JAHD Management Company LLC

Item 5 – Fees and Compensation

Compensation and Fee Schedules

As compensation for investment advisory services rendered to the Funds, Elephant will
typically receive a management fee (“Management Fee”) and a performance-based
compensation (“Performance Allocation”) from each such Fund. All investors and
prospective investors should review the Governing Documents of each Fund in conjunction
with this Brochure for complete information on the fees and compensation payable in
connection with a particular Fund. The Management Fee is typically calculated based upon
committed capital of the Fund, however different Funds are subject to different Management
Fees, Performance Allocations, and/or advisory fee arrangements. Management Fees paid by
a Fund are indirectly borne by the investors in such Fund. The Management Fees payable to
Elephant in respect of investors in a Fund may be negotiable and/or may be waived in whole
or in part at Elephant’s sole discretion. Investors and prospective investors in each Fund
should note that similar advisory services may (or may not) be available from other
investment advisers for similar or lower fees.

Deduction of Fees; Timing of Payments; Termination

As a general matter, Elephant will charge and deduct Management Fees directly from the
Funds pursuant to the terms of the Governing Documents. Please refer to the Governing
Documents of each of the Funds for complete information on the timing of Management Fee
payments. Upon termination of any investment management agreement, any prepaid,
unearned fees will be promptly refunded in a fair and reasonable manner at the discretion of
the applicable General Partner, in accordance with the applicable Governing Documents.

Management Fee Offset

Elephant does not currently anticipate receiving transaction fees, monitoring fees, consulting
fees, director fees, break-up fees or similar fees from actual or prospective portfolio
companies of the Funds. To the extent the Firm does receive these fees, the Management Fee
paid by the applicable Fund will generally be reduced by up to the full amount of these fees.
The amount and manner of the foregoing reductions are set forth in the Governing
Documents of the applicable Fund.

Expenses

As further described in the applicable Governing Documents, each Fund will generally bear
all costs, expenses and liabilities incurred in connection with or related to the conduct of the
business of such Fund, including, by way of example and not limitation: with operation of its
business, including those costs associated with holding or sale of securities; all legal, audit,
registration, financial fees; certain research and diligence costs; the costs associated with
maintaining compliance with applicable anti-money laundering laws; certain insurance costs

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                                                                              Elephant Brochure

and premiums in connection with the activities of the Funds; the cost of Fund meetings; and
any extraordinary expenses of the Fund. Each Fund will also bear all expenses and costs
incurred in connection with the formation, organization, syndication and marketing of such
Fund and its associated General Partner, including all legal and accounting fees and expenses
incident thereto, subject to such expense caps as set forth in such Fund’s LPA. In instances
where an expense is borne by more than one Fund, such expense will generally be split pro-
rata between or among the Funds involved based upon a formulaic approach determined by
Elephant. Elephant will bear its general overhead and administrative costs and expenses,
including rent, utilities, office supplies and equipment, employee salaries and other employee
benefits, unless expressly provided for in the Governing Documents.

Transaction-Based Compensation

Elephant will not receive any compensation as broker or agent for the sale of securities or
other investment products to any Fund.

The foregoing discussion in Item 5 represents Elephant’s basic compensation
arrangements. The management fees and incentive allocations described above are
structured to comply with Rule 205-3 under the Advisers Act and applicable state laws.
Fees and other compensation are negotiable in certain circumstances and
arrangements with any particular Investor may vary. Although Elephant believes its
fees are competitive, lower fees for comparable services may be available from other
investment advisers.

Item 7 – Types of Clients

Types of Clients and Investment Vehicles

Elephant will provide discretionary investment management services to the Funds. The
eligibility and suitability requirements for each Fund are described in the applicable
Governing Documents. The Funds only admit sophisticated investors that (a) (1) are
“qualified clients” within the meaning of Rule 205-3 of the Advisers Act and (2) the General
Partner reasonably believes to be (i) “accredited investors” within the meaning of the
Securities Act and (ii) “qualified purchasers” as such term is defined in Section 2(a)(51) of
the Investment Company Act, or (b) are not “U.S. Persons” within the meaning of Rules 901
through 905 under the Securities Act (“Regulation S”) and outside the United States at the
time of such offer in offshore transactions in compliance with Regulation S.

Elephant and/or its affiliates may establish AIVs for the purpose of addressing tax, regulatory
and/or structural issues, and/or facilitating certain investments by one or more Funds
and/or investors. Prospective investors are requested to refer to the Governing Documents
of the applicable Fund for complete details on any feeder fund that may be established by
such Fund and such Fund’s ability to make investments through AIVs.

                                                                              Part 2A of ADV:
                                                                           Elephant Brochure