I Squared Capital Advisors US LLC

Item 5: Fees and Compensation
 In general, we are compensated for our investment advisory services to each of the
 Funds, other than some co-investment funds, by a management fee based on a
 percentage of committed capital during the Funds’ respective investment periods and
 thereafter based on a percentage of actively invested capital. We negotiate the rate with
 the investors in the Funds at the time each of the respective Funds is established.
 Management fees are typically payable quarterly in advance of the services rendered.
 If the Advisory Agreement is terminated before the end of the applicable period,
 management fees will be charged on a pro rata basis through the date of termination,
 and any fees paid in advance but not earned will be refunded. In addition to
 management fees, some of our supervised persons, through general partner carry
 vehicles, receive carried interest distributions from the Funds, which are based on a
 share of net profits of such Funds. See “Item 6 – Performance-Based Fees and Side-
 by-Side Management” below.

 In general, we are not compensated for our investment advisory services to the Co-
 Investment Vehicles. We may, however, receive a management fee based on a
 percentage of actively invested capital, carried interest distributions based on a share
 of net profits, and/or administrative fees for certain of the Co- Investment Vehicles.

 To the extent that ISQ or any of its affiliates or employees receives any transaction,
 director’s, management, monitoring, break-up, and other similar fees or compensation
 in connection with a Fund and its investments and prospective investments, in each
 case other than any (a) fees, compensation or other payments received in respect of
 any Operational Service Costs, External Management Compensation, Manager
 Support Services or Retained Interests (as defined below), (b) reimbursement for any
 Fund expenses initially borne by ISQ or any of its affiliates, (c) fees, compensation or
 other payments received directly or indirectly by ISQ or any of its affiliates with respect
 to any co-investment arrangement or any other Fund organized or managed by ISQ or
 any of its affiliates, (d) fees received directly or indirectly from or in respect of any
 strategic investors, agency investors or other strategic or third-party investors not
 otherwise attributable to the Fund, and (e) fees, costs and expenses related to the
 provision of products and services by ISQ Service Providers. 100% of the relevant
 Fund’s pro rata portion of any such fees, net of unreimbursed transaction expenses
 incurred by ISQ or its affiliates, that is attributable to an investor in the Fund will be

                                                                                  Part 2A of Form ADV

applied to reduce the management fee payable by investors in the Fund for the following
quarterly period. To the extent such offsets would reduce the management fee for a
given quarterly period below zero, such offsets will be carried forward and reduce future
installments of the management fee. For the avoidance of doubt, any fees,
compensation or other payments received by ISQ, or an affiliate intended to reimburse
ISQ or such affiliate for the cost of ISQ’s or such affiliate’s employees providing services
to a Fund, or an investment or prospective investment will not be credited against the
management fee.

In general, each Fund is responsible for all costs and expenses relating to its operations,
which are set out in further detail in the relevant Fund Governing Documents for each
Fund, including but not limited to: all fees, costs and expenses directly related to the
purchase and sale of investments; principal, interest, fees, expenses and other amounts
payable in respect of financings; custody fees and costs of other third party services;
legal, accounting, and other professional costs including those provided by employees
of ISQ; any insurance, indemnity or litigation expenses; all costs of the Fund’s
administration, including preparation of its financial statements and reports to limited
partners, costs of meetings of partners, expenses relating to the Fund’s limited partner
advisory committee (“Limited Partner Advisory Committee”), if any, and any taxes, fees
or other governmental charges levied against the Fund. In addition, each Fund is
responsible for its share of out-of-pocket costs and expenses in connection with
prospective investments that are not consummated. Each Fund is also responsible for
all costs and expenses incurred in connection with the organization of the Fund
(including any subsidiary pooling and subsidiary investment vehicles), the general
partner of the Fund, and the ISQ carry partners, if any, including legal and accounting
fees, printing costs, reasonable travel and out-of-pocket expenses, and all costs and
expenses incurred in connection with the offering of interests in the Fund (but excluding
any placement fees). Organizational expenses payable by the Funds are typically
subject to caps, as set forth in the applicable Fund Governing Documents.
Organizational expenses in excess of these caps and any placement fees are paid by
the Global Funds or the Growth Fund, respectively, but borne by ISQ through a 100%
off-set against the management fee.

From time to time, a Fund may create a subsidiary investment vehicle to facilitate co-
investment arrangements with one or more governmental development finance
institutions or multilateral agencies or other institutions, to the extent ISQ determines
that such arrangements may be of strategic benefit to a Fund. ISQ and its affiliates may
be entitled to receive management fees and carried interest in respect of such
arrangements, and such fees and carried interest will not offset any management fees
or other compensation payable by the Fund. In addition, all or a portion of such
organizational and operating expenses of such vehicles may be allocated to the Fund.
...

Item 7: Types of Clients
  We provide investment advice to the Funds. Investors in the Funds include public and
  private pension plans, insurance companies, sovereign wealth funds, funds-of-funds,
  family offices, and other institutional investors.

  The Funds may have a specified minimum investment set forth in the offering
  documentation, organizational documents or other governing documents. Such a
  minimum is typically subject to the discretion, on the part of ISQ, to permit investment
  of a smaller amount generally or with respect to any investor.

                                                                                      Part 2A of Form ADV