Cimarron Healthcare Capital LLC

Item 5. Fees and Compensation

The fees and expenses that are applicable to an investment are set forth and agreed to in each Client’s
governing documents, which may include a private offering memorandum, limited partnership agreement,
subscription and operating agreement, and investment management agreement or other agreements
(collectively, the “Offering Documents”). Investors and prospective investors must carefully review the
Offering Documents of the Client in which they are invested or may invest, to review the specific fees and
expenses applicable to their investment.

The Adviser or any of its respective affiliates, shall have the right to contract for and receive management
fees (based on a percentage of assets under management) from the Clients in connection with the activities
of the Adviser. The terms of these fees range among the Clients, and the details for each Client are set forth
in the relevant Offering Documents. Whether these fees are paid in arrears or in advance is determined by
the investment terms applicable to a specific Client and set forth in its Offering Documents.

The Adviser and its affiliates and their respective employees have received certain of the following fees
and may in the future receive, transaction, consulting, advisory, directors’, monitoring, break-up or similar
fees associated with investments or prospective portfolio investments or commitments made by a Fund
(“Other Fees”). Generally, a Fund’s share of such Other Fees will first be used to pay unreimbursed related
expenses, and, thereafter, 100% of each limited partner’s pro rata share (generally determined in accordance
with commitments, or funded commitments, as applicable) of any such remaining Other Fees received by
the Adviser or any of its affiliates will be applied to reduce, on a dollar for dollar basis, future payments of
the management fee in respect of such limited partner (but not below zero).

Cimarron has, and may in the future, in its sole discretion, waive or modify management fees (and
performance fees as described below) for affiliates, operating partners, members or employees of the Firm
of certain clients’ general partners.

In addition, expenses incurred by the Adviser or its affiliates in connection with proposed or actual portfolio
investments in, or the provision of services to, portfolio companies have been, and may continue to, be

reimbursed by such portfolio companies rather than being borne by the Adviser or a Fund, as applicable. In
the event the aggregate amount of such Other Fees applied against the management fee during a fiscal year
exceeds the management fee for such fiscal year, the excess will be carried forward to reduce the next
payment(s) of the management fee.

Subject to the terms of the relevant Client’s Offering Documents, generally, the Client shall pay for any and
all expenses, costs and liabilities incurred by the Client including but not limited to: (a) the organization
and maintenance of any alternative investment vehicle, holding vehicle, blocker corporation or underlying
partnership, including documentation related thereto; (b) all expenses, costs and liabilities incurred in
connection with the identifying, evaluating, structuring, negotiating, making, acquiring, holding,
monitoring, sale, proposed sale, other disposition or valuation of portfolio investments and temporary
investments or prospective portfolio investments and temporary investments (including due diligence in
connection therewith), including, but not limited to, legal, administrative, research, due diligence,
accounting, consulting, audit, travel (which, in the case of air travel, may be first or business class or, under
certain limited circumstances, charter travel), lodging (which may include luxury class accommodations),
meals (including meals with portfolio company or prospective portfolio company management),
entertainment, investment banking fees, other professional fees, underwriting commissions and discounts,
research expenses and other investment costs and expenses incurred in connection with the employment of
any selling agent, broker, placement agent or finder (other than placement agent fees payable in connection
with the sale of interests in such Client) and the attendance at conferences in connection with the evaluation
of future investments or specific sectors or industries solely to the extent that such conferences are in
furtherance of such Client’s business; (c) all expenses and costs incurred as a result of a proposed transaction
or investment by such Client that is not consummated, to the extent not reimbursed by a third party,
including (i) break-up fees paid by such Client in connection therewith, (ii) fees associated with researching
such proposed transaction or investment (including third party advisor fees, travel, lodging, meals and
entertainment) and (iii) expenses and costs related to unconsummated co-investments that would have been
allocable to co-investors had such proposed transaction or investment been consummated, if the amount
allocable to such co-investors is not paid by such parties; (d) indemnification and insurance expenses,
including indemnification expenses associated with service providers, the costs and expenses of any
litigation (including damages), investigation or reviews or other extraordinary events involving such Client,
D&O liability, professional liability and other insurance and indemnity expenses, including the amount of
any judgments or settlements paid in connection therewith; (e) all taxes, interest, fees and other
governmental or regulatory charges (including any penalties thereon) levied against such Client, except to
the extent such amounts are (i) allocable to or indemnifiable by an investor and (ii) actually borne or paid
by such investor; (f) expenses incidental to the transfer, servicing and accounting for such Client’s cash and
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Item 7. Types of Clients

As described in Item 4, Cimarron provides investment management services to private fund Clients.
Investors in these vehicles include or may in the future include (but are not/will not be limited to):

•       individuals;
•       pension and profit sharing plans (domestic and foreign);
•       segregated accounts formed by insurance companies;
•       family offices;
•       trusts, estates, charitable organizations, foundations and endowments; and
•       limited liability companies and corporations.