LEP Management LLC

Item 5          Fees and Compensation

LEP Management, or an affiliated General Partner, generally receives Management Fees and Carried
Interest (each as defined below) from the Funds. The Funds, and/or its portfolio companies, also
make other payments to LEP Management or its affiliates for services provided to the portfolio
companies, which, in certain circumstances, will reduce the Management Fees payable to LEP
Management. Additionally, consistent with the Client Documents, the Funds typically bear certain
out-of-pocket expenses incurred by LEP Management in connection with the services provided to
the Funds and/or the portfolio companies. Further details about these fees and expenses are set forth
below.

A.       LEP Management receives management fees in an amount equal to two percent (2%) of
         aggregate capital commitments of the limited partners for the duration of the investment
         period and, following the investment period two percent (2%) of aggregate capital
         commitments used to make investments that have not been disposed of, through the duration
         of the fund. (“Management Fee”). With respect to Leavitt Equity Partners I, L.P. and Leavitt
         Equity Partners II, L.P., eighty percent (80%) of the aggregate amount of any fees (net of any
         related expenses) received by LEP Management, its personnel or the Funds’ General Partners
         from the portfolio companies or potential portfolio companies, including directors fees,
         management fees, monitoring fees, brokers’ and finders’ fees, transaction fees, investment
         banking fees and net break-up fees and litigation payments, if any, from broken deals, will
         be applied to reduce the amount of future Management Fees; for Leavitt Equity Partners III,
         L.P. this is one hundred percent (100%). LEP Management may waive Management Fees
         and receive a priority allocation of future profits from the respective Fund in the amount of
         the waived Management Fees.

         Please see Item 6 of this Brochure for information regarding performance-based fees (i.e., the
         “Carried Interest”) that each Fund will pay, as applicable, to its General Partner, each an
         affiliate of LEP Management, in addition to the Management Fees paid to LEP Management
         as summarized above.

B.   Management Fees and performance-based fees (i.e., the “Carried Interest”) are generally
     deducted from Client assets. Management fees are generally deducted quarterly in advance
     and Carried Interest is calculated and withdrawn upon a realization event.

C.   Fund Expenses

     Each Fund generally bears its own expenses, including startup, legal, accounting, brokerage,
     custody, administration and other expenses, which expenses are set forth in detail in the Client
     Documents.

     Each Fund investor will be solely responsible for its own legal and tax counsel expenses and
     any out-of-pocket expenses incurred in connection with the organization of, its admission to,
     or the maintenance of its interest in, the Fund.

     LEP Management will be responsible for all of its own normal and recurring routine operating
     expenses, such as compensation of its professional staff and the cost of office space, office
     equipment, communications, utilities and other such normal overhead expenses. Legal,
     accounting or other specialized consulting or professional services that a general partner
     would not normally be expected to render with its own professional staff shall not be
     considered normal operating expenses and will be a Fund expense.

     Each Fund will be responsible for all expenses of the Fund including, but not limited to, the
     following:
     (i)    All expenses incurred in connection with Fund operations, including the purchase,
            holding, sale or proposed sale of any Fund investments (including legal and accounting
            fees) unless paid for by the company which is the subject of the investment and
            including Management Fees;
     (ii)   Costs and fees relating to the preparation of financial and tax reports, portfolio
            valuations and tax returns of the Fund;
     (iii) The costs of prosecuting or defending any legal action for or against the Fund, LEP
           Management or its affiliates;
     (iv) All costs related to the Fund’s indemnification of LEP Management or its affiliates and
          the members of the Advisory Board;
     (v)    Interest on and fees and expenses arising out of all permitted borrowings made by the
            Fund;
     (vi) The costs of any litigation, director and officer liability or other insurance and
          indemnification or extraordinary expense or liability relating to the affairs of the Fund;
     (vii) All unreimbursed out-of-pocket costs relating to investment or divestment transactions
           that are not consummated, including legal, accounting and consulting fees (including
           from affiliates of LEP Management), and all extraordinary professional fees incurred
           in connection with the business or management of the Fund;
     (viii) All expenses of liquidating the Fund; and

(ix) Any taxes, fees or other government charges levied against the Fund and all expenses
     incurred in connection with any tax audit, investigation, settlement or review of the
     Fund.
In certain circumstances, LEP Management, or its affiliates may incur expenses that are
attributable to more than one client or entity, including multiple Funds, co-investment
vehicles, or co-investors (collectively, “Participants”). Such shared expenses may include,
among other things, broken deal expenses, due diligence costs, transaction-related expenses,
research expenses, and certain other authorized expenses.

LEP Management generally allocates such shared expenses among the applicable
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Item 7         Types of Clients

As described in Item 4, LEP Management provides investment advisory services to its Clients, which
are private funds for sophisticated, qualified investors, including high net worth individuals, funds
of funds, family offices, endowments and other institutions.

The Client Documents for each Client include certain stated minimum investment amounts, although
LEP Management has accepted, and may in the future accept, investments in a lesser amount, at its
sole discretion.

LEP Management provides investment advice directly to the Funds and not individually to the
investors of the Funds. All Fund investors must be “accredited investors” as defined in Regulation
D of the Securities Act of 1933, as amended and meet other eligibility criteria established by the
General Partner of each Fund.

From the time our SEC registration became effective, investors in the Fund that compensate us based
on performance must be “qualified clients” as defined in Rule 205-3 under the Investment Advisers
Act of 1940, as amended, or be grandfathered pursuant to SEC rulemaking.