MCT Entertainment Advisors LLC

Item 5. Fees and Compensation
MCTEA and the GPs may assess for the Funds (a) a management fee up to 2.0% of aggregate
commitments and (b) a monitoring fee up to .50% on capital deployed into portfolio investments.
Management fees and monitoring fees are paid to MCT quarterly, deducted from the applicable
Fund’s assets. MCTEA may also be compensated with a one-time transaction fee up to 1.0%,
deducted at the time capital is deployed into portfolio investments. Fees and expenses of the Funds
are fully described in the applicable Fund’s governing documents. The Fund’s governing documents
authorize MCTEA and/or the GP to agree to management fees, monitoring fees, transaction fees,
with any Fund investor in an amount, and/or pursuant to a payment schedule, which is different
from those described above.

MCTCS may assess for the SMAs (a) a management fee up to 1.35% of (i) aggregate commitments
or (ii) invested capital and (b) an origination fee for each loan issued or sourced by MCTCS in
which the SMA participates. Management fees and origination fees may be paid to MCTCS on a
monthly basis in arrears, and may be deducted from the assets of, or invoiced to, the applicable
SMA. Fees and expenses of the SMAs and the Funds will be described in detail in the applicable
investment management agreement (for SMAS) or governing documents (for Funds).

MCTEA and MCTCS may negotiate fees and waive all or a portion of the fees paid by clients or
investors in the Funds. MCT and MCTCS may, in its discretion, enter into different fee
arrangements with different Clients or investors in the Funds for the same investment management
services, including MCTEA employees and affiliates.

MCTEA, MCTCS, and each general partner of the Funds will be responsible for their own expenses
in providing their services to the Clients, including overhead expenses, facilities expenses, and the
compensation of their employees.

Each Client is responsible for its offering and operating costs and expenses, and will bear all legal,
accounting, filing, and other organizational expenses incurred in connection with the formation of
the Client (including, without limitation, all expenses incurred with the offering of interests in the
Client, if applicable). Such expenses may include, without limitation, all fees, costs, liabilities and
expenses attributable to activities with respect to negotiating, structuring, sourcing, organizing,
acquiring, financing, bidding-on, re-financing, hedging, managing, monitoring, operating, valuing,
trading, dissolving, winding-up, liquidating, restructuring, holding and disposing of portfolio
investments;
         • broken deal expenses;
         • legal, filing, brokerage, accounting, auditing, consulting, escrow, custodial,
             administration, information, appraisal, advisory, valuation, research, tax, and other
             professional services;
         • to the extent provided in the governing documents of the Funds, or otherwise approved
             by MCT, activities or proceedings of the limited partner advisory commitment (an
             “LPAC”) (including any reasonable out-of-pocket costs and expenses incurred by
             representatives of the applicable general partner, each LPAC’s members, permitted
             observers, and other persons in attending or otherwise participating in meetings of the
             LPACs);
         • litigation (including actual, threatened, or otherwise anticipated litigation, mediation,
             arbitration, or other dispute resolution process, including any judgment, other award, or
             settlement entered into in connection therewith) and indemnification, unless prohibited
             by the governing documents;
         • insurance premiums, including directors and officers liability, errors and omissions
             liability, and other insurance and regulatory expenses;
         • fees discussed in Item 5;
         • the preparation, distribution or filing of the Client’s related or investment-related
             financial statements, or other reports, tax returns, tax estimates, Schedules K-1,
             administrative, compliance or regulatory filings, or reports;
         • developing, licensing, implementing, maintaining or upgrading any web portal, extranet
             tolls, computer software, or other administrative or reporting tools (including
             subscription-based services) for the benefit of the Clients and the investors;
         • any annual limited partner or investors meeting or other periodic, if any, meetings of
             the limited partners and investors, and any other conference or meeting with any limited
             partner(s) or investor(s), in each case, to the extent incurred by MCT;
         • any taxes, fees or other governmental charges levied against the Clients and all expenses
             incurred in connection with any tax audit, investigation settlement, or review of the
             Clients (except to the extent that is reimbursed therefor by investors or such tax, fee, or
             charge is treated as having been distributed to the investors pursuant to the applicable
             governing documents);
         • the termination, liquidation, winding up, or dissolution of the Clients;
         • indebtedness of, or guarantees made by, the Clients or MCT on behalf of a Client,
             including interest with respect thereto, or costs or fees incurred in seeking to put in place
             any such indebtedness or guarantee;
         • broker, dealer, finder, underwriting, loan administration, private placement fees, sales
             commissions, investment banker, finder depository and similar services;

        •   brokerage, sale, custodial, depository, trustee, record keeping, account, and similar
            services;
        •   reverse breakup, termination, and other similar fees;
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Item 7. Types of Clients
MCT will provide investment management services to the Clients. MCT will provide investment
management services solely with respect to the Clients and not to any investors in the Clients, and
no investor or prospective investor should look to us or our affiliates for advice regarding any of its
own investment decisions, including any decision to invest in the Clients. Investors of the Clients
are intended to be pension plans, family offices, institutions wealth advisors, and high-net worth
individuals. MCT may require a minimum investment to invest in any given Client account;
provided that MCT may waive such minimum investment amount for certain investors in its sole
discretion.