RRA Investment Management LLC

Item 5. Fees and Compensation

      Management Fees

As compensation for its investment advisory services, each Partnership pays an annual
management fee to RRA. These management fees are payable quarterly, in arrears,
and are deducted directly from each limited partner’s capital account. The specific fee
rate, payment terms, and other conditions of a Partnership’s management fee are set
forth in the Partnership’s Offering Documents and/or side letters. Management fees
may differ from one Partnership to another, as well as among Investors in the same
Partnership. Management fees for the Partnerships typically range between one
percent to one and one-half of one percent (1.0% – 1.5%) per annum based on aggregate
capital contributions during the investment period and thereafter, such Investor’s
aggregate capital contributions reduced by distributions to such Investor representing
a return of capital contributions.

Upon termination of RRA’s services to a Partnership, appropriate treatment, including,
where applicable, returning prepaid management fees on a prorated basis, will be
given to management fees collected in advance. A Partnership’s management fee is
generally subject to waiver or reduction by RRA or the Partnership’s general partner in
its sole discretion, including in connection with investments made by RRA or its related
persons or pursuant to side letter agreements with Investors.

Please see the section Performance Based Fees and Side-by-Side Management,
below, regarding carried interest and other performance-based fees that the
Partnerships pay. Certain Partnership Investors may negotiate Partnership terms
(including management fees payable and carried interest terms) through side letter
agreements.

      Other Fees and Expenses

Organizational Expenses. All expenses are allocated in accordance with the applicable
Partnership’s Offering Documents and the Adviser’s expense allocation policies and
procedures. Subject to its Offering Documents, each Partnership typically pays or
reimburses its general partner or RRA for the Partnership’s organizational, offering and
startup expenses. These expenses typically include or may include, without limitation,
expenses relating or attributable to the preparation of, and negotiations with respect
to, the Offering Documents, presentations (including those conducted virtually),
marketing and promotional materials and activities, subscription documents, side
letters or similar agreements, placement agreements and any other agreements
entered in connection with the fundraise; out-of-pocket costs and expenses incurred
by placement agents, finders or other persons performing similar services in
connection with the fundraise that are paid or reimbursed by the Fund; any travel
(including, where appropriate as determined by the General Partner, the cost of air
travel, car or ride sharing services and other modes of transportation) and conference
attendance costs and fees; lodging, meals and reasonable gifts and entertainment;
printing, mailing and courier; legal; filing (including blue sky and world sky filings); to
the extent not otherwise set forth above, clerical fees, marketing costs and other out-
of-pocket costs and expenses incurred in the course of engaging in the activities set
forth above; accounting fees and expenses; and initial regulatory compliance, including
expenses associated with the initial or preliminary registrations, filings and compliance
obligations and other offering requirements contemplated by any law, rule or
regulation in any relevant jurisdiction or any similar law, rule or regulation (including
compliance with any law, rule, regulation, policy, directive or special measure (including
relating to privacy, data protection, know-your-customer, anti-money laundering,
sanctions or antiterrorism considerations)). The Partnership’s Offering Documents may
provide for a cap on these organizational expenses.

Partnership Expenses. Subject to its Offering Documents, each Partnership pays (or
reimburses its general partner or RRA) for all costs and expenses related to its
operations (“Partnership Expenses”).

The Partnership Expenses paid by a particular Partnership are set forth in the
Partnership’s Offering Documents and/or side letters. Partnership expenses, may
include, without limitation and as applicable, all fees, costs, expenses, liabilities and
obligations relating to the Partnership’s or its subsidiaries’ and intermediate entities’
activities, business, or actual or potential investments, including with respect to any
entity formed to effect the acquisition or holding of an investment (to the extent not
borne or reimbursed by such investment or third parties in any co-investment vehicle
or joint venture pursuant to the governing agreements of such vehicles), including all
costs relating or attributable to: activities with respect to the origination, identification
and sourcing of investment opportunities for the Fund, including meeting with
consultants, broker-dealers, investment banks, mortgage bankers, debt/equity
brokers, real estate capital intermediaries, sponsors, and other sources of investments
and developing an investment pipeline; activities with respect to the pursuing,
structuring, organizing, negotiating, consummating, financing, refinancing,

diligencing (including any subscriptions to any periodicals, databases, deal sourcing or
research services), acquiring, bidding on, owning, managing, monitoring, operating,
holding, hedging, restructuring, trading, taking public or private, selling, valuing,
winding up, liquidating, dissolving or otherwise disposing of, as applicable, the
Partnership’s actual and potential investments (including follow on investments),
including investments in the same entity as one or more other investment vehicles
(other than the Fund) managed or controlled by the General Partner or any of its
...

Item 7. Types of Clients

RRA currently provides investment advisory services to each Partnership, subject (as
applicable) to the discretion and control of the Partnership’s General Partner.
Investment advice is provided directly to the Partnerships, and not individually to the
Investors in the Partnerships. Investors are accredited investors, qualified clients,
qualified purchasers and/or knowledgeable employees of RRA.

Conditions for investing in each Partnership, including minimum investment amounts
and investor qualification requirements, are stated in the Partnership’s Offering
Documents. Each General Partner (or equivalent) typically has discretion to lower or
waive the Partnership’s minimum investment amount.