Everside Capital Partners LLC

Item 5. Fees and Compensation

Everside, or one of its affiliates, typically receives compensation for providing investment advisory
services from each of its Clients in the form of (1) an annual advisory fee of up to 2% per annum
based on a percentage of assets managed (generally based on capital committed or capital deployed,
and in certain circumstances includes leverage provided as part of a Client being a licensed Small

Business Investment Company and (2) performance-based compensation of up to 20% of all net
income and gains and losses derived from portfolio investments which may be referred to as carried
interest.

The details of how Everside calculates its advisory fee and performance-based compensation is set
forth in each Client’s Governing Documents. Fees for advisory services are generally not negotiable.
Everside only receives performance-based compensation when distributions occur in accordance with
the relevant Governing Documents for each Client relationship. As a result, Everside does not receive
performance-based compensation on a regularly-scheduled basis.

Everside deducts its management fees directly from its Clients’ accounts each quarter in advance.
Clients who pay management fees in advance may be refunded a prorated portion of the management
fee if the advisory relationship was terminated prior to the end of the relevant billing period.

In connection with our advisory services, our Clients generally bear, or have borne, each of their own
operating and investment-related expenses, including but not limited to, for example:

    •   organizational and formation expenses subject to certain limitations;
    •   fees, costs and expenses directly related to their purchase and sale of investments (including
        legal, due diligence and out-of-pocket expenses), including interest and expenses payable
        on any indebtedness incurred by a Client;
    •   costs and expenses of managing Clients’ investments;
    •   industry trade association membership fees and attendance costs;
    •   fees and expenses of outside consultants and experts that Everside may engage in
        connection with making or managing investments;
    •   any withholding or other taxes;
    •   expenses of custodians, third-party tax professionals and auditors, attorneys and other
        service providers;
    •   insurance, risk management, indemnity and litigation expenses;
    •   costs and expenses incurred in dissolving, winding-up and terminating each Client and
        in realizing its investments;
    •   marketing expenses;
    •   other administration costs;
    •   a portion of the fees and expenses of each underlying fund that Everside invests in; and
    •   costs associated with various SBA requirements.

Moreover, in certain instances, Everside will at times receive fees from portfolio companies including
but not limited to monitoring fees, transaction fees, and/or consulting fees, each of which may at times
offset the management fee payable by a Client, subject to the applicable Client’s Governing
Documents.
Additional information on fees and expenses incurred by Clients can be found in each Client’s
applicable Governing Documents. Neither Everside nor any of our Supervised Persons (as defined
below) accept compensation in connection with the sale of interests in the Clients. Any of Everside’s
Clients that invest in parallel share joint expenses on a pro rata basis, as applicable (unless tax,
regulatory or other reasons dictate otherwise).

Everside, in its sole discretion, will waive or reduce the fees for investors that are principals,
employees or affiliates of Everside, relatives of such persons, and for certain large and strategic
investors.

Item 7. Types of Clients

Currently, Everside’s Clients are pooled investment vehicles. Investors in these vehicles include or
may in the future include (but are not/will not be limited to):

    •   high net worth individuals;
    •   pension and profit sharing plans (domestic and foreign);
    •   segregated accounts formed by insurance companies;
    •   family offices;
    •   trusts, estates, charitable organizations and endowments; and
    •   limited liability companies and corporations.

Investors that are U.S. persons must be “Accredited Investors” under Regulation D under the
Securities Act of 1933 and in general, “Qualified Clients” under the Investment Advisers Act of 1940
and/or “Qualified Purchasers” under the Investment Company Act of 1940.

Generally, the Clients have a stated minimum investment amount of $1,000,000 to $5,000,000.
Everside has the discretion to waive minimum investment requirements for investment in the Clients.