Avanath Capital Management LLC

Item 5 – Fees and Compensation

Management and Performance Fees

For each of the Funds managed by Avanath, the Investors pay to the Firm or an affiliate of the Firm
an annual advisory fee (the "Management Fee") that is generally called from Investors or paid out
of the operating income of the Fund. Such Management Fee will vary depending on the amount of
capital committed and the date of investment and may be reduced or waived for certain related
parties of Avanath. The Management Fee is typically paid quarterly in advance, although Avanath
retains the right to delay the timing of its receipt of the Management Fee at its sole discretion. The
Management Fee arrangement is detailed in the applicable governing documents of each Fund. Co-
investment vehicles such as the Partnerships pay a reduced fee, as indicated in their respective
governing documents.
The precise amount of, and the manner and calculation of, the Management Fee for each Fund are
established by the Firm as set forth in each Fund’s governing documents received by each Investor
prior to investment in such Fund. The Management Fee and other fees described herein are
generally subject to waiver, modification or reduction by the Firm in its sole discretion, both
voluntarily and on a negotiated basis with selected Investors via side letter and other arrangements,
which, to the extent permitted by applicable law, may not be disclosed to other Investors in the
same Fund.

In addition to the Management Fee, Avanath is eligible to receive an incentive allocation as
described in the offering documents for each Fund and Partnership. The preferred return varies for
certain Funds and Partnerships. Each Investor should refer to the governing documents for the
relevant Client for specific details on the applicable fees and incentive allocation calculation
methodology.

The incentive allocation will only be charged to accounts of those Investors who are “qualified
clients” as defined in Rule 205-3 of the Investment Advisers Act of 1940 (the “Advisers Act”).

Fees and other compensation are negotiable in certain circumstances and arrangements with any
particular Investor may vary. Although Avanath believes its fees are competitive, lower fees for
comparable services may be available from other investment advisers.

Fees, Costs, and Expenses

Avanath’s Management Fees and incentive allocation are not inclusive of all the fees and expenses
that Investors may bear. The Funds are responsible for costs and expenses incurred for maintaining
the operations of the Funds, including legal and regulatory fees, tax and audit expenses, insurance
costs, and other out-of-pocket fees and expenses in connection with organizing and raising capital
for the Funds up to certain limits. Other expenses allocated to the Funds or to the properties owned
by the Funds include, but are not limited to, costs and expenses of identifying, investigating,

                                            Form ADV Part 2A: Avanath Capital Management, LLC

acquiring, owning, financing, expanding, and disposing of properties, including related travel
expenses, to the extent applicable; “dead deal” costs for unconsummated transactions, including
for investments that are pursued that may be appropriate for a co-investment vehicle; expenses
related to the ongoing operations of the properties owned by the Funds, including, but not limited
to, property management; construction management; research-related expenses; system and
technology costs; salary, benefit, and other related costs for personnel of Avanath or its affiliates
who perform certain property-related functions including, but not limited to, leasing, property
management, and accounting; expenses related to annual meetings of Investors, including
attendance of employees at such meetings; and expenses incurred by the members of the Advisory
Committee for their attendance at meetings of the Advisory Committee. This list is not intended to
be exhaustive; prospective Investors are advised to review the applicable offering materials and
organization agreements for a more extensive description of the fees and expenses associated with
investments in the Funds. To the extent that expenses are attributable to more than one property or
Fund, Avanath will allocate such costs in a manner that it believes to be fair and equitable to all
properties or Funds involved. The allocation methodology will vary depending on the type of
expense but may include allocating expenses equally among properties or pro rata by committed
capital to the Funds.

Notwithstanding the above, any placement agent fees and certain organizational costs above
specified thresholds incurred by the Firm or its affiliated entities are not borne by the Fund, as
specified in the governing documents for each of the Funds.

With respect to each investment held in a Partnership in which co-investors co-invest (or propose
to co-invest) with a Fund, any investment expenses or indemnification or repayment obligations
related to such investments shall be borne by the relevant Fund and co-investors in proportion to
the capital committed by each to such investment. Avanath allocates shared expenses among Funds,
co-investment vehicles, and related entities based on its good faith determination of relative benefit
received. For the avoidance of doubt, Avanath may in its sole discretion structure any co-investment
opportunity so that the proposed co-investors do not bear any broken deal expenses; provided, that
if so structured, such co-investors shall not be entitled to receive any break-up or similar fees that
may be earned with respect to such transaction.

Avanath occasionally invests in assets where the investment opportunity is shared with a joint
venture partner (“JV Partner”) that provides equity and/or services to the shared project (“JV
Project”). JV Partners can receive compensation in the form of management fees from the JV
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Item 7 – Types of Clients

Avanath’s Clients are the Funds and Partnerships, structured as limited liability companies that are
exempt from registration as an investment company under U.S. law by virtue of Section 3(c)(7) of
the Investment Company Act of 1940.

The Investor base (i.e. members) consists of highly sophisticated participants that are generally
institutional Investors or “knowledgeable employees” (as defined in the Investment Company Act),
or a “non-US person” (as defined under Rule 902 under the Securities Act), or to persons who are
otherwise permitted to invest under applicable securities laws. The minimum capital commitment
required of each Investor is typically $2 to 5 million depending on the Client, although Avanath
reserves the right to accept capital commitments of lesser amounts.

This firm Brochure is not an offer to invest in our Funds.