Conversant Capital LLC

Item 5. Fees and Compensation

A brief summary of the fees and compensation that is paid to the Firm for its advisory services is provided below with
respect to each Advisory Client, but this summary is qualified in its entirety by the governing documents of each
Advisory Client. Depending on the type of Advisory Client, such governing documents include private placement
memoranda or offering circulars, limited partnership agreements, memorandum and articles of incorporation (the
“Governing Documents”). It is critical that investors invested in any Advisory Client carefully review the Advisory
Client’s Governing Documents in order to fully understand how the Firm and its affiliates are compensated for its
advisory services and reimbursed or paid for their expenses.

Management Fees paid by Funds

The management fee applicable to each Advisory Client varies and is described in detail in the applicable Governing
Document of each Advisory Client. In addition, management fees with respect to individual investors in each Advisory
Client may vary, as described in greater detail in “Designated Investors” below.

      •   The Opportunity Funds: The management fee charged with respect to the Opportunity Funds is generally
          charged at a rate of 1.5% per annum and is calculated at a quarterly rate equal to one-fourth of the net asset
          value of the capital account of each limited partner as of the beginning of each quarter, in each case before
          deduction of the management fee and accrual of any performance-based fee. The management fee is prorated
          for any contribution by a limited partner that is effective other than as of the first day of a quarter, based on
          the actual number of days remaining in such partial quarter.

      •   The Private SPVs: With respect to investors in the Opportunity Funds who are invested in Private SPVs, the

          management fee charged with respect to the Private SPVs is calculated using the same annual rates as used
          for the Public Management Fee (i.e., 1.5% per annum) but is based on each Private SPV’s net invested capital.
          With respect to co-investors in the Private SPVs, the Firm is paid a management fee based on Conversant’s
          agreement with such co-investor. The management fees for the applicable Funds are charged and paid
          quarterly in advance to the Firm and are charged pro rata to each investor’s interests in the respective Fund.
          There are no withdrawal rights associated with the Private SPVs.

      •   The SFR Funds: The management fees payable by the SFR Funds to Conversant equal (i) during the
          investment period and so long as management fees do not begin to accrue with respect to a successor fund,
          1.5% of the aggregate capital commitments of the investors in such Fund, and (ii) thereafter, 1.5% per annum
          of such Fund’s aggregate net invested capital. The management fees for the SFR Funds are charged and paid
          quarterly in advance to the Firm and are charged pro rata to each investor’s interests in the respective Fund.
          There are no withdrawal rights associated with the SFR Funds.

      •   CPIF Funds: Other than Sparti SAF, which pays no management fees to Conversant and CPIF K Co-Invest
          Fund, the management fees payable by the CPIF Funds to Conversant equal (i) during the investment period
          and so long as management fees do not begin to accrue with respect to a successor fund, the percentage of
          the aggregate capital commitments of the investors as described in each of the CPIF Funds’ offering
          documents (which is generally 1.5%), and (ii) thereafter, an annual percentage, as described in each of the
          CPIF Funds’ offering documents, of such Fund’s aggregate actively invested capital (generally 1.5% per
          annum) . The management fees for the CPIF Funds are charged and paid quarterly in advance to the Firm and
          are charged pro rata to each investor’s interests in the respective Fund. There are no withdrawal rights
          associated with the CPIF Funds.

Incentive Allocation (Performance-Based Compensation)

The performance-based compensation, or incentive allocation, applicable to each Fund is described in more detail in
the applicable Fund’s Governing Documents.

      •   The Opportunity Funds: The General Partner (or another affiliate of the Firm) receives an annual incentive
          allocation from the Opportunity Funds, which is calculated, in each case, based on a share of net capital
          appreciation of the assets of an investor in the Opportunity Funds. The performance-based compensation
          applicable to each Opportunity Funds investor varies and will generally be calculated at a rate that ranges
          from 17.5% to 20.0% (depending on the series of interests/shares) and is subject to a loss carryforward and
          an annual hurdle rate of 4%. Exceptions occur when an investor withdraws/redeems from a Fund, in which
          case the incentive allocation is determined and allocated at such time. The incentive allocation with respect
          to a Fund is calculated by the Fund’s administrator and deducted by the administrator and reallocated to the
          General Partner pursuant to instructions from the Firm. Incentive allocation is made to the General Partner
          as a reallocation of profits.

Carried Interest (Performance-Based Compensation Based on Distributions)

With respect to the Private SPVs, the SFR Fund, CPIF, and the CPFP Funds, the General Partner (or another affiliate
of the Firm) is entitled to performance-based compensation, known as carried interest, to the extent distributions from
the funds are made to limited partners in an amount that exceeds their capital contributions plus a specified minimum
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Item 7. Types of Clients
Conversant provides investment advisory services to the Funds, as described in Item 4 above. Investors in the Funds can
include institutional investors (including endowments, pension plans, charitable organizations, and
sovereign/governmental investors), high net worth individuals, family offices, financially sophisticated individuals and
employees of the Firm. U.S. investors must be “accredited investors” under the meaning of Regulation D of the
Securities Act of 1933, as amended and “qualified purchasers” or “knowledgeable employees” (as defined in Section
2(a)(52) of the Investment Company Act of 1940, as amended).

With respect to the Funds, any initial and additional subscription minimums from investors are disclosed in the relevant
Governing Documents; however, the General Partner has discretion to waive the minimum amounts and accept lesser
subscription amounts. The General Partner exercises its discretion to waive the minimum subscription amounts on a
case-by-case basis.

The Firm has and may in the future enter into additional agreements, or “side letters”, with certain prospective or
existing investors in pooled investment vehicles whereby such investors may be subject to terms and conditions that are
more advantageous than those set forth in the applicable Governing Documents of a Fund, without notice to, or consent
of, other investors in the applicable Fund. For example, certain government-related investors, as a condition of their
investment, may require that the Firm agree to certain notifications or to comply with the investor’s status-specific
requirements. In addition, the terms and conditions of side letters have and may provide for special rights to make future
investments; special redemption rights generally relating to regulatory issues; or such other rights as may be negotiated
by the Funds and such investor.