Accolade Capital Management LLC

Item 5. Fees and Compensation

The Adviser or its affiliates generally receive Advisory Fees and Carried Interest (each as defined
below) or similar performance-based remuneration from a Fund. A Fund also typically
reimburses the Adviser and its affiliates for certain expenses and/or make other payments to the
Adviser or its affiliates for services provided to the Fund or its portfolio companies which, in
certain circumstances, reduce the Advisory Fees payable to the Adviser. Additionally, consistent
with the Organizational Documents of a Fund, the Fund typically bears certain out-of-pocket
expenses incurred by the Adviser in connection with the services provided to the Fund. Details
about such fees and expenses are contained in the Organizational Documents of a Fund. Further
details about certain common fees and expenses are set forth below.
Advisory Fees

As compensation for investment supervisory services rendered to the Funds, the Adviser may
receive from each such Fund an advisory fee (each, an “Advisory Fee”) as specified in such
Fund’s limited partnership agreement or analogous Organizational Documents. The Advisory
Fee is typically calculated based on committed capital with respect to such Fund or the net asset
value of the interests attributed to limited partners. Advisory Fees may be reduced during the life
of a Fund. Advisory Fees paid by a Fund may also be reduced by other fees or compensation
received by the Adviser or its affiliates that relate to such Fund’s activities and investments, or
by certain excess organizational or other expenses borne by such Fund, as described in more
detail below. Advisory Fees paid by a Fund are indirectly borne by investors in such Fund.
Advisory Fees are deducted from the assets of the Funds either quarterly in advance or arrears,
as applicable.
The precise amount of, and the manner and calculation of, the Advisory Fees for each Fund are
established by the Adviser, as modified by negotiations with investors in the applicable Fund,
and are set forth in such Fund’s Organizational Documents. The Advisory Fees and other fees
and distributions described herein are generally subject to modification, waiver, or reduction by
the Adviser in its sole discretion, both voluntarily and on a negotiated basis with selected
investors via side letter and other arrangements, which may not be disclosed to other investors
in the same Fund. The fee structures described herein may be modified from time to time. Fees
may differ from one Fund to another, as well as among investors in the same Fund. Unless
otherwise agreed with a Fund’s investors, Advisory Fees will continue to be payable during any
term extensions. In addition, the Adviser may enter into economic and/or other fee sharing
arrangements with respect to one or more Funds and/or certain investors thereof, the rights of
which will not generally be offered to other investors.
Investors in the Funds that are employees or former employees of the Adviser or family members
of employees of the Adviser (including any related entity established by any of the foregoing,
such as trusts, charitable programs, endowments or related programs, family investment vehicles
and other estate planning vehicles) (collectively, “Adviser Investors”) typically do not pay
Advisory Fees or Carried Interest in connection with their investment in a Fund. Notwithstanding
that Adviser Investors will generally not pay Advisory Fees, Adviser Investors will pay for their
pro rata share of any other Fund expenses or the pro rata portion of such Adviser Investors’
expenses will be allocated to the Adviser or the general partner of the applicable Fund.

The Advisory Fees paid by a Fund will generally be reduced by the amount of fees incurred by
the Adviser in connection with the organization of such Fund that exceed a limit specified in
such Fund’s limited partnership agreement or analogous Organizational Documents. In addition,
the Advisory Fees paid by a Fund will generally be reduced by its allocable share of certain Other
Fees as defined in “Fees Payable by Underlying Funds and Portfolio Companies” immediately
below. To the extent an Other Fee relates to more than one Fund, the Adviser shall allocate the
resulting Advisory Fee reduction among the applicable Fund(s) in proportion to their interest (or
prospective interest) in an underlying fund or portfolio company. As some Funds do not pay
Advisory Fees, or in certain cases where a Fund does pay an Advisory Fee but such Advisory
Fee may be borne only by certain limited partners in the Fund, such reduction will not benefit
such Funds or such limited partners, as applicable, unless otherwise provided in the Fund’s
Organizational Documents. Generally, the portion of Other Fees allocable to capital invested by
a Fund, co-investment vehicle or third-party investor that does not pay Advisory Fees will be
retained by the Adviser and such amounts will not offset any Advisory Fee.
Upon termination of an Advisory Agreement, Advisory Fees that have been prepaid are generally
returned on a prorated basis.
Other Fees

Fees Payable by Underlying Funds and Portfolio Companies
The Adviser and its affiliates may perform transaction-related, financial advisory and other
services for, and receive a variety of other cash, equity and other non-cash fees from, actual or
prospective portfolio companies or other investment vehicles of the Funds, including break-up
fees and fees in connection with structuring investments in such portfolio companies, as well as
mergers, acquisitions, add-on acquisitions, refinancings, public offerings, sales, divestments or
other dispositions and similar transactions with respect to such portfolio companies and
prospective portfolio companies (collectively with the other fees described in this section, “Other
Fees”).
Although Other Fees are in addition to the Advisory Fees, the Adviser will reduce the amount
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Item 7. Types of Clients

The Adviser currently provides investment supervisory services to the Funds. Investment advice
is provided directly to the Funds (subject to the direction and control of the general partner of
each such Fund, if applicable) and not individually to investors in such Fund.
Interests in the Funds are offered pursuant to applicable exemptions from registration under the
Securities Act and the 1940 Act. Investors in the Funds are generally “qualified clients” as
defined in the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and may
include, among others, high net worth individuals, banks, thrift institutions, pension and profit
sharing plans, trusts, estates, charitable organizations, university endowments, corporations,
limited partnerships and limited liability companies or other entities.
The Adviser does not have a minimum size for a Fund, but minimum investment commitments
may be established for investors in the Funds. The general partner of each Fund may in its sole
discretion permit investments below the minimum amounts set forth in the Organizational
Documents of such Fund.