Rethink Capital Partners LLC

Item 5. Fees and Compensation

Management Fees

Each Fund pays Rethink or an affiliate a management fee in accordance with the partnership
agreement or limited liability company agreement and investment management agreement of such
Fund. Management fees are generally paid quarterly in advance or arrears; however, the specific
payment terms and other conditions of the management fee and carried interest compensation are
set forth in the relevant private placement memoranda and other constituent documents of the
Funds. An affiliate of Rethink typically receives a management fee from each Fund, which during
the investment period for the Fund will be up to 2.5 % of capital committed or invested equity to
the Fund. An affiliate of Rethink also typically receives carried interest distributions from each
Fund of generally up to 35% of the net realized returns from all investments but may be higher in
some funds. Carried interest distributions could be subject to hurdles and/or claw-backs, as set
forth in the applicable Fund’s offering and governing documents.

The real estate Fund agreements will stipulate a change in the management fee to either a
percentage of the gross cost of the assets based on invested equity or a percentage of the gross
asset value of investments, determined by a third-party appraisal, at the end of a specified number
of years (deemed investment period). Rethink deducts the management fees from Fund assets or
makes capital calls to limited partners or members, as applicable, to pay the management fees,
depending on whether sufficient working capital is available at the Fund level to pay the
management fees. Management fees are generally paid quarterly in advance. If an investment
management agreement is terminated, Investors are credited with a pro rata portion of the
management fees previously collected based upon the portion of the quarter that had not elapsed.
Management fees will be reduced or otherwise offset for certain fees received directly by Rethink
or its affiliates. Investors generally cannot withdraw from their respective Fund, and cannot
transfer any of their interest, rights or obligations under the Fund without the prior written consent
of the respective General Partner and/or subject to the terms of the governing documents for each
Fund.

Certain limited partners in a Fund will be charged management fees at rates that differ from those
of other limited partners in the same Fund or could be exempt from bearing their proportional
share of certain fees and expenses that the Fund is required to pay or reimburse to Rethink or its
affiliates. Such special arrangements are generally provided for in side letter agreements between
such limited partners and the applicable General Partner. Funds will bear all organizational and
offering expenses subject to any expense limitations in a Fund’s offering documents.

In addition to the foregoing fees, to the extent the firm sponsors or manages any co-investment
Fund, it will be entitled to earn certain fees from any co-investor in connection therewith.

Other Fees and Expenses

In addition to the fee and expense reimbursements identified above, each Fund generally bears all
organizational, operating and investment expenses subject to certain caps and will include out-of-
pocket and internal expenses of the General Partner. Fund offering materials and governing
agreements provide a more extensive description of the fees and expenses associated with an
investment in a Fund. Investors and prospective Investors should refer to the private placement
memorandum and operating agreements for the Funds for a detailed description of the fees and
expenses for each Fund.

Organizational fees and expenses will include those incurred in connection with the organization
and formation of Fund entities and applicable asset manager or General Partner as well as certain
expenses related to offering Fund interests. These expenses include, but are not limited to,
applicable legal and accounting fees, certain marketing fees, printing and filing fees, certain
transportation, meal and lodging expenses incurred in the organizational activities of the Fund.

Operating fees and expenses generally include those incurred in operating the Fund. Operating
fees include expenses related to the acquisition or disposition of investments such as interest and
related fees, financing expenses (including subscription facilities) and finance sourcing expenses.
Operating fees and expenses will include taxation and insurance expenses in addition to
administrative fees and expenses for third-party service providers such as administrators,
accountants, auditors, brokers, custodians, legal counsel, litigation expenses, and other
consultancy or professional service providers.

Investment fees and expenses generally include those incurred in connection with or related to
originating investments including, but not limited to, establishing terms and consummating the
acquisition of potential investments. Investment fees and expenses will include market research
expenses, marketing and solicitation expenses, and certain due diligence and related expenses.

Rethink will receive some or all those additional fees and reimbursements with respect to each
Fund. Such fees and reimbursements are more fully described in each Fund’s offering documents
where applicable. Investors and prospective Investors should refer to the private placement
memorandum and operating agreements for the Funds for a detailed description of the fee
schedules for each Fund.

Rethink will engage, or have caused the Funds to engage, unaffiliated placement agents to market
and sell interests or shares in the Funds to prospective Investors. Rethink requires placement
agents to have all appropriate licenses and registrations to conduct their business, including when
applicable, to be registered as broker-dealers with the SEC and to be members of FINRA. The
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Item 7. Types of Clients

Rethink provides discretionary and non-discretionary investment management services to pooled
investment vehicles. Fund interests are offered to both U.S. and non-U.S. investors and include
the following:

   •   Corporations and other business entities
   •   Endowments, foundations, and other charitable organizations
   •   Fund of funds
   •   Individuals including high net worth individuals
   •   Insurance companies
   •   Investment partnerships
   •   Pension and profit sharing plans
   •   Trusts and estates

Fund interests are offered to certain qualified investors in a “private offering” (i.e. one that is not
open to the public). The Funds are institutional vehicles whose investor base is limited to qualified
investors who meet the definition of an “accredited investor” under Rule 501 of Regulation D of
the Securities Act.

Rethink establishes minimum investment amounts for its Funds but will, in its sole discretion,
waive minimum investment requirements as it deems appropriate. Each Fund will enter side-letter
agreements or other similar arrangements with an Investor with terms more favorable to such
Investor than those applicable to another Investor. Potential conflicts of interests associated with
side letter or similar arrangements are reviewed by Rethink’s legal counsel, the Chief Compliance
Officer and/or the Conflicts Committee where applicable.

Each Investor in a Fund must sign a comprehensive subscription agreement indicating that it meets
certain legal and regulatory requirements imposed by Rethink and under applicable law. Each
Investor confirms that it has reviewed the private placement memorandum and understands the
nature of the investment and associated risks as well as existing and potential conflicts of interest.
Each Investor will also provide certain information as part of its subscription evidencing identity
and include certain information about its organization and ownership structure, and financial
information, where applicable.