Juniper Capital Investment Management LP

FEES AND COMPENSATION

As detailed below, Juniper or an affiliate receives a management fee (the “Management Fee”), and its
affiliated General Partners are allocated carried interest as compensation for providing investment advisory
services to certain of the Funds. Differences exist from Fund to Fund, and certain Funds may not charge
certain fees, compensation or expenses that other Funds charge. In addition, the general partner of each
Fund may, in its sole discretion, waive or reduce an investor’s Management Fee or carried interest.

Juniper has exempted and may in the future exempt past or present principals, employees, senior advisors,
certain service providers and certain executive management members of portfolio companies from payment
of all or a portion of Management Fees and/or carried interest on their direct or indirect investment in one
or more Funds.

Further specific details of Management Fees, performance-based fees or allocations, fund expenses and fee
waivers are described below, but are more fully set forth in a respective Fund’s PPM and governing
documents, including such Fund’s partnership agreement.

Management Fee

During its “investment period”, Fund IV will generally pay Juniper an annual Management Fee, determined
on an investor-by-investor basis, at the annual rate of 2.0% of each investor’s capital commitment to the
fund. Beginning the calendar quarter after the investment period expires (or, if earlier, the calendar quarter
after the date on which Management Fees begin to be paid in respect of a successor fund), Fund IV’s
Management Fee will generally be reduced to an amount equal to 1.5% of the invested capital contributed
to the fund by each investor in respect of investments held by Fund IV at each Management Fee
determination date less the amount contributed by such investor to Fund IV in respect of investments that
have been written-off.

The Management Fee for Fund IV is typically required to be paid quarterly in advance by way of a
drawdown of capital from investors in Fund IV but may be paid from any other asset owned by the fund
(including amounts received by the fund in respect of a portfolio investment and/or reserved by the fund).
Juniper is permitted to waive, reduce or otherwise modify the Management Fee for any investor in a Fund
with the result being that investors in the same Fund may pay different Management Fees.

As it pertains to Fund IV, the Management Fee may be reduced with respect to each limited partner, but
not below zero, by the sum of (i) the amount contributed by such limited partner to pay placement fees paid
or payable by Fund IV and any excess organizational expenses of Fund IV, in each case, since the preceding
payment date, and (ii) such limited partner’s pro rata share of any Fee Income (as defined below) received
by Juniper in the prior calendar quarter. Upon termination of Fund IV, in the event that there is an unapplied
balance of amounts that would otherwise reduce the Management Fee, Juniper will promptly refund to each
limited partner (subject to any applicable withholding and applicable law), an amount in cash equal to the
product of the Management Fee earned by Juniper over the term of Fund IV for which such limited partner
was responsible and the limited partner’s share of such amounts.

With respect to the Co-investment Funds, Juniper has in the past and may again in the future receive certain
fees, including without limitation a management fee or an administrative fee, from the applicable Co-
investment Fund. Such fees may be paid to Juniper or an affiliate in connection with its ongoing
management of an investment. In addition, such fees may be used to pay for certain recurring expenses
(e.g., audited financial statements, insurance premiums) that traditionally are charged to a Fund’s investors
as “fund expenses”. Such fees will not offset the Management Fees charged to the investors of any other
Fund.

Investors in a Fund are expected to participate in that Fund for the duration of its term. Subject to the
applicable Fund’s governing documents, should Juniper’s services be terminated before its services are
provided in full as a result of a termination of the Fund, fees that have been paid in advance will generally
be prorated to reflect payment only for the period of time in which services were provided.

Performance or Carried Interest Allocation

Distributions to investors in Fund IV may be subject to carried interest or other profit-based allocations for
the benefit of Juniper or an affiliate. Generally, such performance or carried interest allocation is equal to
20% of distributions otherwise payable to such limited partner after a return to such limited partner of its
aggregate capital contributions to such Fund plus an agreed-upon annual return (or performance hurdle).
These amounts are paid from cash otherwise distributable to such limited partner, such as receipt by Fund
IV of interim distributions from a portfolio investment or proceeds from the sale of a portfolio investment.
Juniper is permitted to waive, reduce or otherwise modify the performance allocation for any limited partner
in Fund IV with the result being that investors in Fund IV may pay different performance-based
compensation.

With respect to the Co-investment Funds, Juniper or an affiliate may receive a carried interest allocation
from such Co-investment Funds. Such carried interest allocation may be made to a General Partner that is
different than the General Partner of the Fund with which such Co-investment Fund is co-investing. In
connection with the foregoing, the carried interest allocation may be greater than or less than the carried
interest allocation paid to Juniper or its affiliate by the Fund with the result that the return to investors in
the Co-investment Fund with respect to an investment in a portfolio company may be different than the
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TYPES OF CLIENTS

The clients to whom Juniper provides investment advice are private investment funds offered to investors,
including Fund IV and the current Co-investment Fund. Investment advice is provided directly to such
Funds and not individually to the limited partners of such Funds. The Funds may include investment

partnerships or other investment entities formed under domestic or foreign laws and operated as exempt
investment pools under the Investment Company Act of 1940, as amended (the “Investment Company
Act”). Details concerning applicable suitability criteria for investors in each Fund are set forth in each
Fund’s PPM and/or other offering documents. Fund IV requires a minimum initial capital commitment of
$10,000,000, although investments of a lesser amount may be accepted in the discretion of the applicable
Fund’s general partner.

Each investor in a Fund is required to meet certain suitability qualifications in order to invest, such as being
an (i) “accredited investor” as defined under Regulation D of the Securities Act of 1933, as amended (the
“Securities Act”) and a (ii) “qualified purchaser” or other “knowledgeable employee” of Juniper, each as
defined under the Investment Company Act, and the rules and regulations promulgated thereunder.

The investors participating in the Funds include, among others, endowments, family offices, funds-of-
funds, high net worth individuals, pension funds, charitable organizations and may include, directly or
indirectly, principals or other employees of Juniper and its affiliates.