Mount Kellett Capital Management LP

FEES AND COMPENSATION

The Adviser, the Fortress Manager and their respective affiliates generally receive management
fees and carried interest in connection with the investment management services that they
provide to the Mount Kellett Funds, which are generally calculated in accordance with the
methodology described below. All such management fees and carried interest due in respect of
the Mount Kellett Funds is shared between the Adviser and the Fortress Manager in accordance
with the terms of the agreements entered into between the Adviser and the Fortress Manager in
connection with that certain strategic alliance transaction between the Adviser and the Fortress
Manager, dated July 31, 2015 (the "Strategic Alliance Transaction").

The Adviser and the Fortress Manager generally receive a management fee, paid quarterly in
advance, equal in the aggregate to 2.0% per annum of invested capital. In the case of certain of
the managed accounts co-managed by the Adviser and the Fortress Manager, the Adviser and the
Fortress Manager receive a management fee, paid quarterly in advance, equal in the aggregate to
2.0% per annum of net asset value of the applicable managed account.

Generally, the Adviser and the Fortress Manager receive distributions equal in the aggregate to
20% of profits upon realization of investments, after the return of all contributed capital plus a
preferred return. In certain instances such carried interest distributions may be subject to a claw-
back obligation.

Certain institutional investors in the Mount Kellett Funds are subject to reduced management
fees and carried interest. Affiliates and employees (including former employees) of the Adviser
and the Fortress Manager who have investments in the Mount Kellett Funds are generally not
subject to any management fees or carried interest.

Additional Fees and Expenses

In addition to the management fees and carried interest described above, Mount Kellett Funds
may bear additional fees and expenses in accordance with the Fund Documents for the applicable
Mount Kellett Fund, such as the following non-exhaustive list of items:

   •   fees and expenses related to the              •   all other expenses related to the purchase,
       acquisition, financing, holding,                  sale or transmittal of the applicable Mount
       monitoring, hedging or disposition of             Kellett Fund's assets including for office
       Mount Kellett Fund investments                    space and infrastructure, rent, and salaries
   •   due diligence costs                               relating to Mount Kellett's Mauritius and
   •   broken deal expenses                              Irish investment platforms
   •   brokerage commissions                         •   extraordinary expenses (including
   •   clearing and settlement charges                   litigation, indemnification and contribution
   •   expenses relating to short sales                  expenses)

   •   bank service fees                             •   administrator's fees, fees of valuation firms
                                                         and pricing services
   •   fees and expenses of custodians,              •   expenses for liability insurance, including
       consultants, and experts                          directors' and officers' liability insurance,
   •   travel and entertainment expenses                 and other insurance expenses
       incurred for investment-related               •   taxes and other governmental fees and
       purposes                                          charges
   •   outside legal counsel, consultants and        •   asset management fees and servicing and
       accountants                                       special servicing fees whether paid to third
   •   the cost of operational and accounting            parties or to affiliates of the Adviser or the
       software and related expenses                     Fortress Manager
   •   other legal, operating, accounting, tax       •   meetings of the advisory board; annual or
       return preparation and consulting,                special meetings of the partners and
       auditing, appraisal and administrative            periodic reports to the partners costs of
       expenses and fees for outside services            printing and mailing reports and notices
   •   cost of software (including the fees of       •   withholding and other investment-related
       third-party software developers) used             taxes
       by the Adviser to track and monitor
       investments

More detailed information about specific fees and expenses that the Mount Kellett Funds may
bear is set forth in the Fund Documents provided to underlying investors in the applicable Mount
Kellett Funds.

Certain of the Adviser’s determinations with respect to whether specific expenses should be
borne by the Adviser or by the Mount Kellett Funds require subjective judgments. The Adviser
has a conflict of interest when making such judgments because the Adviser will bear the costs of
any expenses not allocated to a Mount Kellett Fund. The Adviser seeks to allocate expenses in a
manner that it deems to be fair and equitable.

TYPES OF CLIENTS

The clients to whom the Adviser provides investment advice are private investment funds and
the underlying investors in such private investment funds are typically institutional and high net
worth investors. The Adviser also provides investment advice to managed accounts, which are
established either as investment vehicles for a single institutional investor or as pooled
investment vehicles for a limited number of investors who are clients of the same third-party
institutional asset manager.

With limited exception where permitted by applicable law, the underlying investors in the Mount
Kellett Funds were required as of the date of their investment in the applicable Mount Kellett
Fund to be "qualified purchasers" as that term is defined in Section 2(a)(51) of the Investment
Company Act (with the exception of certain persons who qualify as "knowledgeable employees"
under Rule 3(c)-5 of the Investment Company Act).