Fairview Asset Management LLC

Item 5 -- Fees and Compensation

General

The fees and compensation arrangements as well as the expenses that a Fund or Advisor may be
responsible for may vary among the Funds and Advisors. The specific terms of such
arrangements are set forth in each written agreement with a Fund or Advisor.

FAM does, and will in the future, charge asset-based fees. It is expected that the asset based-fees
payable by the Funds will range from 0% to 2.5% of the aggregate capital commitments of the
Fund investors while a Fund is actively investing, and thereafter, the fee percentage is typically
applied only to such Fund’s aggregate invested capital as of the end of the immediately
preceding quarter. FAM will receive asset-based fees charged to a Fund, whether providing

services directly to a Fund or to another Advisor (including FPIM) pursuant to a sub-advisory
engagement.

Origination Fee Compensation

FPIM receives loan origination fees from some of the Funds under its management. Pursuant to
the sub-advisory agreement, FAM receives a portion of these origination fees.

Performance-Based Compensation

FAM receives performance-based compensation, through carry-through sub-advisor fees from
FPIM, as described in Item 6 below.

The performance-based compensation is structured subject to Section 205(a)(1) of the
Investment Advisers Act of 1940, as amended (the “Advisers Act”), in accordance with the
available exemptions thereunder, including the exemption set forth in Rule 205-3. In accordance
with Rule 205-3, investors in a Fund that is assessed carried interest must meet the qualifications
set forth in Rule 205-3, and are advised of the terms of such performance-based fees and the
associated risks.

The performance-based compensation may create an incentive FAM to make riskier or more
speculative investments on behalf of a Fund than would be the case in the absence of this
arrangement. The code of ethics adopted by FAM which is described in more detail in Item 11
below, sets forth policies and procedures to address conflicts of interest. Such policies and
procedures require FAM and its personnel to act in its Funds’ best interests.

Expenses and Other Fees

In addition to the fees and performance-based compensation described above, the Funds (and,
indirectly, the investors in the Funds) will pay expenses and other fees specifically as disclosed
in the governing documents, as summarized below.

The expenses and other fees to be paid by each Fund will vary and may include, among others,
the following: all costs and expenses incurred in connection with the formation of the Fund, the
registration and qualification of the Fund interests under applicable federal and state securities
laws, and the marketing and sale of the Fund interests (including, without limitation, payments to
duly licensed third party broker-dealers that facilitate investments to the Fund); all fees, costs
and expenses for third-party service providers, including attorneys, accounting services and tax
preparation services, which includes expenses incurred by an Affiliate as the tax matters partner
for the Fund; asset management expenses relating to travel for Fund investments; all fees, costs
and expenses in any way relating to leasing, investment sales, property management, escrow
services, document preparation, document recording, title reports and title policies, surveys,
environmental reports, credit reports, property inspections, appraisals and any other third-party
studies or reports; carrying costs and interest expense for any funds advanced by FAM or an
Affiliate or incurred pursuant to a loan from a third party to the Fund; legal, accounting,
bookkeeping, tax compliance, auditing, consulting, property management fees, and other
professional expenses, including those of valuation firms; administration fees and other expenses

charged by or relating to the services of third-party providers of administration services; third-
party and out-of-pocket research and market data expenses; interest and fees on loans, committed
loan facilities and other indebtedness; bank service, custodial and similar fees; litigation costs;
insurance costs; fees and expenses (including travel expenses) related to the analysis, purchase or
sale of investments, whether or not the investments are consummated (e.g., broken-deal
expenses); expenses related to the purchase, monitoring, sale, settlement, custody or transfer of
Fund assets (such as brokerage, sales and purchases commissions, exchange fees, banking,
clearing and settlement charges, transfer taxes and other transaction costs); entity-level taxes;
regulatory fees and expenses (such as for blue sky, Form D and Form PF filings, and other filing
fees and corporate fees payable to governments and agencies); investor reporting expenses; fees
and expenses relating to the offer and sale of Fund interests; expenses of the Fund’s advisory
committee; any expenses for services that the Fund’s investors require the Fund’s general partner
or manager to obtain; costs associated with the establishment and operation of any special
purpose vehicle or subsidiary vehicle used by the Fund for holding and/or originating
investments; and any other ordinary and extraordinary fees or expenses of the Fund, each of
which, in the determination of the manager, are reasonably incurred in connection with the
business or maintenance of the Fund.

It is expected that FAM will bear certain overhead expenses of operating the Funds.
Specifically, it is expended that FAM (or the Advisor to which is provides sub-advisory services,
but not the Funds) will pay for all overhead expenses of an ordinarily recurring nature such as
rent, utilities, supplies, secretarial expenses, stationery, charges for furniture, fixtures and
equipment, employee benefits including health insurance, payroll and other taxes and
compensation (and related costs) of all personnel, as applicable.
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Item 7 -- Types of Clients

FAM provides advice to the Funds and/or to an Advisor that advises one or more Funds. It is
expected that all Funds will claim an exemption from registration as an investment company
pursuant to either Section 3(c)(1), 3(c)(5) or 3(c)(7) of the Investment Company Act of 1940, as
amended (“1940 Act”). Interests in each Fund (“Fund Interests”) are not registered under the
Securities Act of 1933, as amended (“1933 Act”), or any state “blue sky” laws; rather, they are
privately offered pursuant to Regulation D under the Securities Act.

Generally, each investor in a Fund must be an accredited investor, as defined in Rule 501(a) of
Regulation D under the 1933 Act. Investors must complete questionnaires in which they
represent that they are qualified to invest in a particular Fund.

The minimum investment commitment required of an investor to participate in a Fund varies
from Fund to Fund and the fund sponsor has discretion to modify the minimum investment
commitment of a Fund for any potential investor. Investors and prospective investors should
refer to the relevant Fund’s Governing Documents for complete information regarding minimum
investment requirements for participation in the Fund.

In addition, a manager of a Fund may, in its discretion, in connection with any investment, direct
the capital contributions of some or all of a Fund’s investors to be made through one or more
alternative investment vehicles (“Alternative Investment Vehicles”) if, in the judgment of the
manager, the use of Alternative Investment Vehicles would allow the Fund to address legal or
regulatory considerations or invest in a more tax efficient manner or would facilitate
participation in certain types of investments. Any Alternative Investment Vehicle will contain
terms and conditions substantially similar to those of the Fund to which the Alternative
Investment Vehicle relates, and will be managed by FAM or an Affiliate.