Kain Capital LLC

Item 5 Fees and Compensation
A. Fees
Kain Capital and its affiliates receive a management fee (“Management Fee”) from some of the Funds and
performance-based compensation (“Performance Fee”) from each Fund (together, “Fees”). Descriptions
of the Management Fee, if applicable, and the Performance Fee relating to each Fund are set forth in its
respective Offering Documents. Management Fees for the Funds vary up to 2% of the Fund’s capital
commitments. The Performance Fee varies by the terms of each Fund’s Offering Documents up to 30%.
Kain Capital and its affiliates reserve the right to negotiate, waive, reduce, rebate, or calculate differently,
Fees with respect to any Client and any Fund investor, in certain instances. Kain Capital and/or its affiliates
also receive monitoring fees from certain of the relevant Funds’ portfolio companies. Monitoring fees are
based on capital commitments (during the investment period) and capital contributions (after the investment
period). If and when portfolio companies pay these monitoring fees, the Fund is not directly charged for
these fees, but investors in such Fund will bear these fees indirectly through their return on the Fund’s
investments in the portfolio companies.

B. Billing
Kain Capital generally deducts Management Fees directly from a Fund’s account held at a qualified
custodian in advance on the first calendar day of each quarter and, where applicable, Kain Capital or its
affiliates will realize a Performance Fee as set forth in the Fund’s Offering Documents.

C. Additional Expenses
Clients generally bear expenses incurred in connection with the organization and formation of the Funds
and other related entities including: (a) accounting fees and expenses; (b) printing costs; (c) travel and
entertainment expenses to market the Funds and other related marketing expenses; (d) filing fees; and
(e) legal fees and expenses. These expenses will generally be passed on to and split pro rata among the
investors in each Fund.

Clients will pay operating expenses such as investment-related expenses (e.g., brokerage commissions,
custodial fees, bank service fees, including legal costs, appraisal costs and other costs of performing due
diligence); investment-related travel expenses and travel and entertainment expenses; transaction-related
legal and due diligence expenses; expenses incurred in connection with any amendments to the investment
management agreement and external legal fees relating to the Fund’s activities and operations; expenses
associated with meetings of Fund investors; professional fees relating to the investment (including,
expenses of consultants and experts); third-party valuations; external accounting expenses; auditing and
tax preparation expenses; entity-level taxes; administrative expenses; insurance expenses (including,
directors and officers, and errors and omissions liability insurance); and other similar expenses related to
the Funds; and extraordinary expenses (i.e., litigation costs or damages) reasonably incurred in connection
with the operation of the Fund. Such expenses are generally passed on to and split pro rata among the
investors in each Fund.

The specific fees and expenses for each Fund are described in the Fund’s Offering Documents.

If any operating expense or other cost is incurred jointly by more than one Fund, such costs and expenses
are generally expected to be paid pro rata by such entities based on the net asset value of such entities.
Kain Capital has the discretion to cause such expenses to be paid by such Funds pursuant to another
methodology if it reasonably determines that it would be fair and equitable to do so.

For a more complete discussion regarding fees and expenses applicable to a particular Fund, please refer
to the appropriate Offering Documents.

Neither Kain Capital nor any of its supervised persons accepts compensation for the sale of securities or
other investment products.

D.Other Compensation
From time to time, certain affiliates of Kain Capital (including the general partners of certain Funds) receive
monitoring fees, transaction fees, upfront fees, and/or break-up fees from transactions with certain portfolio
companies in which the Funds are invested.

Also, from time to time, employees or partners of Kain Capital, in their individual capacity and not as
employees or partners of Kain Capital, may serve as directors or board members with respect to, or provide
management consulting services to, portfolio companies in which certain Funds invest. Any compensation
received in connection with such services will be retained by the applicable employee or partner or by Kain
Capital, rather than the Funds.

Finally, an affiliate of Kain Capital (Kain Analytics) provides data analytics services to Kain Capital’s portfolio
companies. Kain Analytics’ services seek to formulate and implement complex technological, data, and AI
systems for its customers. Fees for these services are paid by portfolio companies directly to Kain Capital
and do not flow through any Funds.

Item 7 Types of Clients
As described in Item 4 – Advisory Business, Kain Capital currently provides investment advisory services
to privately offered pooled investment funds including partnerships or other pooled investment vehicles
formed under domestic laws and operated as investment pools that are excluded from the definition of an
investment company under the Investment Company Act of 1940, as amended (the “Company Act”). At
this time, it is not anticipated that Kain Capital will provide advice to advisory clients that are “retail investors”
as defined by Rule 204-5(d)(2) under the Investment Advisers Act of 1940, as amended (“Advisers Act”).
Fund investors generally include individual investors, institutional investors and other sophisticated
investors; however, investors in the Funds are not Clients of Kain Capital by virtue of their investment in a
Fund. Each Fund’s Offering Documents impose a minimum contribution for investment, which varies from
Fund to Fund. A Fund’s general partner may waive the minimum investment or contribution with respect
to any investor in the Fund, in its sole discretion.

Interests in the Funds are currently offered on a private placement basis, and where applicable, in reliance
on Section 3(c)(1) of the Company Act, to persons who generally are “accredited investors” as defined
under the Securities Act of 1933, as amended (the “Securities Act”), or “knowledgeable employees” as
defined under the Company Act, and who are subject to certain other conditions, which are fully set forth in
the Offering Documents of such Funds. Interests in, or shares of, the Funds are sometimes offered to
persons who are not “U.S. Persons,” as defined under Regulation S of the Securities Act, or who are tax-
exempt U.S. Persons (or entities substantially comprised of tax-exempt U.S. Persons) and who are subject
to certain other conditions, which are fully set forth in the Offering Documents of such Funds.