Cibolo Energy Partners LLC

Item 5: Fees and Compensation
General

Cibolo provides investment advisory services to each of the Funds pursuant to the Governing Fund
Documents, which set forth in detail the fee structure relevant to each such Fund. Cibolo has the
sole discretion to waive, reduce or alter the fee structure, and therefore, investors’ or limited
partners’ fee structures may vary. In addition, Cibolo occasionally enters into side letter
arrangements with certain investors which provide for different or additional terms than those
described below.

Cibolo typically receives compensation from fees based on a percentage of assets under
management, invested capital or a combination thereof (“Management Fee”) and performance-
based fees or carried interest.

Management Fee

Fund I will pay the Management Company a Management Fee for management and administrative
services, which fee will be paid quarterly in advance. During the commitment period, the
Management Fee generally will be an aggregate amount equal to 1.75% per annum of each Fund
limited partner’s commitment. Following the earlier of (i) the end of the commitment period and
(ii) the date on which management fees begin to accrue for a successor fund, the Management Fee
will generally equal 1.75% per annum of the adjusted cost of all unrealized investments held by Fund
I, other than Fund investments that have been subject to a permanent write-off or write-down. As
permitted under the applicable Governing Fund Documents, Cibolo has waived or reduced, and may
in the future waive or reduce its fees (including the Management Fee) for certain Fund limited
partners at its sole discretion. As of December 31, 2025, the commitment period for Fund I had
ended.

Fund II will pay the Management Fee for management and administrative services, which fee will
be paid quarterly in advance. During the commitment period, the Management Fee generally will
be an aggregate amount equal to 0.75% per annum of each Fund limited partner’s commitment plus
1.0% per annum of such limited partner’s pro rata share of the adjusted basis of all unrealized
investments held by Fund II. Following the earlier of (i) the end of the commitment period and (ii)
the date on which Management Fees begin to accrue for a successor fund, the Management Fee will
generally equal 1.75% per annum of such limited partner’s pro rata share of the adjusted cost of all
unrealized investments held by the Fund, other than Fund investments that have been subject to a
permanent write-off or write-down. As permitted under the applicable Governing Fund Documents,
Cibolo has waived or reduced, and may in the future waive or reduce its fees (including the
Management Fee) for certain Fund limited partners at its sole discretion.

Limited partners in Co-investment Funds generally bear no Management Fees or performance fees.
Current Co-Investment Funds do not pay Management Fees (or performance-based fees), although
Cibolo reserves the right to charge such fees to Co-investment Funds that may be formed in the future.
Such vehicles are required to bear their own organizational, administrative and operating expenses as
further discussed below.

The Management Fees will commence as of the initial closing date in accordance with the fee structures
described above regardless of when a Fund limited partner is actually admitted. The Management Fee
will also be reduced by certain fees received by the General Partner or its affiliates as described below.
The Management Fee may be paid from drawdowns that will reduce unfunded commitments or out of
investment proceeds (that will be treated as if they were distributed to the Fund limited partners and
immediately re-contributed by such limited partners for this purpose).

The Management Fee otherwise payable by Fund I and Fund II will be reduced (but not below zero)
by an amount equal to (i) 100% of the Fund limited partners’ share of the amount by which transaction
fees, monitoring fees, break-up fees, directors’ fees or other similar fees received by the General Partner
and/or its affiliates in connection with the purchase, monitoring or disposition of portfolio investments
or unconsummated transactions that exceed related expenses paid by the General Partner and/or its
affiliates (ii) 100% of any excess organizational expenses (iii) with respect to any limited partner, any
capital contribution by such limited partner used to pay placement fees and (iv) with regard to Fund I,
any Fee Income (as defined below). Such offset does not include (a) any amount received from a
portfolio company as reimbursement for expenses directly related to such portfolio company, as
payment for services provided to any portfolio company in the ordinary course of such portfolio
company’s business, or as compensation for services provided as an employee of such portfolio
company or any of its subsidiaries paid by one or more portfolio companies to an employee of the
Management Company or its affiliates who are devoting a majority of their business time to such
portfolio companies, where the amount and terms of such payment for services are no less favorable to
such portfolio companies than would be obtained on an arms-length basis (b) any consultancy,
advisory, directors’, monitoring, transaction, sourcing or other similar fees paid to senior advisors by
Fund I or Fund II and/or one or more of its existing or prospective portfolio companies, provided that,
any such fees paid to a senior advisor in any given fiscal year that exceed $1 million will be subject to
offset and (c) as to Fund II, any amount received by the General Partner and/or its affiliates as
compensation for services provided as administrative agent with respect to any financing or loan
provided by Fund II for the benefit of any portfolio company. To the extent such offsets would reduce
the Management Fee for a given quarterly period below zero, such offsets will be carried forward and
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Item 7: Types of Clients
Cibolo provides investment advisory services to the Funds, which are privately-offered investment
vehicles that are operated as exempt investment pools under the Investment Company Act of 1940,
as amended, and rules and regulations promulgated thereunder (the “Investment Company Act”). For
information on minimum commitment amounts, please see the applicable Governing Fund
Documents. Cibolo has the right to take less than the minimum commitment amounts at its sole
discretion.

Investment in the Funds is limited to investors that meet certain financial sophistication requirements.
Depending on legal classification of an investor, certain investors in the Funds must be an accredited
investor (as defined under the Securities Act of 1933, as amended) and/or a qualified purchaser (as
defined under the Investment Company Act). Investors considering an investment in the Funds
should consult with their own investment, tax and/or legal consultants prior to investing. Typically,
investors are high net worth individuals, pension plans endowments, foundations, trusts, or charitable
organizations, and corporate or business entities.