Monogram Capital Management LP

Item 5: Fees and Compensation

Item 5.A.

With respect to the Funds, the investors the Funds will be assessed an annual management fee, which is
payable quarterly in advance to the Firm or its designated affiliate, in an amount of up to 2.0% per annum
of the commitment of such investor from the initial capital call until the earlier of (a) the end of the
commitment period and (b) the date as of which management fees payable by a successor fund begin to
accrue, as disclosed in the relevant limited partnership agreement. Thereafter, the management fee in
respect of each investor will be equal to 2% per annum of the adjusted cost (as described in the relevant
limited partnership agreement) of all unrealized investments. The management fee is generally prorated
with respect to any partial periods. Where management fees are based on committed capital or the adjusted
cost of unrealized investments, the management fee will be payable even if the fair value of the relevant
remaining investments is below cost.

Subject to the terms and limitations set forth in the applicable governing documents of the Funds (including
periodic clawback obligations), Monogram generally is entitled to receive carried interest distributions
equal to 20% of net profits derived from the disposition of investments (following a return of capital
contributions attributable to disposed assets and a preferred rate of return of 8% per annum to investors).

With respect to the SPVs, Country Road Co-Invest Holdings II, LP, Monogram Spritz Co-Invest, L.P., and
Monogram Garage State Co-Invest Holdings, L.P., the management fees payable to Monogram typically
ranges from 0.0% to 2.0% of the commitment of each SPV’s investor for a period of up to five years.
Additionally, subject to the terms and limitations set forth in the applicable governing documents of the
respective SPV (including clawback obligations), Monogram is generally entitled to receive carried interest
distributions from these entities ranging from 10-25%, with some including a preferred return (typically
8%) or multiple of invested capital thresholds to the investors along with a full catch-up to Monogram.

Monogram generally is not entitled to receive any management fees or carried interest distributions with
respect to the Atlantic Co-Invest Fund or Country Road Co-Invest Holdings, LP.

The management fees and carried interest distributions are generally not negotiable; however, Monogram,
in its sole discretion, may waive or modify the management fees or carried interest distributions for certain
investors as set forth in the applicable offering and governing documents.

Monogram (subject to certain limitations set forth in the governing documents) may be entitled to receive
topping, break-up, monitoring, directors’, organizational, set-up, advisory, consulting, investment banking,
underwriting, syndication, and other similar fees in connection with the consummating, monitoring, or
disposition of Portfolio Investments or from unconsummated transactions, including warrants, options,
derivatives and other rights with respect to the Advisory Clients (“Other Fees”). Certain Advisory Clients’
share of Other Fees is offset against management fees based on a percentage as disclosed in the Advisory
Client’s governing documents.

Monogram Capital Partners I, L.P., Monogram Capital Partners II, L.P., and Monogram Capital Partners
III, L.P. engage in monitoring fee arrangements with portfolio companies. Monogram Capital Management
will retain 20% of all monitoring fees up to $1,000,000 received per fund each year. In certain limited
circumstances, monitoring fee arrangements with portfolio companies may include provisions that permit
the acceleration of monitoring fees upon certain events, such as the initial public offering or strategic sale
of a portfolio company. These acceleration provisions typically require a termination payment by the
portfolio company, which often reflects the net present value of at the time of the termination of the fees
that would have been payable for the remaining term of the agreement. Because certain monitoring
agreements with portfolio companies may have prolonged terms (which may exceed the relevant Advisory
Client’s (or investment’s) term), the effects of such acceleration and termination payment are often
substantial.

It should be noted that any Advisory Client launched by Monogram after the date of this Brochure may
have materially different terms than those summarized above and any terms for any existing Advisory
Client may be amended from time to time.

Item 5.B.

Management Fees are typically funded with capital contributions drawn for such purpose but may also be
funded with or withheld from proceeds from Portfolio Investments or reserves or other assets of the
Advisory Clients. Management fees due from a Fund may also be paid by drawdowns under such Fund’s
subscription loan facility (if available) which draws are subsequently repaid out of capital contributions,
proceeds or reserves. Carried interest distributions generally will be distributed to the applicable Monogram
entity from time to time upon the disposition or receipt of proceeds in respect of Portfolio Investments by
an Advisory Client and are distributed to such Monogram entity in accordance with the terms of the
applicable governing documents.

Item 5.C.

Operating Expenses

Monogram, to the extent provided in the investment advisory agreements and the organizational documents
(“Constituent Documents”) of the funds and investment vehicles under Monogram’s management, will
pay out of its management fees certain of its own operating expenses, including expenses on account of
rent, utilities, office supplies, office equipment, non-investment related travel, entertainment, compensation
of its employees and other routine administrative expenses relating to the services and facilities provided
by Monogram
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Item 7: Types of Clients

Monogram provides discretionary and non-discretionary investment advice solely to the Advisory Clients,
as described in Item 4.B. above.

Investors are generally “accredited investors” within the meaning of Rule 501(a) of Reg. D under the
Securities Act of 1933, as amended, and are generally either “qualified purchasers” within the meaning of
Section 2(a)(51) under the Investment Company Act of 1940, as amended, or “qualified clients” within the
meaning of Rule 205-3 under the Investment Advisers Act of 1940, as amended (the “Advisers Act”).