Bluespruce Investments LP

Item 5 – Fees and Compensation

A.    Describe how you are compensated for your advisory services. Provide your fee
schedule. Disclose whether the fees are negotiable.

BlueSpruce receives management fees from each of the Master Funds on behalf of each Feeder Fund.
More specifically, in consideration for the investment management services provided to the
BlueSpruce Funds, pursuant to the IMA, the BlueSpruce Master Fund pays to BlueSpruce on behalf
of the BlueSpruce Onshore Fund and the BlueSpruce Offshore Fund (for clarity, not the BlueSpruce
Opportunity Fund) a quarterly management fee equal to 0.375% (1.5% annually) of the Master Fund’s
net asset value (the “BlueSpruce Fund Management Fee”) attributable to the BlueSpruce Onshore
Fund and the BlueSpruce Offshore Fund as of the first day of each calendar quarter (prorated for
partial periods and calculated prior to the accrual of the Incentive Allocation, as defined and discussed
in Item 6 below).

No management fee will be paid or otherwise assessed, directly or indirectly, with respect to the
BlueSpruce Opportunity Fund.

In consideration for the investment management services provided to the WhiteSpruce Funds,
pursuant to the IMA, depending on the class of limited partnership interests held by the underlying
investor, pursuant to the IMA, the WhiteSpruce Master Fund pays to BlueSpruce on behalf of each
Feeder Fund a quarterly management fee equal to: (i) 0.225% (0.9% annually) of the Master Fund’s
net asset value with respect to the Class A and B interests; and (ii) 0.125% (0.5% annually) of the
Master Fund’s net asset value with respect to the Class D interests (collectively, the “WhiteSpruce
Fund Management Fee” attributable to each WhiteSpruce Feeder Fund as of the first day of each
calendar quarter (prorated for partial periods and calculated prior to the accrual of the Incentive
Allocation (if any, depending on the class of limited partnership interests held by the underlying
investor), as defined and discussed in Item 6 below).

The Management Fees (if applicable), Incentive Allocation (defined below in Item 6) and other
compensation (if any) payable to BlueSpruce and the General Partners are established by BlueSpruce
at the time of the establishment of the relevant investment vehicle and are negotiated by investors
prior to making their investment. The precise amount, and the manner and calculation, of the
Management Fees (if applicable) for the Funds are set forth in such Fund’s governing documents
and/or other documentation received by each investor prior to making an investment in a Fund.
BlueSpruce, in its sole discretion, is permitted to reduce or waive the Management Fee with respect

to any investor (or other direct or indirect investor in the Master Fund), including the Principal and
employees of the Investment Manager or its affiliates. In such event, the amount of the Management
Fee paid by the Master Fund to the Investment Manager will be adjusted accordingly. There is no
Management Fee for the BlueSpruce Opportunity Fund. Management Fees are payable without
regard to the overall success or income earned by a Fund. No additional Management Fee other than
as described above generally shall be paid by the Feeder Funds.

In addition, as described in Item 6 below and in more detail in each Fund’s IMA, the General Partner
of each Fund, which is an affiliate of BlueSpruce, acts as General Partner of its respective Fund or
Master Fund, as applicable. Each General Partner is allocated performance compensation with respect
to each calendar year (or other applicable period), payable at the end of each year or other period, as
applicable. It is critical that Fund investors refer to the constituent documents of the applicable Fund for a complete
understanding of how BlueSpruce is compensated for its advisory services. The information contained herein is a summary
only and is qualified in its entirety by such documents.

B.      Describe whether you deduct fees from clients’ assets or bill clients for fees incurred.
If clients may select either method, disclose this fact. Explain how often you bill clients or
deduct your fees.

The Management Fees for the Funds generally are paid from the respective Fund or Master Fund, as
applicable, to the Investment Manager on behalf of each applicable Fund or Feeder Fund, as
applicable, quarterly in advance. Management Fees (if applicable) are deducted from each investor’s
capital account by the Fund or Master Fund, as applicable, quarterly in advance. Fund investors do
not have the ability to choose to be billed directly for fees incurred. BlueSpruce deducts the amount
of the Management Fee applicable to each Fund investor at the beginning of each quarter.

Generally, the Incentive Allocation applicable (if any) to each Fund investor will be made (at the
Master Fund level, as applicable) to the relevant General Partner as of the end of each year, on a high
water mark basis. In the event an investor withdraws or redeems an interest in a Fund, the Incentive
Allocation applicable to the Fund investor will be made at the time such investor withdraws or
redeems from the applicable Feeder Fund. BlueSpruce deducts the amount of the Incentive
Allocation applicable to such investor at the time of withdrawal or redemption.

C.     Describe any other types of fees or expenses clients may pay in connection with your
advisory services, such as custodian fees or mutual fund expenses. Disclose that clients will
incur brokerage and other transaction costs, and direct clients to the section(s) of your
brochure that discuss brokerage.

Each Fund bears its own expenses, whether incurred by the Fund or the Investment Manager on the
Fund’s behalf. Such expenses include: the Management Fee (if applicable); organizational expenses;
indemnification expenses; commissions; clearing fees; fees, interest and other costs on margin accounts
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Item 7 – Types of Clients

Describe the types of clients to whom you generally provide investment advice, such as
individuals, trusts, investment companies, or pension plans. If you have any requirements
for opening or maintaining an account, such as a minimum account size, disclose the
requirements.

BlueSpruce provides discretionary investment advice to the Funds, which are pooled investment
vehicles operating as private investment funds. The Funds are not registered or required to be
registered under the Investment Company Act of 1940 (“Investment Company Act”); are not made
available to the general public; their securities are not registered or required to be registered under the
Securities Act of 1933 (“Securities Act”); and Fund interests are privately placed to qualified investors.
Qualified investors include individuals or entities to which Fund interests are permitted to be sold,
which generally includes (i) in the United States, people or organizations who meet certain net worth,
income and/or financial sophistication requirements as described above or (ii) in other countries, as
permitted by the relevant securities laws in such jurisdiction and in compliance with any foreign
offering provisions applicable to BlueSpruce and/or the Funds. Investment advice is provided directly
to the Funds and not individually to investors in such Funds.

Each Fund generally limits its investors to “accredited investors” as defined in the Securities Act and
“qualified purchasers” or “knowledgeable purchasers,” as defined in the Investment Company Act.
Minimum initial contributions for investment in each Fund are $5 million but contributions of less
than such amount are accepted at the sole discretion of the respective Fund’s General Partner.

Investors in the Funds primarily include, among others, high net worth individuals, family offices,
corporate pension and profit-sharing plans, charitable institutions, foundations, endowments,
municipalities, trust programs, fund-of-funds, foreign funds and other U.S. institutions. In addition,
the Principal, employees and other persons associated with BlueSpruce (including advisory board
members) have made capital contributions to the Funds.