Decathlon Capital Management II LLC

Item 5 - Fees and Compensation

Fees for Client Investment Advisory Services

As compensation for investment advisory services rendered to the Clients, Decathlon receives from
each Client a management fee, as further described in each Client’s offering documents (the
“Management Fee”) and as described generally below. Management Fees may differ from one Client
to another, as well as among investors in the same Client. The fee structures described below may
be modified from time to time.

Decathlon Alpha III, L.P. The Management Fee is paid quarterly in advance and is equal to 2.0% (the
“Fee Rate”) of the greater of (i) the aggregate capital committed by all limited partners; and (ii) the
sum of (x) the aggregate capital contributions of all limited partners as of the last day of the
immediately preceding calendar quarter plus (y) the Reinvestment Amount (as defined in Fund III’s
offering documents) of Fund III as of the last day of the immediately preceding calendar quarter,
subject to the terms of the Amended and Restated Management Agreement between Decathlon and
Fund III. For each successive twelve-month period following the end of the Commitment Period (as
defined in Fund III’s offering documents), the Fee Rate will be equal to 1.5% of the greater of (i) the
aggregate capital committed by all limited partners; and (ii) the sum of (x) the aggregate capital
contributions of all limited partners as of the last day of the immediately preceding calendar quarter
plus (y) the Reinvestment Amount of Fund III as of the last day of the immediately preceding calendar
quarter. The Management Fee is deducted from the assets of Fund III. Management Fees paid by
Fund III are indirectly borne by the investors in Fund III. Upon termination of Decathlon as the
manager for Fund III, any paid but not yet earned Management Fees will be repaid to Fund III on a
prorated basis. The Management Fee is generally subject to waiver or reduction by Fund III’s General
Partner in its sole discretion.

In addition, Fund III is responsible for its partnership expenses, which includes all costs and expenses
relating to Fund III’s activities, investments and business (to the extent not borne or reimbursed by
a portfolio company), including (i) all costs and expenses attributable to the due diligence,

acquisition, holding, monitoring and disposition of Fund III’s investments (including travel expenses
incurred by Fund III’s General Partner, Decathlon or the managing directors relating to performance
of due-diligence, negotiation, closing and managing of Portfolio Financings and Related Securities,
interest on money borrowed by Fund III, registration expenses and brokerage, finders’, custodial,
account clearing house, collection and other fees) as well as any costs incurred relating to serving as
a director in any portfolio company, (ii) third-party legal, accounting, auditing, consulting and
research fees and associated with negotiating, consummating, monitoring and disposing of Fund III’s
particular portfolio investments (iii) expenses of preparing annual or other reports to the partners,
including, without limitation, third-party accounting, auditing, legal and consulting fees and costs
associated with the preparation of Fund III’s financial statements, tax returns and Schedules K-1
(including expenses for any person appointed by Fund III’s General Partner to serve from time to
time as an administrator of Fund III), (iv) expenses of Fund III’s advisory committee and its members
thereof, (v) extraordinary expenses of Fund III (including, but not limited to, valuation expenses,
litigation and indemnification costs and expenses, judgments and settlements ), (vi) all out-of-pocket
fees and expenses relating to investment and disposition opportunities for Fund III whether
consummated or not consummated (including legal, accounting, consulting, printing and other fees
and real estate title and appraisal costs), (vii) any taxes, fees, or other governmental charges levied
against Fund III; and (viii) the Management Fee. All costs and expenses that are the common expense
of Fund III and a parallel fund shall be allocated among such entities based on the respective capital
commitments of each entity.

Fund III is also responsible for its organization expenses, which includes all costs and expenses
incurred by Fund III, Fund III’s General Partner, Decathlon or its affiliates in connection with the
organization and formation of Fund III and the offering and sale of limited partnership interests,
including attorneys’ fees, accountants’ fees, data site creation and maintenance, printing and mailing
costs, charges of agents and depositories, costs of filings for, registration and qualification of the
limited partnership interests under applicable securities laws, reimbursements of reasonable out-of-
pocket expenses associated with the formation of Fund III and the sale of limited partnership
interests; provided, however, that it is acknowledged that Fund III will not pay any investment
banking or private placement fees in connection with the offering. Organizational expenses that are
the common expense of Fund III and a parallel fund shall be allocated between such entities based
on the respective capital commitments of each entity.

Decathlon Alpha IV, L.P. The Management Fee is paid quarterly in advance and is equal to 2.0% (the
“Fee Rate”) of the greater of (i) the aggregate capital committed by all limited partners; and (ii) the
sum of (x) the aggregate capital contributions of all limited partners as of the last day of the
immediately preceding calendar quarter plus (y) the Reinvestment Amount (as defined in Fund IV’s
offering documents) of Fund IV as of the last day of the immediately preceding calendar quarter,
subject to the terms of the Management Agreement between Decathlon and Fund IV. For each
successive twelve-month period following the end of the Commitment Period (as defined in Fund IV’s
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Item 7 - Types of Clients

Decathlon currently provides investment advisory services solely to the Clients, which are private
funds and businesses. Investment advice is provided directly to the Clients, subject to the direction
and control of the General Partner or Managing Members of such Client, and not individually to the
investors of such Client.

Interests in the Funds are offered pursuant to applicable exemptions from registration under the
Securities Act and the 1940 Act. Permitted investors in the Funds may include high net worth
individuals, banks, thrift institutions, pension and profit-sharing plans, endowments, foundations,
trusts, estates, charitable organizations and other business entities.

The minimum investment requirement for a Fund offered by Decathlon varies from Fund to Fund,
but typically begins at $250,000. However, the General Partner of each Fund, in its sole discretion,
may permit investments that are less than the required minimum investment commitment set forth
in the applicable Fund’s offering documents. In addition, legal eligibility requirements must be met
to invest in a Fund.