Cross Rapids Capital LP

Item 5: Fees and Compensation

Cross Rapids provides investment advisory services to each Client pursuant to the applicable Governing
Documents. The applicable Governing Documents set forth in detail the fees and, as applicable, carried interest
structure, relevant to each Client. All prospective Investors should review the Governing Documents in
conjunction with this Brochure for complete information on the fees and compensation payable with respect to
the advisory relationship with Cross Rapids.

Cross Rapids and/or the General Partner, as applicable, may reduce, waive, or modify any fees for any Client
or Investor in the Firm’s sole discretion. Any such modification in respect of a certain Client or Investor will
not entitle any other Client or Investor to the same or similar treatment.

Management Fees

As investment adviser to the Funds, as further described in each Fund’s Governing Documents, Cross Rapids
receives a management fee (the “Management Fee”) generally equal to an annual rate ranging from 1% to 2%
of Commitments, charged quarterly in advance (and pro-rated for any period that is less than a full fiscal year).
Following a specified investment period for certain Funds, the Management Fee will be calculated on the lesser of
(i) the amount of aggregate Commitments of the Investors on the last day of the prior quarter plus any
additional Commitments effective as of the first day of the relevant quarter and (ii) the cost basis of the Portfolio
Investments held by the Fund and attributable to the Investors as of the end of the immediately preceding
quarter (excluding investments that have been entirely written-off or permanently written down (to the extent
of the amount permanently written down)).

Cross Rapids may reduce, waive or calculate differently the Management Fee for certain Investors, including
but not limited to: an affiliate of the General Partners or the Firm, an employee; officer or director of a General
Partner or any of its affiliates, or a spouse or domestic partner or any of the forgoing individuals; an investment
vehicle or a trust or other similar arrangement established by or for the benefit of employees, officers or
directors of the General Partner or any of its affiliates or for the benefit of their respective spouses, domestic
partners or children or (d) any other person that is identified by the General Partner given such person’s special
relationship with Cross Rapids or any of the Firm’s principals (collectively, the “Affiliated Partners”).

The General Partner of certain Funds is also entitled to receive performance-based carried interest distributions
(“Carried Interest”) as further discussed in Item 6 of this Brochure.

Additionally, the Firm reserves the right to make any such exemption from fees and/or Carried Interest for any
co-investment SPVs. The details of such fees, or the exemptions thereof, will be disclosed in the Governing
Documents of the related SPV.

It is critical that Investors refer to their respective Fund’s Governing Documents for a complete understanding
of how fees are deducted from their assets.

Portfolio Investment Fees

As more fully described in the applicable Governing Documents for certain Funds, Cross Rapids, the General
Partner and/or the partners, members, officers, directors or employees of any of them may receive fees in
connection with a Portfolio Investment including transaction fees, directors’ fees, break-up fees, arranger fees,
commitment fees, advisory fees, underwriting or diligence fees, servicing fees, monitoring fees or other similar
fees (“Portfolio Investment Fees”). The types of fees that constitute Portfolio Investment Fees may vary
amongst the Funds and from Portfolio Investment to Portfolio Investment. A portion of certain of these
Portfolio Investment Fees are applied to reduce all or a portion of the Management Fees payable by a Fund,
in each case, in accordance with the applicable Governing Documents. However, as disclosed in the applicable
Client’s Governing Documents, certain fees related to Cross Rapids employees and other third-parties being
seconded to, and performing services for, or on behalf of, a Portfolio Investment are

not offset against the Management Fee.

Other Fees and Expenses

Pursuant to each Fund’s Governing Documents, an Investor in a Fund will be subject to a pro-rata allocation
of Fund expenses. Typical Fund expenses are detailed below; however, Investors are urged to review the
applicable Governing Documents for detail regarding expenses charged to their Fund, as below is a summary
only.

The Funds will generally bear certain organizational and offering expenses and operating expenses. The
organizational and offering expenses incurred in connection with the initial offering and sale of interests in
certain Funds and other similar expenses related to such Funds are subject to a cap specified in certain of the
Fund’s Governing Documents.

Other Fund expenses generally include expenses that arise out of the operation and activities of, or are
otherwise related to, the Fund including (a) costs, fees, expenses and liabilities relating to the sourcing,
developing, evaluating, negotiating, structuring, acquiring, holding, administering, monitoring, financing,
refinancing, managing and disposing investments (and proposed but unconsummated investments(“broken-
deal expenses”), as applicable) (including reasonable travel and related expenses associated therewith, which
may include business, first class or private airfare consistent with the Firm’s travel policies) and other similar
costs, fees and expenses, in each case, to the extent that such costs, fees and expenses are not paid or reimbursed
by a portfolio company or other third person; (b) research and software expenses; (c) costs, fees and expenses
for support services (including servicing, accounting, legal and tax support and other services); (d) legal,
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Item 7: Types of Clients

As further described in Item 4 of this Brochure, the Firm currently provides investment advice to the Clients,
which are private fund investment vehicles exempt from registration under the Investment Company Act. These
Clients will be limited to individuals and entities that meet the criteria of “accredited investors” and “qualified
clients,” “qualified purchasers,” or “knowledgeable employees.”

Prospective Investors should refer to the Governing Documents of each respective Client for information on
minimum investment requirements. Typically, Cross Rapids will require a minimum investment of up to
$2,000,000, although the Firm maintains discretion to individually waive, increase or reduce the minimum
investment required. In addition, certain of the Funds have entered into Side Letters with certain Investors, to
waive certain terms and/or allow such Investors to invest on different terms than those specifically described in
such Fund’s Governing Documents. Under certain circumstances, these agreements create preferences or
priorities for such Investors as compared to other Investors.