Battle Investment Group LLC

ITEM 5 – Fees and Compensation

All investors and prospective investors should review the Governing Documents of each Fund in
conjunction with this Firm Brochure for complete information on the fees and compensation payable with
respect to a particular Fund. Different Funds may be subject to different management fees and
performance-based compensation arrangements. Investors and prospective investors in each Fund should
note that similar advisory services may (or may not) be available from other investment advisers for similar
or lower fees.

Management Fees – Generally

Subject to the specific terms set forth in the applicable Fund’s Governing Documents, the annual
management fee (“Management Fee”) payable by Fund investors is generally: (i) 2.0% per annum based
on the aggregate capital commitments of all LPs during the investment period, and thereafter (ii) 2.0% per
annum based on the lesser of (A) the amount of the cost basis, or (B) the fair market value of the investments
remaining in the Fund. The Management Fee with respect to each year will be payable quarterly in advance
on the first day of each calendar quarter, and will be adjusted on a prorated basis for any applicable period
less than a full three month period according to the actual number of days in that calendar quarter.

DNIH does not charge its LPs a Management Fee, but its affiliates receive a monitoring fee related to the
underlying portfolio company investment.

Performance-Based Fees / Carried Interest – Generally

Additionally, and subject to the specific terms set forth in the applicable Fund’s Governing Documents, the
general partners of the Funds are generally entitled to receive “carried interest” with respect to each Fund,
based upon the following waterfall:

    -   First, to the LP until the LP has received cumulative distributions equal to two hundred percent of
        the aggregate of the capital contributions of that LP attributable to all realized investments;
    -   Second, seventy percent to the LP, and the remainder to the general partner, until that time as the
        LP has received cumulative distributions equal to a return of four hundred percent of the aggregate
        of the capital contributions of that LP attributable to all realized investments; and
    -   Thereafter, fifty percent to the LP and the remainder to the general partner.

The general partner of Fund I is entitled to receive carried interest in DNIH on a slightly different structure,
and the Firm may be entitled to carried interest fees in future Co-Invest Funds.

Timing of Payments; Termination

As a general matter, Battle Group is authorized under the Governing Documents to charge advisory fees
directly to the portfolio companies of the Funds pursuant to the terms of the Governing Documents.
Advisory fee payments are generally made quarterly in arrears and in accordance with the terms of the
Governing Documents and Advisory Services Agreements in place with each portfolio company.

Battle Group’s investment advisory services may be terminated by any of the Funds for Cause (as defined
in the Governing Documents) by a majority vote of LPs in that Fund upon written notice to the general
partner. Upon the occurrence of any action or inaction which, if adversely adjudicated, would constitute
Cause (as determined in good faith by the general partner), the general partner will promptly notify the LPs
of such event and a brief summary thereof. The removal of a Fund general partner affiliated with Battle
Group may be effected only in accordance with the processes set out in the Fund’s Governing Documents.
Upon such termination, any prepaid, unearned fees will be promptly refunded by Battle Group, and any
earned, unpaid fees will be due and payable by the applicable Fund.

Other Fees & Expenses

In addition to the management fees, performance-based fees, and advisory fees payable to Battle Group
(where applicable), the Funds may incur certain charges (subject to any limits set forth in the applicable
Governing Documents) imposed by third parties, including but not limited to organizational expenses; any
placement fees; any taxes that may be assessed against a Fund; all costs and expenses (including, without
limitation, interest on money borrowed by a Fund, the Funds’ respective general partners or Battle Group
on behalf of a Fund, registration expenses, commissions, finders, brokerage, custodial and other fees)
incurred in connection with acquiring, holding and disposing of securities (including any merger fees
payable to third parties); all expenses relating to litigation and threatened litigation involving a Fund;
expenses attributable to legal, consulting, custodial, auditing, and accounting services provided to the Fund
(including, without limitation, expenses associated with the preparation of Fund financial statements, tax
returns, and Schedule K-1s); expenses for indemnification incurred pursuant to the Governing Documents;
all out-of-pocket fees and expenses incurred by a Fund, Battle Group and its affiliates or the respective
Funds’ general partners or Battle Group’s respective partners, members, managers, officers and employees
(without duplication) relating to investment and disposition opportunities for a Fund not consummated
(including, without limitation, legal, accounting, auditing, consulting and other fees and expenses) (such
expenses “Broken-Deal Expenses”); expenses incurred in connection with the managed distribution of
marketable securities; expenses incurred in connection with annual or other meetings of the partners,
whether individually or as a group; all expenses of a Fund’s advisory board incurred pursuant the Governing
Documents; and all other nonrecurring or extraordinary expenses attributable to the activities of a Fund.
Please refer to the applicable Fund’s Governing Documents for a complete description of all fees and
expenses bearable by such Fund.
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Types of Clients

As noted above in Item 4 under “Advisory Business,” all of Battle Group’s investment advisory clients
have invested through pooled investment vehicles (i.e., the Funds). The LPs of the Funds may include
corporations, endowments, foundations, financial institutions, trusts, estates, fund-of-funds, individuals,
and pension and profit-sharing plans. The Funds are offered exclusively to accredited investors and/or
qualified purchasers pursuant to Section 3(c)(1) or Section 3(c)(7) of the Company Act, and are therefore
not required to register as investment companies under the Company Act in reliance upon certain
exemptions available to the Funds, the securities of which are not publicly offered.

Minimum Investment Requirements

Generally, the minimum commitment requirement required of an investor to invest in a Fund is $1,000,000.
The general partners of each Fund, in their sole discretion, have in the past and may in the future, in their
sole discretion, waive or decrease the foregoing minimum commitment requirement on a case-by-case
basis.