Eightfold Real Estate Capital LP

Item 5 - Fees and Compensation
Compensation received by Eightfold is comprised primarily of management fees based on a percentage of
(i) committed capital during the investment period of a Fund and (ii) invested capital after the investment
period has ended. Management fees may vary by Fund. As an SEC-registered adviser, Eightfold is not
required to include a fee schedule because our brochure is delivered only to qualified purchasers as defined
in section 2(a)(51)(A) of the Investment Company Act of 1940, as amended (the “Investment Company
Act”). Qualified purchasers may view the applicable Fund’s offering documents for specific fee information.

Pursuant to the Fund’s offering documents, management fees are paid in advance at the beginning of each
month; to the extent Eightfold’s advisory services terminate prior to the end of the relevant month there is a
provision for repayment.

Each Fund typically pays an Eightfold affiliate serving as General Partner an incentive distribution once the
amounts distributed to limited partners equal their capital contribution plus a specified preferred return. The
Fund offering documents describe specific incentive fee structures.

Eightfold may waive or reduce the management and/or incentive fee for certain investors. Eightfold has
waived or reduced the management and/or incentive fee and reserves the right in the future to waive or reduce
the management and/or incentive fee primarily for those affiliated with Eightfold.

In addition to the management fee and incentive allocation discussed above, the Funds are typically
responsible for fees and expenses relating to, among other things,

     All organizational expenses in connection with the formation of the Funds, the General Partners and
      any parallel funds and feeder funds and any subsidiaries (including subsidiary REITs) and any
      restructuring or amendments to the constituent documents of any such entity and including travel,
      legal, accounting, filing and other expenses in connection with the offer and sale of interests in the
      Funds and any parallel funds and feeder funds (in some cases with a cap);
     All costs incurred by the Fund, the General Partner or Eightfold that are related to the Fund’s
      operations, including but not limited to
               All costs and out-of-pocket expenses related to the investigation of and due diligence
                regarding investment opportunities, regardless of whether consummated.
               Costs and expenses related to the acquisition, ownership, management, operation, financing,
                hedging or sale of investments, including travel expenses
               Costs and expenses related to meetings with or reporting to limited partners
               Fees and expenses for accounting, auditing, research, consulting, insurance and legal
                services, administration services, including fees and expenses paid to outside accountants,
                appraisers, insurance brokers, legal or insurance service providers and other agents and
                consultants
               Costs related to risk management services and insurance for the Fund, including insurance
                to protect the Fund, the General Partner, the Manager and the Limited Partners in
                connection with the performance of activities related to the Fund
               Subject to the terms of the Fund’s governing documents, costs relating to the Fund’s
                indemnification, including costs of any litigation and any judgments or settlements payable
                in connection therewith
               Extraordinary expenses associated with the operation of the Fund and its investment
                activities (e.g., litigation expenses associated with third party litigation and investigations,
                settlements and/or reviews with respect to the Fund)

               Interest on, and fees and expenses arising out of, all borrowings of the Fund
               Out-of-pocket charges and expenses for administering the Fund to the extent that such
                charges relate to services provided by third parties, including maintaining the Fund’s
                general ledger, investment reporting, preparing the Fund’s financial statements, tax returns
                and reports to Partners, Schedule K-1 and performing insurance and legal services
               Expenses and costs incurred in connection with governmental and regulatory filings
                (including those related to the Alternative Investment Fund Managers Directive, but
                excluding Form ADV)
               Expenses incurred in connection with liquidating the Fund
               Expenses and fees of depositary, fund administrator services and similar services,
               Any taxes, fees or other governmental charges levied against or withheld from payments to
                the Fund and all expenses incurred in connection with any tax audit, investigation,
                assessment, settlement or review of the Fund
               Costs associated with making, monitoring, managing or disposing of Investments, including
                travel expenses
               Costs of any third parties and, subject to the governing documents, any affiliates retained to
                provide services to the Fund
               Expenses relating to a defaulting partner
               Costs and expenses that are classified as extraordinary expenses under GAAP
               Custodial expenses for the safekeeping of cash, securities and other property, making
                investments in cash equivalents and other short-term investments, interest expenses,
                brokerage commissions and other investment costs incurred by or on behalf of the Fund
               All other expenses not specifically provided for that are incurred by Eightfold or its affiliated
...

Item 7 - Types of Clients
Eightfold provides investment advisory services to the Funds, which are exempt from registration as
“investment companies” under the Investment Company Act.

The Funds’ investors are “qualified purchasers”, as defined in the Investment Company Act, and may
include, among others, banks, thrift institutions, pension and profit-sharing plans, trusts, estates, charitable
organizations, corporations, limited partnerships, limited liability companies, and individuals.

The offering documents for each Fund set minimum amounts for investment by prospective investors which
range from $2 million to $5 million. Eightfold has waived, and reserves the right to modify or waive, the
minimum new investment commitments for the Funds from time to time.