Di Investment Management LP

ITEM 5 – FEES AND COMPENSATION

Description of Compensation and Fee Schedule

        In general, Dalfen receives or expects to receive a management fee and a carried interest in
connection with the provision of advisory or management services to its clients, consistent with the
terms of each Fund’s Governing Documents. Dalfen and/or its affiliates receive or expect to receive
additional compensation in connection with management and other services performed for properties
of Funds and such additional compensation will offset in whole or in part the management fees
otherwise payable to Dalfen solely to the extent provided by the Governing Documents. In addition,
in certain circumstances Dalfen receives compensation for management and other services performed
in connection with co-investments made in properties of the Funds. Investors in a Fund also bear
certain expenses, as detailed in the Governing Documents.

         A Fund’s General Partner generally will receive a carried interest with respect to a Fund in
percentages, and subject to the calculation provisions, more fully described in the Governing
Documents. The carried interest distributed to Dalfen is subject to a potential giveback at the end of
life of the Fund if Dalfen has received excess cumulative distributions.

       While fees and other compensation are described in detail in the applicable Governing
Documents for each Fund, a general overview of such fees and compensation is set forth below. The
following summary is qualified in its entirety by the applicable Fund Governing Documents. It is
expected that future Funds will have a similar compensation structure.

        Management Fees

         DLMI V and IOS (along with their parallel investment entities with similar economic terms and
its and their subsidiaries (including a REIT Subsidiary (defined below), if applicable)) and IOS will pay
its General Partner (or an affiliate thereof) an annual management fee (the “Management Fee”),
payable quarterly in advance, equal to (a) until the expiration of the Investment Period (as defined in
Fund Governing Documents) or such earlier time upon the occurrence of certain events set forth in the
DLMI V or IOS Governing Documents, the sum of each limited partner’s Commitment multiplied by
1.5% (other than any limited partner designated as an affiliated partner by the General Partner), and (b)
thereafter, the sum of each limited partner’s Net Equity Invested (defined below) multiplied by 1.5%
(other than any limited partner designated as an affiliated partner by such General Partner). The Funds
may offset and reduce amounts otherwise distributable to a limited partner in order to pay the
Management Fee to the Manager (or an affiliate thereof). The Management Fee is permitted to be
reduced in the manner designated in the DLMI V or IOS Governing Documents in exchange for a
reduction in the General Partner’s aggregate cash capital contribution obligation and/or a corresponding
interest in Fund profits.

        “Net Equity Invested” means, with respect to a limited partner as of any date of determination,
means an amount equal to (i) such limited partner’s aggregate investment contributions plus such limited
partner’s share of the aggregate amounts committed by the Fund to be drawn in respect of Fund
investments (including follow-on investments and amounts budgeted in respect of development or
development activities) to the extent capital has not yet been called therefor, in each case for investments
that have not been completely disposed of or completely written off, less (ii) such limited partner’s share

of aggregate write-down amounts with respect to unrealized investments that have been permanently
written-down as of such time, subject to certain adjustments as set forth in the Governing Documents.

        The Management Fee will commence as of the Fund V Effective Date (as defined in Governing
Documents), regardless of when a limited partner is actually admitted. Limited partners that are admitted
or increase their Commitments in a subsequent closing after the Effective Date will be assessed
Management Fees retroactive to the Effective Date as if such limited partner was admitted for its full
Commitment on the Effective Date and, without reducing such limited partner’s unfunded Commitment
to the Fund, will be charged an additional amount calculated at 8% per annum on the amount of such
assessed Management Fees, from the date such Management Fee payments would have been due if such
limited partner were admitted for its full Commitment on the initial closing date. Any such amounts will
be paid by the Fund to the Manager (or an affiliate thereof). The Management Fee will be paid out of
current income and investment proceeds of the Fund and/or, in the General Partner’s discretion, from
drawdowns that will reduce unfunded Commitments.

        The General Partner, in its sole discretion, has designated and may in the future designate certain
Partners as “affiliated partners” that will be exempted from all or some portion of the Management Fee.
In addition, certain investors and Co-Investment Vehicles are not subject to Management Fees or have
negotiated agreements for a reduced fee. Ashrei V is not subject to Management Fees.

       Transaction Fees

        In DLMI V (or any joint venture or parallel investment entities with similar economic terms)
and IOS, the Management Fee will be reduced by an amount equal to 100% of Transaction Fees
attributable to Partners not designated as “affiliated partners” by the General Partner. In Ashrei V or
any parallel investment entities with similar economic terms, any Transaction Fees will be paid over
to Ashrei V or such parallel investment entities and treated as distributable proceeds. “Transaction
Fees” include 100% of any: (i) directors’ fees, financial consulting fees or advisory fees paid to the
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ITEM 7 – TYPES OF CLIENTS

         Dalfen provides investment advice solely to its Fund clients, and references throughout this
Brochure to “clients” and to Dalfen’s related duties to and practices on behalf of its clients and/or
investors should be construed accordingly. Historically, Dalfen’s services have been provided to
pooled investment vehicles with a real estate focus, whose investment in securities has been
maintained below percentages set forth in the Investment Company Act of 1940, as amended, and the
rules and regulations thereunder (the “Investment Company Act”). The Funds generally include
investment partnerships or other investment entities formed under domestic or foreign laws and
operated as exempt investment pools under the Investment Company Act. The investors participating
in the Funds generally include individuals, banks or thrift institutions, other investment entities,
university endowments, sovereign wealth funds, family offices, pension and profit-sharing plans,
trusts, estates or charitable organizations or other corporations or business entities and, directly or
indirectly, Principals or other employees of Dalfen and its affiliates and members of their families, or
other service providers retained by Dalfen.

       The relevant General Partner also generally is permitted to establish Funds that are alternative
investment vehicles in order to permit certain investors to participate in one or more particular
investment opportunities in a manner desirable for tax, regulatory or other reasons. Alternative
investment vehicle sponsors generally have limited discretion to invest the assets of these vehicles
independent of limitations or other procedures set forth in the organizational documents of such
vehicles and the Governing Documents related Fund.

        Each Fund generally has a minimum investment amount for third-party investors, and Fund
interests are generally offered and sold solely in private offerings to “accredited investors,” as that term
is defined in Regulation D promulgated under the U.S. Securities Act of 1933, as amended. Other
investor qualifications, requirements and restrictions generally will apply to different Funds,
depending on each Fund’s relevant exemption from various securities and other laws. Dalfen generally
is permitted to waive certain investor restrictions.