I80 Group LP

Item 5: Fees and Compensation

The fees applicable to each of the Funds are set forth in detail in the corresponding Offering
Documents. A brief summary of such fees is provided below.

Management Fee

i80 Group is paid an investment management fee (“Management Fee”) per annum of the net
invested capital of the Funds.

i80 Group’s fee schedule is omitted because this brochure is only being delivered to qualified
purchasers as defined in the Investment Company Act of 1940. i80 Group receives
Management Fees from the Funds (outlined in Item 4) for the advisory services it provides to
each Fund through the corresponding investment management agreements between i80

i80 Group LP                                                       Form ADV Part 2A Brochure

Group and each Fund. For all Funds, the Management Fee shall be adjusted pro rata for capital
contributions and distributions of capital proceeds (if any) made to the Limited Partners
during the calendar quarter.

The Firm, in its sole discretion, may waive or modify the Management Fee for any Investor.
The Management Fee shall be reduced (i) by the net amount of any investment-related fees
or (ii) as otherwise provided in each Fund’s Offering Documents. For the avoidance of doubt,
the Management Fee in respect of any particular invested capital shall accrue from and after
the date that the Capital Contributions which are the subject of the relevant capital call notice
issued by the Firm, or any of its affiliates, are due.

Other Types of Fees or Expenses

i80 Group is authorized to incur and pay in the name and on behalf of the Funds all expenses
which they deem necessary or advisable.

The Firm is responsible for and shall pay, or cause to be paid, all of their own ordinary
administrative and overhead expenses, including, without limitation, all costs and expenses
related to rent, furniture, fixtures, equipment, office supplies, clerical expenses and all
salaries, bonuses and benefits paid to, or on behalf of, personnel of the Firm.

The Funds bear all other expenses, which include, without limitation, the following expenses
incurred by or allocable to the Funds: fees, costs, expenses and liabilities that are incurred by
or arise out of the operation and activities of a Fund (and, for the avoidance of doubt, not
included in Fund organizational expenses or any General Partner expenses), including, without
duplication: (a) fees, costs and expenses relating to investments and potential investments
(whether or not consummated), including fees, costs and expenses relating to the evaluation,
acquisition (including legal, regulatory, tax and/or compliance costs incurred in connection
with structuring such acquisition), financing, developing, sourcing, bidding on, holding,
monitoring and disposing of investments, including travel, entertainment and other related
fees, costs and expenses associated therewith; (b) interest on, and fees and expenses and
principal payments related to or arising from, any indebtedness of Fund; (c) premiums (and
other fees, costs and expenses) for insurance protecting a Fund and any i80 Group Related
Parties from liabilities to third parties in connection with a Fund’s investment and other
activities, including, for the avoidance of doubt, premiums for directors and officers, errors
and omissions, fidelity and ERISA bond(s), cybersecurity, and title, casualty and liability
insurance premiums relating to Investments; (d) third-party fees, costs and expenses in
respect of legal, custodial (including record storage and destruction costs), depositaries,
administration (including any direct application service costs), reporting, printing, information
technology related to the Fund or investments or potential Investments, research (including
news and quotation equipment and services) related to investments or potential investments,
market data, auditing, accounting, regulatory, asset management, portfolio and risk
management, and compliance services, including compliance services fees, costs and
expenses associated with (i) the preparation of a Fund’s financial statements, tax returns and
Schedule K-1s and the fees, costs and expenses of a Fund’s “partnership representative” or
other designated individual with the authority to resolve a Fund audit and (ii) any applicable
U.S. or non-U.S. registrations, applications, filings, reports, disclosures and notices (and
ongoing reporting requirements relating thereto), in each case as it relates to a Fund and its
investments, but excluding, for the avoidance of doubt, the costs of the General Partner’s or
the Firm’s customary overhead or operating expenses; (e) fees, costs and expenses relating to
acquisition, disposition, valuation, appraisal, financing, lending, loan servicing, banking,

i80 Group LP                                                        Form ADV Part 2A Brochure

investment banking, advisory, consulting, brokerage and prime brokerage services, and fees,
costs and expenses relating to experts (including networks thereof), operating partners and
third-party professionals and other service providers; (f) fees, costs and expenses incurred by
any entities through or in which a Fund directly or indirectly participates in Investments
(including, a pro rata share of any such fees, costs and expenses, in circumstances in which
Other i80 Funds participate in such Investment) provided such fees, costs and expenses are
associated with Investments, including fees, costs and expenses in connection with organizing
and the related administration of such entities; (g) fees, costs and expenses that are classified
as extraordinary expenses under U.S. GAAP; (h) domestic and foreign entity level taxes
imposed on a Fund (as determined by the General Partner), other taxes and other
governmental charges, fees and duties payable by a Fund, and all fees, costs and expenses of
any tax audit, examination or investigation; (i) claims, damages, liabilities, costs and expenses,
...

Item 7: Types of Clients

Our clients are the Funds, as described in Item 4 above. The Funds are generally open to,
among others, institutions, pension plans, endowments, high net-worth qualified purchasers,
financially sophisticated, and other sophisticated investors.

For any 3(c)(7) Fund each investor generally must be (i) an “accredited investor”, as defined
in Regulation D under the U.S. Securities Act of 1933 (the “Securities Act”), and (ii) either a
“qualified purchaser”, as defined in the U.S. Investment Company Act of 1940 (the “Company
Act”), or a “knowledgeable employee”, as defined under Rule 3c-5 of the Company Act and
must meet other suitability requirements.

The minimum investment for an Investor in a Fund is US $10,000,000. The minimum may be
lowered or waived by i80 in its sole discretion.