ArcLight Capital Partners LLC

Item 5. Fees and Compensation

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

Advisory Fees

Compensation and Fee Schedules. As compensation for investment supervisory services rendered to
the Funds, the Adviser receives from each such Fund, directly or indirectly, an advisory fee (each, an
“Advisory Fee”), which is generally calculated based on committed or invested capital, net asset value
or remaining invested capital, with respect to such Fund, in accordance with the Governing
Documents of such Fund and as described in more detail below. Advisory Fees are permitted to be

reduced during the life of a Fund. Investors participating in a closing after the Fund’s initial closing
date also bear the Advisory Fee from the initial closing date, generally in addition to an interest
component payable to the Adviser or an affiliate. Advisory Fees paid by a Fund are typically 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 borne by investors in such Fund, including any Funds that invest
in a Main Fund (such as Feeder Vehicles). Specific fee disclosure is not provided in this Brochure,
as all clients are qualified purchasers as defined in Section 2(a)(51)(A) of the 1940 Act. All investors
should review the Governing Documents for each Fund in conjunction with this Brochure for
complete information on the fees and compensation payable with respect to a particular Fund.

As is generally the case in private equity funds, the Governing Documents provide that a Fund’s
Advisory Fee will be calculated and charged on a basis that generally is not tied to the Fund’s then-
current net asset value. Subject to the relevant Main Fund’s Governing Documents, the Advisory Fee
for a Main Fund (i) from the effective date of the relevant Main Fund until a date specified in the
relevant Governing Documents (the “Stepdown Date”), is generally based on Capital Commitments
(as defined below), and (ii) after the Stepdown Date, is generally based on (a) invested capital or
aggregate capital contributions to such Main Fund with respect to investments that have not been
disposed of or completely written off for U.S. income tax purposes (or in certain instances, as set
forth in the relevant Governing Documents, permanently and completely written down) or (b) the
lower of (i) the market value of investments or (ii) capital contributed to the Main Fund with respect
to investments that have not been disposed of or written off, (in each case, including, where
applicable, a Fund borrowing component (including interest expenses) and the amount of any
capitalized Other Fees (as defined below) or expenses including costs of Consultants) (such
investments that have not been disposed of or written off or written down in accordance with the
Governing Documents, “Written Off Investments”). Due to differences in the criteria set forth in their
respective Governing Documents, in the event where more than one Fund participates in an
investment, there is the possibility that an investment will become a Written Off Investment for
purposes of one Fund’s Governing Documents but not those of one or more other Funds. The
Advisory Fee for Continuation Vehicles is generally based on capital contributed to such
Continuation Vehicle with respect to portfolio investments that have not been disposed of or written
off. The Advisory Fee for certain Co-Investment Vehicles is generally based on Capital
Commitments.

As a result, and as is generally the case for private equity funds, except where the relevant Governing
Documents expressly provide to the contrary, the amount of the Advisory Fee generally will not
correspond with fluctuations in the net asset value of individual investments or of the relevant Fund,
including where the fair market value of an investment exceeds or falls below the total amount of
applicable contributed capital. Therefore, the Advisory Fee with respect to most Funds will generally
not be reduced (in whole or in part) in connection with any partial sale or disposition, distributions,
partial realizations, reorganizations, write-downs, restructurings, roll-over investments, extraordinary
dividends made with respect to, or similar transactions related to, an investment or in circumstances
where one or more other Fund(s) divest their respective investment(s) in the relevant portfolio
company, whether in whole or in part, in each case in circumstances that do not result in the complete

disposition of the relevant Fund’s interest therein (even in cases where the value of the Fund’s
investment or the Fund’s ownership percentage in such investment has been reduced (including
substantially reduced) as a result of such partial sale or disposition, distribution (e.g., those resulting
from a dividend recapitalization), partial realization, reorganization, write-down, restructuring, roll-
over investment, extraordinary dividend or similar transaction), and in such cases, limited partners
...

Item 7. Types of Clients

The Adviser currently provides investment supervisory services to the Funds, which are pooled
investment vehicles. Investment advice is provided directly to the Funds (subject to the direction
and control of the General Partner of each such Fund) 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 (also referred to herein as “limited partners”)
are “accredited investors” as defined in Regulation D under the Securities Act and are “qualified
purchasers” as defined in the 1940 Act, and often include, among others, high net worth individuals,
banks, thrift institutions, pension and profit-sharing plans, trusts, estates, charitable organizations,
university endowments, sovereign wealth funds, corporations, limited partnerships, and limited
liability companies and other entities.

ArcLight or its related persons have in the past and are expected in the future to establish Feeder
Vehicles to address certain tax, regulatory or other requirements and/or other alternative investment
vehicles (collectively, “AIVs”) or parallel funds formed for the purpose of facilitating certain
investments by a Fund and/or its investors. Please refer to the Governing Documents of the applicable
Fund for complete details on any Feeder Vehicle established by such Fund and a Fund’s ability to
make investments through AIVs or parallel funds.

The Adviser has not established a minimum size for any Fund, but minimum investment
commitments are generally established for investors in the Funds. Each General Partner has the
ability, in its sole discretion, to permit investments below the minimum amounts set forth in the
offering documents of the applicable Fund, has previously permitted investments below the minimum
amount and expects to do so in the future.