Reverence Capital Partners LP

Fees and Compensation

    Management Fees and Carried Interest

As described in more detail in the applicable Fund’s Governing Fund Documents, in consideration
for the investment advisory services provided to the Funds, the Firm is generally entitled to receive
an annual management fee that ranges from 1.5% to 2.0% per annum of either the applicable
Fund’s aggregate investor commitments or net invested capital, subject to certain adjustments.
Investors participating in a closing after a Fund’s initial closing date bear the Management Fee
from the initial closing date, generally in addition to an interest component payable to the Firm or
an affiliate. Management fees are generally billed to each Fund and collected on a quarterly basis
either in advance or in arrears, subject to the applicable Governing Fund Documents. The specific
payment terms and other conditions of the management fees, carried interest and other
compensation available to Reverence or a General Partner are set forth in the applicable Fund’s
Governing Fund Documents. In consideration for the investment advisory services provided to each
Co-Invest Fund, the Firm is entitled to receive an annual management fee consistent with the fees as
appropriate for the relevant Fund, subject to certain adjustments.

           Subject to the applicable Fund’s Governing Fund Documents and any reductions or
    waivers mentioned below, investors in the Funds generally bear a carried interest equal to 15% –
    20% of the profits, if any, earned from each investment made by the Funds after returning

    This reflects the most recent information available at this time.

invested capital, management fees and other expenses and priority returns to the investors.
Carried interest distributions are calculated and made to the general partner of each Fund out of
the proceeds of the relevant investment at the time of realization (less any escrow withholding).
Such carried interest distributions may be subject to a claw-back depending on the aggregate
return of all of the Fund’s investments during a Fund’s term or at the end of its term, or
alternatively, a portion of such carried interest will be placed in escrow as the limited partners’
recourse in the event of an overpayment of carried interest payments.

        Each Fund’s fee schedule generally is not negotiable. However, in most cases, the Firm
and the General Partners have the discretion to waive or agree to reduce management fees and /
or carried interest distributions (and, in some circumstances, to instead enter into an incentive fee
arrangement) with respect to a particular Fund or a particular investor within a Fund. In addition,
the Firm and the General Partners reserve the right to enter into side letter arrangements or other
similar arrangements (“Side Letters”) with certain investors that have the effect of establishing
rights under, or altering or supplementing the terms (including economic or other terms) of the
Governing Fund Documents with respect to such investors.

Other Fees and Expenses Borne by the Funds

       Subject to the limitations in the Governing Fund Documents, each Fund pays, and the
investors in those funds indirectly bear, a number of other fees, costs, liabilities and expenses.
These vary from private fund to private fund and in many cases are limited by the applicable
Fund’s Governing Fund Documents, but generally include, without limitation:

       (i)     all fees, costs, expenses, liabilities and obligations relating or attributable to sourcing,
               identifying, evaluating, making, developing, structuring, organizing, negotiating,
               consummating, financing, refinancing, pledging, diligencing, originating, acquiring,
               managing, syndicating, managing, monitoring, operating, holding (including asset and
               loan servicing and administration), hedging, restructuring, trading, rating, selling,
               winding up, liquidating, dissolving or otherwise disposing of, as applicable, actual and
               potential investments (including follow-on investments) or seeking to do any of the
               foregoing (including deal initiation expenses, any associated legal, custodial, trustee,
               financing, origination, investment banking, placement, finder, underwriting (including
               both commissions and discounts), brokerage, commitment, transaction, exchange,
               clearing or other fees and expenses payable to attorneys, accountants, investment
               bankers, tax professionals, lenders or other financing sources, consultants and similar
               professionals and/or advisors in connection therewith and any fees and expenses related
               to transactions that may have been offered to co-investors), whether or not any
               contemplated investment, transaction or project (or co-investment) is consummated and
               whether or not such activities are successful (including breakup, reverse breakup and
               termination fees, expenses and payments) and any similar expenses associated with
               proposed investments that are ultimately not made by the Funds;

       (ii)    routine expenses of the Fund that are not reimbursed by portfolio companies or
               portfolio investments, including legal, accounting, auditing, administrative,
               consulting and financing fees and expenses, the management fee, expenses
               associated with the preparation and distribution of the Fund’s investment-related
               financial statements or other reports, tax returns, tax estimates and Schedules K‐1
               (and any other tax compliance and reports to the limited partners, and other
               regulatory expenses of the Fund or of the General Partner or the manager relating

        to the Funds (including (A) any filings required under applicable securities laws
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Types of Clients

        The Firm provides investment advice solely to its Fund clients, and references throughout
this Brochure to “clients” and to the Firm’s related duties to and practices on behalf of its clients
and/or investors should be construed accordingly. Investors in the Funds generally include
individuals, family offices, trusts, funds of funds, institutional investors, pension plans,
endowments and sovereign wealth funds.

        Prospective investors in each of the Funds are required to meet certain suitability
qualifications to enable the Funds to maintain their private placement exemptions under the
Securities Act of 1933, as amended (the “Securities Act”), and the Investment Company Act of
1940, as amended (the “Investment Company Act”). The conditions for becoming an investor in
each Fund, including the minimum investment, are set forth in the Offering Materials or the
Governing Fund Documents for such Fund. The minimum investment is generally $5 million,
though the Firm generally has the discretion to waive such minimum, subject to compliance with
applicable law.