Northrim Adviser LLC

Item 5: Fees and Compensation

It is important that investors refer to and carefully read the relevant Offering Documents for a complete
understanding of expenses and fees they may pay through an investment in the Fund. The information
contained in this Item 5 is a summary only and is qualified in its entirety by such documents.

Item 5.A.

The fees and expenses associated with an investment in the relevant Fund are described in detail in the
Funds’ Offering Documents. Northrim may, in its sole discretion, manage funds with higher or lower fees,
different fee structures and different expense payment arrangements.

Northrim will receive a management fee that is calculated as a percentage based on invested capital of
the Fund. Generally, the management fee is 2% per annum, subject to adjustments as described in the
Offering Documents. Northrim reserves the right to waive or reduce the management fee for certain
Limited Partners including, but not limited to, employees, or affiliates of Northrim. The management fees
are typically paid by the Funds tri-annually, in advance. Management fee for any partial period will be
prorated.

The General Partners or affiliate of Northrim are also entitled to receive performance-based
compensation from the Funds in the form of carried interest from their related Funds, of 20%. A detailed
description of the carried interest calculation is further described in the LPA. Generally, carried interest
utilizes a European style waterfall and is calculated based on a percentage of the profits distributed from
each Fund investment and is subject to fees and expenses and other criteria set forth in the relevant LPA.

Item 5.B.

Northrim is authorized to deduct management fees from Limited Partners’ capital accounts. These fees
can be called from Limited Partners or netted against proceeds from portfolio investments. Carried
interest will be distributed from investment proceeds.

Item 5.C.

Other Fees and Expenses

In addition to paying investment management fees and performance-based compensation, the Funds
(and, indirectly, the investors therein) will pay such additional expenses as are disclosed in the Funds’
applicable Offering Documents.

The Funds will reimburse the General Partner and/or Northrim for the Funds’ and its affiliated entities'
organizational and start-up expenses (as further set forth in the LPA). These organizational expenses,
include all reasonable and documented out-of-pocket expenses incurred by the General Partner, the
Limited Partner, and their respective Affiliates in connection with the organization of the Fund (and the
General Partner with respect to any incremental costs of the organization of the General Partner
associated with the Fund), and the offering of limited partnership interests therein, including without

limitation any related legal and accounting fees and expenses, filing fees and other similar costs and
organizational expenses.

Additionally, Fund expenses include, all other fees, costs, expenses, liabilities and obligations relating to
the Fund and/or its activities, business, portfolio companies or actual or potential investments (to the
extent not borne or reimbursed by a portfolio company or potential portfolio company), including but not
limited to

a) all expenses, fees and costs incurred in connection with Partnership’s investments, including all
expenses incurred in connection with the identification, purchase, holding, monitoring, hedging,
restructuring, refinancing, sale or other Disposition (and any proposal with respect to the foregoing)
relating to any Partnership investments or proposed investments (whether or not completed), all broker,
dealer or finder fees and expenses, all due diligence, research, legal, compliance, and administrative
expenses and all travel (including the use of first or business class), transportation, lodging, meals,
entertainment and other similar expenses relating to the foregoing, unless such costs or expenses are
paid for by the proposed investment or Portfolio Investment;

(b) all expenses, fees and costs of the Partnership incurred in connection with the ongoing operation and
administration of the Partnership, including any legal, tax, auditing, accounting, consulting, bookkeeping,
record-keeping and clerical services, including all unreimbursed third-party out of-pocket costs and
expenses of operating partners, independent directors, custodians, paying agents, registrars, counsel,
independent accountants, and others, unless such expenses, fees or costs are paid for by a Portfolio
Investment or a proposed Portfolio Investment;

(c) all expenses, fees and costs incurred in connection with the preparation of or relating to financial and
tax reports made to the Partners and portfolio valuations;

(d) all expenses, fees and costs of Alternative Investment Vehicles and other special purpose entities
through which investments are held or managed, including costs associated with establishing and
administering such entities, maintaining a permanent residence in certain jurisdictions (such as rent for
office space, related overhead, board of directors expenses and employee salaries and benefits) and
dissolving, winding-up and liquidating such entities;

(e) all expenses, fees and costs relating to meetings of the LP Investment Committee, the LP Governance
Committee, and/or the Partners, including reasonable and documented professional and attorneys’ fees
incurred by the LP Investment Committee and the LP Governance Committee in connection with the
exercise of their responsibilities and approved by the majority of the LP Investment Committee or the LP
Governance Committee, as applicable, including travel and other expenses;

(f) all expenses, fees and costs incurred in relation to obtaining consents or approvals of the LP Investment
Committee, the LP Governance Committee, or any Limited Partner; (g) all expenses, fees and costs
...

Item 7: Types of Clients

Northrim provides discretionary investment management services to privately-offered, pooled
investment vehicles, as described above in Item 4.B, which is intended for investment by, in the United
States, investors that are “accredited investors” as defined in Rule 501 of Regulation D under the
Securities Act of 1933, as amended (the “Securities Act”) and “qualified purchasers” as defined under
Section 2(a)(51) of the Investment Company Act and the rules and regulations thereunder. The minimum
capital commitment for a limited partner has not been established and Northrim or the General Partner
may, in its sole discretion, elect to allow for any subscription amounts with respect to any investor.