Atlas FRM LLC

Item 5 - Fees and Compensation

Compensation and Fee Schedules

As compensation for investment advisory services rendered to the Direct Funds, Atlas
typically receives a management fee (each, a “Management Fee”) from each such Direct
Fund. Additionally, as compensation for investment advisory services rendered to the Atlas
Innovation Entities, Atlas typically receives performance-based compensation from such
entities. All investors and prospective investors should review the Governing Documents
of each Atlas Fund in conjunction with this Brochure for complete information on the fees
and compensation payable in connection with a particular Atlas Fund. Different Atlas
Funds are subject to different management fees and performance-based compensation
arrangements. In limited circumstances, the advisory fees payable to Atlas which are borne
by individual investors in the Atlas Funds are negotiable and/or waived, and certain Atlas
Funds are not subject to any management fees or performance-based compensation.
Investors and prospective investors in each Atlas Fund should note that similar advisory
services may (or may not) be available from other investment advisers for similar or lower
fees. All other advisory clients (i.e., the Direct Funds and the Atlas Innovation Entities) are
“qualified purchasers” as defined in Section 2(a)(51) of the Investment Company Act of
1940, as amended (the “Company Act”). Consequently, Atlas is not required to include
specific fee information in this Brochure relating to the Direct Funds.

Deduction of Fees; Timing of Payments; Termination

Atlas charges and deducts Management Fees directly from the Atlas Funds pursuant to the
terms of the Governing Documents. Payment of Management Fees is generally made
quarterly in advance and in accordance with the terms of the Governing Documents. Please
refer to the Governing Documents of each of the Atlas Funds for complete information on
the timing of advisory fee payments. Upon termination of any investment management
agreement, any prepaid, unearned fees will be promptly refunded (determined on a pro rata

basis based on the number of days elapsed in the applicable payment period), and any
earned, unpaid fees will be due and payable.

Other Fees and Expenses

Atlas and its affiliates provide financial advisory and monitoring services to portfolio
companies and prospective portfolio companies (“Related Services”) as requested from
time to time by the Board of Managers or other governing body of a portfolio company,
which typically include: (i) advice in connection with the negotiation and consummation
of agreements, contracts, documents and instruments necessary to provide such portfolio
company with financing on terms and conditions satisfactory to the portfolio company; (ii)
financial advice and monitoring in connection with the portfolio company’s operations,
including, without limitation, advice with respect to the development and implementation
of strategies for improving the operating, marketing and financial performance of the
portfolio company and its affiliates; (iii) advice in connection with financing, acquisition,
disposition, merger, combination and change of control transactions involving the portfolio
company; and (iv) such other advice (including, without limitation, financial and strategic
planning and analysis, consulting services and executive recruitment advice) as Atlas and
the portfolio company from time to time agree. Atlas and its affiliated entities will receive
fees from actual or prospective portfolio companies of the Direct Funds in connection with
Related Services (all such fees, “Portfolio Company Remuneration”), and will also be
reimbursed for its expenses in respect of Related Services and otherwise.

Portfolio Company Remuneration may be substantial and may be paid in cash, in securities
of portfolio companies or investment vehicles (or rights thereto) or otherwise. Generally,
under the terms of the applicable Governing Documents, the Portfolio Company
Remuneration is net of various out-of-pocket costs and expenses, including costs and
expenses incurred by Atlas in connection with consummated or unconsummated
transactions (including travel expenses and meals and entertainment expenses) or in
connection with generating any such fees, as well as Third Party Fees (as defined below).
Although Portfolio Company Remuneration paid to Atlas is in addition to the Management
Fees, to mitigate potential conflicts of interest, Atlas will, in accordance with the terms of
the applicable Governing Documents, offset and reduce a portion of Management Fees
payable by the applicable Atlas Fund by all or a portion of such net Portfolio Company
Remuneration, or otherwise remit such benefits to the limited partners of such Direct Fund.
Rather than receive and retain Portfolio Company Remuneration, Atlas may agree to remit
or share (or cause a portfolio company or other payor to remit) a portion of any such fees
to one or more unaffiliated third parties (a “Third Party Fees”), such as a consultant,
Operating Partner, adviser, finder, broker, lender or investment bank. In such event, under
the terms of the applicable Governing Documents, such Third-Party Fee will be deducted
from the Portfolio Company Remuneration deemed received by Atlas, and therefore will
not be included in the amounts that offset management fees of the applicable Direct Fund.
“Operating Partners” are industry executives and professionals that have a relationship with
Atlas that Atlas expects will add value to the Atlas Funds, their respective portfolio
companies and their activities.

Any fees, compensation, incentive equity and other awards paid to Operating Partners or
other similar consultants from a portfolio company are not included as “Portfolio Company
Remuneration” under the applicable Governing Documents. The definition of and
calculation of the amount of such Portfolio Company Remuneration that is used to offset
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Item 7 - Types of Clients

Types of Clients and Investment Vehicles

Atlas provides investment advice solely to the Atlas Funds, which are pooled investment
vehicles generally offered to “accredited investors” within the meaning of the U.S.
Securities Act of 1933, as amended and/or “qualified purchasers” within the meaning of
the Company Act, and are therefore not required to register as investment companies under
the Company Act in reliance upon the exemptions available under Sections 3(c)(1) and
3(c)(7) thereof. The limited partners of the Atlas Funds will generally include high net
worth individuals, corporations, funds-of-funds, financial institutions, endowments,
foundations, trusts, estates, sovereign wealth funds, and public and private pension and
profit-sharing plans. Atlas also provides investment advice to Co-Invest SPVs.

Atlas and/or its affiliates will establish certain alternative investment vehicles, parallel
funds and/or special purpose vehicles (collectively, “AIVs”) for the purpose of addressing
tax, regulatory and/or structural issues, and/or facilitating certain investments by one or
more Atlas Funds and/or investors. Prospective investors are requested to refer to the
Governing Documents of the applicable Atlas Fund for complete details on any feeder fund
that may be established by such Atlas Fund and such Atlas Fund’s ability to make
investments through AIVs.

Minimum Investment Requirements

In general, the minimum investment commitment required of a limited partner to
participate in a Direct Fund is $5,000,000. Notwithstanding the foregoing, the general
partner (or equivalent entity) of each Atlas Fund has discretion to increase or reduce the
minimum investment commitment. Investors are requested to refer to the Governing
Documents of each Atlas Fund for complete information on minimum investment
requirements for participation in a particular Atlas Fund.