5C Investment Partners Advisor LLC

Item 5: Fees and Compensation

The fees and compensation paid to the Advisor by the Clients will be set forth in their respective
offering documents (e.g., limited partnership agreements) and investment advisory agreements
(collectively referred to herein as “governing documents”). Such fees and compensation are
expected to include a fee for management services (i.e., a “Management Fee”) and, for some
Clients, a fee based on investment income and capital gains if certain performance hurdles are met
(i.e., carried interest or an incentive fee).

Investors in each Client managed by the Advisor should review the relevant governing documents
for complete information on fees and compensation payable to the Advisor and its affiliates.
Information regarding the fees and compensation payable by the Clients where all underlying
investors are “qualified purchasers” (as defined under Section 2(a)(51) of the Investment Company
Act of 1940, as amended (the “1940 Act”)) is not required to be provided herein.

The Advisor reserves the right to negotiate different fee terms among Clients. Management Fees
are typically based on a percentage of the invested assets or invested capital that the Advisor is
managing on behalf of Clients. Clients are also expected to be subject to other fees, including
administrative and other fees which may be negotiated with Clients. The Advisor (or an affiliate
thereof) reserves the right, in its sole discretion to waive or otherwise reduce Management Fees
payable by its personnel, certain business associates and “friends and family” investors with
respect to their direct or indirect investments in Clients.

Fees and compensation paid to the Advisor do not include sales commissions, ongoing platform,
distribution or similar fees and other related costs and expenses incurred by Clients. Clients may
incur certain charges imposed by custodians, brokers, financial intermediaries, placement agents
and other third parties.

Expenses

Clients are subject to various fees and expenses, some of which are unique to the management of
private investment funds. These include, but are not limited to, Management Fees, carried interest
or incentive fees (where applicable), and operational expenses such as auditing, administration and
legal fees. The specific fees and expenses applicable to each Client are detailed in its respective
governing documents.

Allocation of Shared Expenses

The Advisor is committed to a fair allocation of shared expenses among Clients and clients of the
Advisor’s affiliates, including those expenses that are common to both Clients and business
development companies that are advised by the Advisor’s affiliate, 5CLP Advisor. The Advisor
has a comprehensive policy on the allocation of shared expenses (the “Allocation of Shared
Expenses” policy), which will seek to ensure that all shared expenses are allocated in a manner

that is fair, consistent with the respective client offering documents, and in line with fiduciary
principles. Where anticipated transactions are not consummated, expenses associated with broken
deals (“Broken Deal Expenses”) shall typically be borne solely by the relevant Client(s) pro rata
based upon anticipated commitment amounts. In the event that a transaction in which a co-
investment was planned, including a transaction for which a co-investment was believed necessary
in order to consummate such transaction or would otherwise be beneficial, in the judgment of the
Advisor, ultimately is not consummated, all Broken Deal Expenses relating to such proposed
transaction will be borne by the relevant Client(s), and not by any potential co-investors, that were
to have participated in such transaction. Where multiple Clients invest or consider investments in
the same company at different times, the first Client to invest typically will bear all or a higher
level of diligence and transaction fees, costs and expenses than later Clients (whether in the same
or different strategy than the first Client); similarly, to the extent a transaction does not proceed,
the first Client to invest typically will bear the full amount of Broken Deal Expenses relating to
the transaction, regardless of whether other Clients could or would have invested in the company
in potential future transactions.

 The Allocation of Shared Expenses policy covers, among other things, the methodology for
distributing operational costs, shared investment expenses, and any other expenses incurred by
multiple entities managed by the Advisor and 5CLP Advisor. The Advisor currently allocates
expenses between its affiliates and Clients based upon time spent by its employees on each
entity.

Item 7: Types of Clients

The Advisor and its affiliates provide investment advice to private investment funds and separately
managed accounts. Investors in Client accounts are expected to primarily be comprised of
government and private pension funds, sovereign wealth funds, endowments, foundations, family
offices, banks, investment companies, insurance companies, private corporations and high net
worth individuals. Generally, investors in Client accounts are required to meet certain suitability
and net worth qualifications, such as being (a) an “accredited investor” (as defined in Rule 501 of
Regulation D under the Securities Act of 1933, as amended) and (b)(i) a “qualified purchaser” (as
defined in Section 2(a)(51) of the 1940 Act) or (ii) a “knowledgeable employee” (as defined in
Rule 3c-5 of the 1940 Act).

Investors in Client accounts are expected to have conflicting investment, tax and other interests
with respect to their respective investments. The results of a Client’s activities may affect investors
differently, depending on their different situations. As a consequence, conflicts of interest may
arise in connection with decisions made by the Advisor that benefits one investor over another
investor. In selecting and structuring investments for a Client, the Advisor will consider the
investment and tax objectives of the Client as a whole and not the objectives of any individual
investor. However, there can be no assurance that a result will not be more advantageous to some
investors than to other investors.