AII Capital Management LLC

Item 5 - Fees and Compensation

SMA Advisory fees
The Adviser will be paid for advisory services to SMAs in arrears in accordance with the terms of the written
investment advisory agreement governing the services to the SMA. Such terms include a fixed monthly fee
as well as an hourly fee for advisory services. Advisory fees are billed directly to the holders of SMAs.

SMA Transaction Fees
SMA clients will incur transaction fees including broker fees when an investment is bought or sold. The
transaction fees of real estate investments are often higher than those of other securities.

Fund Management Fees
The Adviser will be paid in accordance with the terms of the operating agreement of the Fund. Generally,
the Adviser will be paid an annual management fee by the Fund, payable quarterly the “Management
Fee”), equal to 1.25% of unreturned capital contributions; provided, however, any and all placement agent
fees and associated expenses paid by the Fund will be applied to reduce (but not below zero) the amount
of Management Fees paid by the Fund to the Adviser.

Fund Acquisition Fees
The Adviser (or an affiliate) will be entitled to an acquisition fee equal to 1% of the total purchase price of
real estate assets. (“Real Estate Assets”). Such fees are generally paid by a legal entity created for purpose
of acquiring the Real Estate Assets. Based on the size of its investment in the that legal entity, the Fund
will ultimately pay its pro rata portion of the acquisition fee. No disposition fee will be charged.

Acquisition fees create a conflict of interest between the Adviser and investors in the Fund. Such fees
provide an incentive for the Adviser to favor larger or less attractive acquisitions. The Adviser manages
this conflict by only selecting investments that are in accordance with the client’s investment objects and
in the client’s best interest.

Other Fees Payable to General Partner and Affiliates of the Fund
The Adviser and its affiliates may receive fees for real estate related services provided to the Fund, the
Real Estate Assets or entities owning such assets, including development, construction management,
property management, leasing and sales services. The fees for these services will be based upon current
market rates for such services. To the extent the Adviser subcontracts with any third party for property
management services, the fees payable to such third party will be subtracted from any property
management fees payable to the Adviser or its affiliates.

Fund Expenses
The Fund will be responsible for all expenses relating to the formation and organization of the Fund, and
the operation of the Fund, including (i) all administrative and operating expenses, including (A) legal,
accounting, and other professional fees, including any and all fees and disbursements of attorneys relating
to Fund matters, fees relating to the preparation of financial and tax reports, portfolio valuations, third
party audits and tax returns, (B) taxes, fees or other governmental charges levied against the Fund and all
expenses incurred in connection with any tax audit, investigation, settlement or review of the Fund, (C)
litigation costs, (D) costs of director and officer liability insurance and indemnification or extraordinary
expenses or liabilities relating to the affairs of the Fund, (E) expenses relating to the organization and
operation of alternative investment vehicles and Parallel Funds, and (F) allocated expenses including
services subscribed to for investment purposes, and indirect due diligence expenses, (ii) interest, fees and
expenses arising out of all permitted borrowings made by the Fund, (iii) Management Fees, (iv) other fees
payable by the Fund to the Adviser and its affiliates described in the offering documents of the Fund; (v)
placement agent fees and expenses; (vi) organizational expenses, and (vii) all expenses incurred in holding,
developing, negotiating, structuring, acquiring and disposing of the Fund’s investments and prospective
investments (whether or not consummated), including any financing, legal, accounting, advisory and
consulting expenses.

Important Additional Considerations
The information provided herein summarizes detailed information provided by investment advisory
agreements and the Fund’s offering documents. Current and prospective investors should be aware of
the substantial risks associated with such investments as well as the terms applicable to such
investments. This and other detailed information are provided in the applicable investment advisory
agreements and Fund offering documents.

Item 7 - Types of Clients

The Adviser provides advisory services to a private equity real estate fund, including any future affiliated
parallel funds, sidecar funds, and special purpose investment funds related to the Fund.

Investors in the Fund are subject to minimum investment amounts and suitability requirements as set
forth in the Fund PPM and organizational documents.
The Adviser provides non-discretionary advisory services for SMA clients subject to the discretion of the
Adviser to accept such clients.