Round2 Investment Partners LLC

Item 5 – Fees and Compensation
Fees
Generally, Round2 charges Fund clients a combination of fees involving both an investment
management component (e.g. asset-based fees) as well as a performance-based component.
As previously noted, on a case-by-case basis, certain investors may enter into side letter
arrangements that may result in fee arrangements that may be different from those applicable
to other Fund investors. The specific fee arrangements will be set out in each Fund’s offering
materials and any separately agreed upon side letters.

For some Funds, the Management Fee may be waived for a specified period of time. For some
Funds the percentage amount of the Management Fee also will reduce after the investment
period.

Round2 is permitted to exempt certain investors in the Funds from payment of all or a portion
of Management Fees. Exempt investors typically include, but are not limited to, particular
investors with a certain investment threshold, Round2 affiliates, the Founders, current or
former employees of Round2, and current or former members of management of any current
or former portfolio company of any Fund, as well as family members of the foregoing
individuals, family investment, estate planning or charitable vehicles formed for the benefit of
any of the foregoing individuals, or entities owned by any one or more of the foregoing. Such
exemption from Management Fees may be made by a direct exemption, rebate of Management
Fees or otherwise. Additionally, to the extent permitted by the relevant Fund documents,
Round2 has the right to permit investors, affiliated with Round2 or otherwise, to invest
through the Funds’ Managing Members/General Partners (as applicable, “Controlling
Parties”) or other vehicles that do not bear Management Fees.

Certain of the Funds’ investments may generate the opportunity for certain persons or entities
to co-invest in such investments alongside the Funds. Round2 may make these opportunities
available to certain investors in its Funds, however, it may also choose to offer some or all of
any available co-investment opportunity to persons it considers to be strategic investors,
third-party sponsors, consultants, advisors, lenders, or others.

The Funds may provide interim financing (whether in the form of debt or equity) in
connection with an investment in a portfolio company/investment in order to facilitate or
enhance the value of an investment by the Fund (collectively, “Bridge Financing”). Any
interest earned or dividends paid to a Fund with respect to a Bridge Financing prior to such a
sell-down or redemption generally will be distributed to certain participating investors of
such Fund.

The Funds generally invest on a long-term basis. Accordingly, Management Fees are expected
to be paid, except as otherwise described in the Funds’ agreements, over the term of the Funds,
and investors generally are not permitted to withdraw or redeem interests in the Funds.

Expenses
Each Fund bears its own operating and other expenses, either directly or by reimbursing
Round2, including fees, costs, expenses, liabilities and obligations relating to such Fund’s

and/or its subsidiaries’ activities, investments and business, including, but not limited to,
those attributable to identifying, sourcing, developing, negotiating, structuring, acquiring,
holding, maintaining and disposing of the Funds’ investments including, without limitation,
investment banking fees, placement, syndication and solicitation fees, arranger fees, sales
commissions, travel expenses and other expenses associated with identifying, sourcing and
developing Investments, due diligence and research expenses, the fees and expenses of
professional advisers such as legal counsel (including unreimbursed legal fees in connection
with acquiring investments or proposed investments on behalf of the Funds and disposing of
those investments); legal, filing, accounting, bookkeeping, third-party administration,
auditing, consulting, escrow, custodial and other fees and expenses; expenses of litigation and
indemnification; insurance premiums with regard to the properties and activities of the
Funds, including insurance to cover claims against the Fund controlling party(s) or Round2 or
any other person indemnified by the Funds; expenses of appraisers and consultants; out-of-
pocket expenses of transactions not consummated; organizational expenses; expenses
associated with periodic meetings of investors (not including the individual expenses of the
investors); any taxes, fees or other governmental charges levied against the Funds; the fees
and expenses of any service providers appointed with respect to the Funds (including, without
limitation, any administration and valuation expenses) and registration, compliance and
regulatory fees and expenses, including, without limitation, drafting and filing of all regulatory
filings and reports required to be made by the Funds, the Fund controlling party(s) or Round2
relating to the Funds, including, without limitation, Form ADV, Form PF, Form D, etc.; the costs
of winding up and liquidating the Funds; and all other expenses that the Fund controlling
party(s) determine to be expenses directly related to the Funds’ activities.

Round2 will be responsible for all of the day-to-day operating expenses, including office
overhead and compensation of employees. In certain circumstances, one Fund may pay an
expense common to multiple Funds (including without limitation legal expenses for a
transaction in which all such Funds participate, or other fees or expenses in connection with
services the benefit of which are received by other Funds over time) and be reimbursed by
the other Funds by their share of such expense (with no interest or mark-up), in each case as
determined in accordance with Round2’s expense allocation policies.

Item 7 – Types of Clients

Round2 provides investment advisory services to Funds, as stated in the “Advisory Business”
section above.

The Funds are pooled private investment funds that are offered to high-net-worth and
financially sophisticated investors. Interests in the Funds are not registered under the
Securities Act of 1933, as amended, and such Funds are not registered under the Investment
Company Act of 1940, as amended. Accordingly, interests in the Funds are offered and sold
exclusively to Investors satisfying the applicable eligibility and suitability requirements
either in private transactions within the United States or in offshore transactions.

The documents of each Fund set minimum amounts for investment by prospective investors
in such Fund. Round2 has the right, in its sole discretion, to waive such minimum investment
amount and does so from time to time.