Ardian US LLC

Fees and Compensation

Management and Advisory Fees

We may receive management or advisory fees for our services to the funds or clients we manage or
advise, the amount of which varies depending on the fund or client. For private funds, these fees are
generally negotiated with prospective investors in a fund over the course of the fund’s private offering
of limited partnership interests. In certain instances, the management fees payable by an investor may
be reduced or waived, at Ardian’s discretion. For the advised funds that are charged management fees,
those fees are generally payable monthly, quarterly, and/or semi-annually during the term of each fund.
The details of these fees are set forth in the governing documents of the clients. and the fee structures
described herein may be modified from time to time. Fees may differ from one fund to another, from one
share class to another within a fund, as well as among investors in the same fund. Upon termination of an
advisory agreement, management fees that have been prepaid are generally returned on a prorated basis.

Management fees are typically calculated based on total capital commitments, remaining invested capital
and/or the net asset value of the fund’s portfolio investments, depending on the fund. Management fees
vary fund by fund and may be payable quarterly in advance or monthly in arrears. Generally, for private
funds, management fees are billed to each private fund’s general partner and paid by the private fund
from the private fund’s assets. To obtain cash for the payment of management fees, the general partner
may draw down on the investors’ capital commitments when deemed necessary.

With respect to the private funds for the period from such private fund’s initial closing through the
investment period of the fund, as set forth in each private fund’s governing documents, management
fees are based on a percentage (generally varying between .045% and 1.75% per annum, for the private
funds currently managed by Ardian US, though as referenced elsewhere in this document some private funds
may charge no management fee at all) of either the total capital commitments made to the private fund
by investors, the acquisition cost of the investments held by the private fund at any time during the
relevant quarter, the remaining investment capital and/or the net asset value of the private fund’s portfolio
investments.

Management fees are exclusive of other fees and/or expenses incurred by the funds, which are borne by
and payable out of the assets of the funds and not paid by the Adviser. These include, among other
things, charges imposed by custodians, administrators, and other third parties and certain administration
fees, organizational costs, and operating expenses of the fund. Some funds may charge an annual
administrative fee in lieu of or in addition to management fees charged. These administrative fees will
generally be charged quarterly, where applicable. Fees and expenses charged to a separate account is
described in the managed account agreement with such account. The specific fees and/or expenses borne
by a fund are set forth in the governing documents of each fund.

Normally, investors are not permitted to withdraw from one of our funds and are required to maintain
their investments throughout the life of the fund. As noted, the funds are closed ended, so investors who
wish to withdraw their investments would need to sell their interests. For Ardian Access, members may
liquidate their investment only as a result of repurchases of units conducted by a fund or transfer to a
substituted member. After the first full year of operation, the Adviser may recommend to the Board of
Ardian Access to offer unit repurchasing on a quarterly basis, as outlined in Ardian Access’s prospectus.
If a fund were to terminate, or an investor or we as an adviser were to withdraw from the fund in the
middle of a quarterly period, the agreements between we as the adviser and the funds provide for the
return of the unearned portions of the management fees that have been paid in advance.

Expenses

Manager Expenses

To the extent provided in the organizational documents of the relevant fund, the manager of a fund will
pay their own normal operating overhead expenses, including employee salaries and rent incurred in
maintaining their place of business.

Fund Expenses

Below is a non-exhaustive list of potential fees and expenses that may be charged by a client fund. Not all
fees and expenses are applicable to every fund. Please see respective fund documents for the applicable
fees and expenses charged.

To the extent provided in the governing documents of the relevant fund, a fund may bear (a) all expenses
connected to the creation and organization of the fund, the placement and the subscription of the interests
(the “Organizational Expenses”), including but not limited to any cost for marketing, placement (other
than fees payable to any placement agent), promotion (including printing and postal expenses), reasonable
travelling, obtaining legal, tax and accounting advice, and auditors’ and consultants’ fees (b) fees, costs
and expenses of outside counsel, accountants, auditors, appraisers or pricing services, including any
fairness opinion, valuation experts, consultants, administrators, custodians, trustees and other similar
outside advisors and service providers with respect to a fund and its portfolio investments; (c) fees, costs
and expenses of identifying, investigating (and conducting diligence with respect to), evaluating,
structuring, consummating, holding, monitoring or selling potential and actual portfolio investments,
including third-party diligence software and service providers, as well as(i) brokerage, clearing and
settlement commissions and charges, investment banking fees, bank charges, placement, syndication and
solicitation fees, arranger fees, sales commissions, and other investment, execution closing and
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Types of Clients

We primarily provide investment management and investment advisory services to pooled investment
vehicles. These pooled investment vehicles are generally managed or primarily advised by the Firm or its
affiliates. In addition, from time to time we also provide investment advice for a fee to separately
managed accounts. The investors in our funds consist primarily of institutional investors and high net
worth individuals. We generally require that each investor in a private fund or closed ended tender offer
fund be an “accredited investor” as defined in Regulation D under the Securities Act of 1933.
Additionally, for all private funds managed by Ardian US, we generally require that each investor also be
a “qualified purchaser”, within the meaning of 2(a)(51) of the Investment Company Act of 1940, as
amended and a “qualified client” within the meaning of Rule 205-3 of the Investment Advisers Act of
1940, as amended.

Investors qualified to invest in the Adviser’s private funds are required to commit at least $5 million.
Investors qualified to invest in Ardian’s closed-end interval funds are required to subscribe at least
$25,000. Each fund’s general partner reserves the right to waive any minimum investment amount.