BVP Management Company LLC

Item 5.          Fees and Compensation

A.        Fees Charged

Investors in the SPVs will be charged a performance-based fee, also known as carried interest.

Monitoring Advisory and Integration Fees

BVG receives fees directly from portfolio companies. These fees include, but are not limited to, advisory
fees and monitoring fees.

Fees due for the provision of monitoring/advisory services may be fixed and due in periodic installments or
may be based upon trailing EBITDA (subject to a fixed maximum). Depending upon the particular
governing documents of a portfolio company investment, monitoring fees may be waived or deferred by
BVG in its sole discretion or required to be deferred by another interested party such as a lender.

Integration fees are consideration for services provided during the process of providing diligence for a
prospective investment. Integration fees are generally paid as closing costs of the transaction. This means
that these costs are indirectly borne by investors in the SPV.

Carried Interest
The SPVs are subject to a “carried interest” or performance fee that is paid to the SPV’s general partner.
The “carried interest” is assessed in connection with the disposition of the underlying investment by the SPV
according to each SPV’s Organizational Documents and is paid out of cash otherwise distributable to
investors. Carried interest is typically measured as a percentage of the profits of an SPV and is negotiated
separately for each SPV at a rate consistent with industry standards and in compliance with the Advisers
Act. The SPVs (and, therefore, each investor in the SPVs) generally pay a 10% - 30% performance-based
fee to BVG. These fees generally are calculated on a tiered basis, where the greater the amount of profits for
the SPV, the larger the carried interest percentage, subject to a maximum percentage outlined in each SPV’s
offering documents.

Other Fees

The SPVs bear all legal, organizational and offering expenses, including the out-of-pocket expenses of BVG
and its agents, actually incurred in the formation of the SPVs. The SPVs will also pay all costs and expenses
relating to their operations, including, but not limited to, professional fees, fees for audits of entities, fees
related to investments, interest, taxes, and meetings with investors. BVG will generally be responsible for
its own operations, including rent, salaries, furniture and fixtures, and all other office equipment. This is
not a complete explanation of all fees relevant to each SPV.

For a more complete listing, investors should consult the investment memorandum for each SPV.

Third-Party Expenses

Any third-party expenses relating to unconsummated investments will be borne by BVG. In the event that
any related partnership or other entity is participating in a transaction, the expenses of such transaction that
are not borne by a portfolio company, will be borne by the SPVs and, to the extent provided for in their
governing documents, such participating investors pro-rata to the amount of equity funds to be invested.

There are additional expenses each SPV will incur. These may vary from SPV to SPV. Please refer to the
applicable investment memorandum and limited partnership agreement for more specific discussion of fees
and expenses paid by investors in the SPVs.

B.        Pro-rata Fees

Due to the nature of the SPVs, investors are committed to investing a specified amount into a SPV at BVG’s
discretion. Limited Partners will not generally be permitted to withdraw from a SPV or become an investor
in a SPV after the final SPV close. Accordingly, there will be no need to calculate pro-rata fees.

C.        Compensation for the Sale of Securities.

None of the employees of BVG are a registered representative of a broker-dealer. None of the employees
of BVG will receive any compensation for executing trades on behalf of the SPVs aside from BVG’s receipt
of fees described above.

Item 7:          Types of Clients.

BVG provides discretionary management and advisory services to the SPVs directly, subject to the direction
and control of the General Partner of each SPV. Interests in the SPVs are offered pursuant to applicable
exemptions from registration under the U.S. Securities Act of 1933, as amended, and the U.S. Investment
Company Act of 1940, as amended (the “1940 Act”). Investors in the SPVs are generally “qualified client”
as defined in the 1940 Act, and may include, among others, high net worth individuals, banks, insurance
companies, pension and profit-sharing plans, trusts, estates, charitable organizations, university
endowments, corporations, limited partnerships, and limited liability companies or other entities.

BVG does not have a minimum size for a SPV, but minimum investment commitments have been
established for investors in the SPVs. The General Partner of each SPV has permitted investments below
the minimum amounts set forth in the investment memorandum of such SPV.