ICV Partners LLC

Item 5.       Fees and Compensation

Management Fees and Carried Interest:

As described in each ICV Fund’s confidential offering materials, ICV or an affiliate receives a
management fee and, as described more thoroughly in Item 6, general partners affiliated with
ICV receive a performance-based carried interest. Annual management fees typically equal up to
2.0% of aggregate capital commitments during a commitment period when Portfolio Company
investments are expected to be made, and 1.5% of invested capital with respect to unrealized
investments for the remaining life of the ICV Fund. Management fees are subject to offset
based on contractual provisions included in the investment advisory agreements. An allocation
of other forms of compensation paid to ICV such as transaction fees and investment monitoring
fees are used to compute the offset credit. The allocation of these other fees is computed based
on ICV Fund capital contributions to the investment as a percentage of total ICV-controlled
capital contributions, excluding portfolio company management capital contributions. See Item

Item 7.        Types of Clients

ICV provides investment advice to private investment vehicles, which are structured as U.S.
limited partnerships or limited liability companies, all of which are pooled investment vehicles
comprised of a variety of qualified investor types including pensions, high net worth individuals,
fund-of-funds and insurance companies. These investment vehicles are exempt from the
requirement to register as an investment company under Section 3(c)(1) or 3(c)(7) of the
Investment Company Act of 1940.

Subject to the discretion of ICV, the minimum investment threshold for investment in the ICV
Funds is $5 million.