Fayerweather Management LLC

ITEM 5: FEES AND COMPENSATION

Description

Fayerweather charges the Private Funds both asset-based management fees and performance-
based fees. Performance-based fees are charged in compliance with Rule 205-3 of the
Investment Advisers Act of 1940, as amended (the “Advisers Act”).

With respect to Fund 1, Fayerweather receives a management fee equal to one-quarter of one
percent (0.25%) per annum of the aggregate capital commitments of Fund 1’s limited partners,
payable quarterly in advance. In addition, Fayerweather receives a performance distribution
equal to ten percent (10%) of the cumulative distributions made by Fund 1 in excess of the
aggregate capital contributions made to Fund 1. This performance distribution is paid only after
all capital contributions then made to Fund 1 have been returned.

For Fund Eiger, Fayerweather receives a management fee equal to fifteen hundredths of one
percent (0.15%) per annum of the aggregate initial capital contribution amounts of each Private
Fund’s limited partners, payable quarterly in advance. In addition, Fayerweather receives a
performance distribution equal to five percent (5%) of the cumulative distributions made by
each Private Fund in excess of the aggregate capital contributions made to such Private Fund.
This performance distribution is paid only after all capital contributions then made to the Private
Fund have been returned.

Any management fee charged for a period that is less than a full calendar quarter will be
prorated based upon the number of days in such period and refunded to the Private Fund.

The management fees shall also be offset 100% by certain fees paid to or received by
Fayerweather or its affiliates, including monitoring fees, placement or finders’ advisory fees,
consulting fees or directors’ fees, in each case, paid by a Portfolio Company (defined below) or
otherwise in connection with an investment by the Private Fund; fees (including investment
banking or financial advisory fees) from a Portfolio Company or any other person for services
performed for a Portfolio Company or other persons in connection with an investment; or fees
(including commitment fees, breakup fees and litigation proceeds) in connection with a
prospective transaction with the Private Fund that is not consummated.

Fee Billing

Fees for each Private Fund will be paid from the Private Fund’s assets. Fees may be waived
prorata at the discretion of the Manager.

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Other Fees or Expenses

Each Private Fund pays its own organizational and operating expenses (“Fund Expenses”). Fund
Expenses may include expenses for legal services, expenses for services rendered by third
parties in connection with custodial, administration, bookkeeping and recordkeeping services,
expenses for auditing, accounting and tax services, expenses for consulting, investment tracking
and other professional services, brokerage fees, commissions, discounts and expenses incurred
in connection with investments, travel, lodging and other expenses incurred in connection with
a transaction or proposed transaction payable to persons other than Fayerweather or its
affiliates (unless in reimbursement of such expenses paid by Fayerweather to such persons),
filing fees, taxes, fees, assessments and other governmental charges, expenses of providing
reports and information to limited partners, expenses incurred by the Private Fund’s tax matters
partner, insurance costs, expenses approved by the Private Fund’s partners, and all other
liabilities and expenses (including judgments, fines, penalties, amounts paid in settlement,
attorneys’ fees, and costs of investigation, but excluding Fayerweather’s office, employee and
other overhead expenses not incurred in connection with its or the Private Fund’s organization)
incurred by or on behalf of the Private Fund in connection with the conduct of the activities of
the Private Fund or the defense or disposition of any claim, action, suit or proceeding, whether
civil, criminal, administrative or investigative, arising in connection with the conduct of the
activities of the Private Fund. In addition, Fund Expenses may include costs and expenses
incurred in connection with the formation of Fayerweather and fees and expenses related to its
investment adviser registration and filings.

Investors in the Private Funds also acknowledge that Fayerweather, as the general partner of
each Private Fund, may apportion Fund Expenses that relate to more than one Private Fund
among the Private Funds in a manner that it reasonably determines to be equitable. Expenses
may be subject to a budget and reviewed periodically.

Participation or Interest in Client Transaction

Neither Fayerweather nor any of its supervised persons accepts compensation for the sale of
securities or other investment products, including asset-based sales charges or service fees from
the sale of mutual funds.

ITEM 7: TYPES OF CLIENTS

At this time, Fayerweather provides its investment advisory services only to the Private Funds.
Investors in the Private Funds include the following:

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    •    Individuals, including high net worth individuals

    •    Family partnerships

    •    Trusts, including charitable trusts and revocable and irrevocable trusts

The minimum single investment commitment by an investor in a Private Fund is $1,000,000.
Fayerweather reserves the right to reduce this minimum on a case-by-case basis.