions in any Side Letters entered into with Investors; (x) expenses of winding
down and liquidating the Funds and any Alternative Investment Vehicles or Intermediate Vehicles; (xi)
any taxes, fees or other governmental charges levied against or payable by the Funds and all expenses
incurred in connection with any tax audit, investigation, settlement or review of the Funds; all out-of-
pocket fees, costs and expenses, if any, (A) incurred in connection with the Funds’ legal, tax and
regulatory compliance with U.S. federal, state, local, non-U.S. or other law or regulation (excluding
regulatory filings of the Firm and its Affiliates relating to the Funds and its activities) and (B) associated
with any third-party examinations or audits (including other similar services) of the Funds that are
attributable to the operation of the Funds; (xiii) expenses associated with any meeting of the Funds and
any conference of the Investors; and (xiv) all out-of-pocket expenses of the Investment Committee.

Neither the Firm nor its employees accept compensation, including sales charges or service fees, from
any person for the sale of securities or other investment products.

Item 7: Types of Clients

Our clients are the Funds, as described in Item 4 above, and the Funds are generally open to, among
others, institutions, pension plans, endowments, and other sophisticated investors who are accredited
investors.

3B1 Partners, LLC                                                       Form ADV Part 2A Brochure