NW1 Partners UK LLP

Item 5 – Fees and Compensation

Advisory Services Compensation

Pursuant to the investment advisory agreements between NW1 UK and NW1 UK Clients
(the “Advisory Agreements”) NW1 UK receives management fees from its Clients which are
determined based on the calculation methodology set forth in the respective Client Documents.
Examples of management fee arrangements that NW1 UK currently has in place include: (i) a
percentage of outstanding commitments and contributions and unreturned contributions paid
quarterly in arrears and (ii) a percentage of undrawn Commitments and Committed equity paid
quarterly in advance.

Termination and Fees

The Advisory Agreements will terminate the event of certain events as set forth in the respective
Advisory Agreements and may be terminated by the NW1 UK Clients or NW1 UK in the event of
certain events as set forth in the respective Advisory Agreements.

Brokerage Fees or Costs

Item 12 of this Brochure provides a detailed discussion of NW1 UK’s anticipated brokerage
practices and related costs and fees.

Indemnification

The NW1 UK Clients will indemnify NW1 UK and certain other related persons under those
circumstances specified in the Client Documents.

Other Fees and Expenses2

NW1 UK Client expenses are set forth in the relevant Client Documents and may include, without
limitation, all direct or indirect fees, costs and expenses (including those incurred by NW1 UK, the
General Partners, an AIFM and their Associates), incurred in relation to or arising out of the
formation, organization, administration, operation, business of, and marketing and promotion of
interests in, a NW1 UK Client and its investments, including, without limitation:

            the management fee payable to NW1 UK and the real estate advisory fee payable to the
             Operating Partner;
            all fees, costs and expenses (including, where applicable, a proportionate part of any
             internal fees, costs and expenses of the General Partner, the AIFM, NW1 UK, the
             Operating Partner or any of their Associates) relating to the establishment,
             management, operation and administration of the General Partner, any Portfolio
             Vehicle, NW1 UK Clients’ Vehicle, NW1 UK Clients’ General Partner or other entity or
             vehicle established in connection with the NW1 UK Clients, the Portfolio Vehicles or
             Investments including company secretarial fees, costs and expenses (i.e., organizational
             expenses related to the NW1 UK Clients and any Portfolio Vehicle), overheads such as
             space rental and utilities and any salaries, bonuses or other benefits for staff,
             contractors, consultants or secondees allocated to the General Partner, the NW1 UK
             Clients, the General Partners or the Portfolio Vehicles;
            all fees, costs and expenses (including travel, accommodation and related fees, costs and
             expenses of the General Partner, the AIFM or the Investment Adviser, the Operating
             Partner or their Associates or their personnel incurred in connection with the NW1 UK
             Clients’ or any Portfolio Vehicle’s business (including out of pocket travel,
             accommodation, site visits and other fees, costs and expenses in connection with the
             NW1 UK Clients’ or any Portfolio Vehicle’s transactions and asset management
             activities), transaction costs, broken deal expenses or Abort Costs) research related
             fees, costs and expenses (including news and quotation equipment software and
             services) relating to Investments including: the sourcing, identification, evaluating,
             investigation and negotiation of such proposed Investments, irrespective of whether or
             not any of such proposed investments become an Investment; and the structuring,
             making, acquisition, ownership, holding, monitoring, financing, refinancing, conversion,
             securitization, protecting, enforcing, development, refurbishment or any other
             management of, dealing with or realization of any Investment including as envisaged by
             this agreement, including in each case fees, costs and expenses of lawyers, letting agents,
             auditors, valuers, surveyors, engineers, external consultants, brokers (including
             securities and real estate commissions) Tax and accounting expenses, business rates,
             property insurance costs and other third party costs and expenses;

  Unless otherwise defined elsewhere in this Brochure, capitalized terms in this section (“Other Fees and Expenses”) have
the meanings that are set forth in the Client Documents.

   all fees, costs and expenses associated with creating, maintaining and periodically
    assessing, analyzing and revising a risk and governance framework meeting such
    quality standards as may be determined by the NW1 UK Client or the General Partners,
    including expenses attributable to the engagement (and related travel) of third party
    consultants, and related travel for personnel of NW1 UK Client, General Partner, the
    AIFM, NW1 UK and the Operating Partner who may provide assistance in connection
    with the framework;
   all fees, costs and expenses of NW1 UK General Partner, the AIFM, NW1 UK or the
    Operating Partner Client related to clearing and satisfying “know your client” and
    anti-money laundering checks (and other similar laws) in relation to NW1 UK Clients’
    investments (e.g., formation, operations, investing and capital raising) including, but not
    limited to, with respect to investors, investments, service providers, buyers, vendors,
    joint venture partners, financial institutions and other relevant counterparties;
   all fees, costs and expenses in relation to technology in relation to the NW1 UK Clients
...

Item 7 – Types of Clients

As noted in Item 4 above, NW1 UK currently advises non-U.S. private funds. It anticipates that
future clients will generally include pooled investment vehicles and investors will include
institutional investors, asset managers, family offices, high net worth individuals, pension funds
and/or endowments. NW1 UK will generally only open a client account with at least $20 million
in assets.