Corridor Capital LLC

Item 5 - Fees and Compensation

Compensation and Fee Schedules
As compensation for investment advisory services rendered to the Funds, Corridor Capital typically
receives a management fee (“Management Fee”) and a performance-based compensation (“Performance
Allocation”) from each such Fund. All investors and prospective investors should review the Governing
Documents of each Fund in conjunction with this Brochure for complete information on the fees and
compensation payable in connection with a particular Fund. Different Funds are subject to different
Management, Performance, and/or advisory fee arrangements. The Management Fees payable to Corridor
Capital in respect of individual investors in a Fund are negotiable and/or may be waived. Investors and
prospective investors in each Fund should note that similar advisory services may (or may not) be available
from other investment advisers for similar or lower fees. All advisory clients (i.e., the Funds) are “qualified
purchasers” as defined in Section 2(a)(51) of the Investment Company Act of 1940, as amended (the
“Investment Company Act”). Consequently, Corridor Capital is not required to include specific fee
information in this Brochure relating to the Funds.
Deduction of Fees; Timing of Payments; Termination
As a general matter, Corridor Capital charges and deducts Management Fees directly from the Funds
pursuant to the terms of the Governing Documents. Payment of Management Fees for Fund III, Fund IV
and any subsequent Funds including SPVs are made quarterly in advance in accordance with the terms of
the Governing Documents. In Fund II, fees are paid semi-annually in advance. For earlier SPVs, fees are
paid annually in advance. Please refer to the Governing Documents of each of the Funds for complete
information on the timing of Management Fee payments. Upon termination of any investment management
agreement, any prepaid, unearned fees will be promptly refunded in a fair and reasonable manner at the
discretion of the General Partner.
Management Fee Offset
In Fund III and Fund IV, the Management Fee allocated to each limited partner is reduced by an amount
equal to 50% of such limited partner’s pro rata share of net break-up, topping, commitment, monitoring,
transaction and directors’ fees received by the Manager and their affiliates with respect to investments and
proposed investments, but not including any amounts received as payment for services provided by
Operating Advisors (as defined below) to a portfolio company or any of its subsidiaries; provided that such
services are rendered, and Operating Advisors are compensated on market terms that are no less favorable
to the portfolio company than generally available in an arm’s length transaction from experienced and
unaffiliated parties.
“Operating Advisors” means, collectively, a group of non-investment professionals employed or retained
by Corridor Capital or an affiliate thereof or successor thereto, primarily to provide services and expertise
with respect to strategy, sales, customer support, business development, technology, acquisition diligence
and integration, financial operations, human resources and/or other relevant operational, strategic, or
functional areas, to or for the interim senior management of portfolio companies.
In Fund III and Fund IV, in the event that Corridor Capital or any of their affiliates receive (a) acquisition,
disposition, financing, break-up or similar transaction fees (including, for the avoidance of doubt, those
fees described in the discussion of the Management Fee described above) or (b) management fees, carried
interest or any similar payments, in each case, with respect to co-investments made by any party in
connection with any transaction in which the Fund has made an investment, such fees, distributions or
payments are for the account of Corridor Capital or such affiliates and not Fund III or Fund IV and do not
offset or reduce the Management Fee.
In Fund II, the General Partner or its affiliates may be paid directors’ fees, transaction fees, investment
banking fees, advisory fees, monitoring fees, and other similar fees with respect to a portfolio company or

its affiliates or the termination of an unconsummated investment by the Fund. Limited partners are not
entitled to a share of advisory fees and they are not credited against the Management Fee.
Expenses
The Funds generally bear all expenses, costs and liabilities incurred in connection with or related to the
conduct of the business of the Fund, including, by way of example and not limitation: (a) Organizational
Expenses and expenses incurred and not reimbursed in the organization of any investment structuring
vehicles (e.g., special purpose vehicles), including documentation related thereto; (b) the Management Fees
(as defined below); (c) all legal, accounting, reporting, auditing, insurance, appraisal, custodial,
environmental, administrative, financing, cybersecurity and consulting fees for services rendered to or for
the benefit of the Fund; (d) all expenses, costs, and liabilities incurred in connection with the identifying,
structuring, negotiating, purchasing, monitoring, owning, developing, improving, managing, operating,
readying for sale, servicing, sale, proposed sale, other disposition or valuation of investments considered
for the Fund (including research and due diligence in connection therewith), including, but not limited to,
legal fees and expenses, filing fees and expenses, accounting fees and expenses, audit fees and expenses,
third party investment banking, valuation or consulting fees and expenses, broken deal expenses and other
fees and expenses (to the extent not subject to reimbursement); (e) all costs and liabilities incurred in
connection with litigation or other extraordinary events, indemnification obligations and expenses and
premiums for directors’ and officers’ liability and other insurance; (f) all taxes (and tax reporting and
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Item 7 - Types of Clients

Types of Clients and Investment Vehicles
Corridor Capital provides discretionary investment management services to the Funds. The eligibility and
suitability requirements for each Fund are described in the applicable Governing Documents. The Funds
only admit sophisticated investors that (a) (1) are “qualified clients” within the meaning of Rule 205-3 of
the Advisers Act and (2) the General Partner reasonably believes to be (i) “accredited investors” within the
meaning of the Securities Act and (ii) “qualified purchasers” as such term is defined in Section 2(a)(51) of
the Investment Company Act, or (b) are not “U.S. Persons” within the meaning of Rules 901 through 905
under the Securities Act (“Regulation S”) and outside the United States at the time of such offer in offshore
transactions in compliance with Regulation S.
Corridor Capital and/or its affiliates may establish alternative investment vehicles (“AIVs”) for the purpose
of addressing tax, regulatory and/or structural issues, and/or facilitating certain investments by one or more
Funds and/or investors. Prospective investors are requested to refer to the Governing Documents of the
applicable Fund for complete details on any feeder fund that may be established by such Fund and such
Fund’s ability to make investments through AIVs.
Minimum Investment Requirements
In general, the minimum investment commitment required of an institutional limited partner to participate
in a Fund is set forth in the Governing Documents for such Fund. Notwithstanding the foregoing, the
General Partner of each Fund has discretion to increase or reduce the minimum investment commitment.

Investors are requested to refer to the Governing Documents of each Fund for complete information on
minimum investment requirements for participation in a particular Fund.