SF Equity Partners Management LLC

Item 5 – Fees and Compensation
In general, the Adviser receives a Management Fee (as described below) and carried interest in
connection with advisory services. In addition, the Adviser may receive additional compensation,
including monitoring and other consulting fees, in connection with management and other services
performed for portfolio companies of the Funds. Such additional compensation is typically subject
to a cap, as prescribed in the Partnership Agreements. Investors in the Funds also bear certain Fund
expenses.

SF Equity Partners LP (“Fund I”) and SF Equity Partners II, LP (“Fund II")

       Fund I Management Fees

During its investment period, the Fund will pay the management company a management fee equal
to 2.0% of such Limited Partner’s capital commitment during the investment period. Beginning with
the first fiscal quarter following: (a) the termination of the investment period, and continuing until
the third anniversary thereof, the management fee with respect to each Limited Partner shall be
equal to 2.0% of such Limited Partner’s Actively Invested Capital; (b) the third anniversary of the
termination of the investment period, and continuing until the termination of the Fund, the
management fee with respect to each Limited Partner shall be equal to 1.0% of such Limited
Partner’s Actively Invested Capital (lesser of cost or fair market value).

The Adviser may receive consulting, advisory, directors’, investment banking, monitoring,
transaction, closing or break-up fees (“Monitoring or Other Fees”) from or in respect of any
portfolio company investment made by the Fund. However, the management fee will be reduced
by any Monitoring or Other Fees received in excess of: (i) $850,000 during any fiscal year prior to
the later of fifth anniversary of the initial closing of the Fund or the date on which a Successor Fund
with capital commitments equal to or greater than the aggregate Capital Commitments of the
Partnership has been formed, and (ii) $600,000 during any fiscal year thereafter.

Additionally, as further described herein and in the applicable Memorandum and/or Partnership
Agreement of each Fund, it is SFEP’s practice to retain certain Industry Advisors (together, “Industry
Advisors”), who are not employees or partners of SF Equity, to provide services to (or with respect
to) one or more Funds or certain current or prospective portfolio companies in which one or more
Funds invest. Such Industry Advisors generally may provide services, which may include serving in
management or policy-making positions for portfolio companies, prospective investment research
and diligence services, as well as serving as a resource to SFEP regarding their industry of expertise.
Industry Advisors may receive compensation and other amounts described herein, but no such
amounts will result in additional offsets to the Management Fee and all or a portion of that
compensation will be borne by a Fund directly or indirectly via its ownership interest in such portfolio
companies. Any use of Industry Advisors subjects SF Equity Partners to conflicts of interest, as
discussed under “Methods of Analysis, Investment Strategies and Risk of Loss— Conflicts of
Interest,” below.

Adviser may waive or reduce the management fee for certain Limited Partners, such as, employees
or family members, at its discretion.

      Fund II Management Fees

Until the earlier of (i) the first fiscal quarter after the expiration of the Investment Period and (ii) the
date the first capital call from a “Successor Fund” (as defined in the Agreement) with aggregate
commitments greater than or equal to commitments of the Partnership, the annual management fee
is equal to 2.00% of the limited partners’ capital commitment. Thereafter and, until the first fiscal
quarter commencing after the fifth anniversary of the expiration of the investment period, the annual
management fee will be equal to 2.00% of such Limited Partner’s Actively Invested Capital (as defined
in the Agreement). Thereafter, the annual management fee is reduced to 1.00% of limited partners’
Actively Invested Capital.

The Adviser may receive consulting, advisory, directors’, investment banking, monitoring,
transaction, closing or break-up fees (“Monitoring or Other Fees”) from or in respect of any portfolio
company investment made by the Fund. However, the management fee will be reduced by 50% of
any Monitoring or Other Fees, and 100% of Monitoring or Other Fees received by (and not offset to
Management Fees) in excess of $1,000,000 during any fiscal year.

Additionally, as further described herein and in the applicable Memorandum and/or Partnership
Agreement of each Fund, it is SFEP’s practice to retain certain Industry Advisors, who are not

employees or partners of SF Equity, to provide services to (or with respect to) one or more Funds or
certain current or prospective portfolio companies in which one or more Funds invest. Such Industry
Advisors generally may provide services, which may include serving in management or policy-
making positions for portfolio companies, prospective investment research and diligence services,
as well as serving as a resource to SFEP regarding their industry of expertise. Industry Advisors may
receive compensation and other amounts described herein, but no such amounts will result in
additional offsets to the Management Fee and all or a portion of that compensation will be borne by
a Fund directly or indirectly via its ownership interest in such portfolio companies. Any use of
Industry Advisors subjects SF Equity Partners to conflicts of interest, as discussed under “Methods
of Analysis, Investment Strategies and Risk of Loss— Conflicts of Interest,” below.

Adviser may waive or reduce the management fee for certain Limited Partners, such as, employees
or family members, at its discretion.

      Carried Interest

Each General Partner is entitled to receive carried interest with respect to the corresponding Fund
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Item 7 – Types of Clients
SF Equity Partners provides investment advice to the Funds, which may include investment
partnerships or other investment entities formed under domestic or foreign laws and operated as
exempt investment pools under the Investment Company Act of 1940, as amended. Investors
participating in the Funds may include individuals, institutions, other investment entities,
endowments, family offices, pension and profit-sharing plans, trusts, estates or charitable
organizations or other corporations or business entities and may include, directly or indirectly,
principals or other employees of SF Equity Partners and its affiliates and members of their families,
or other service providers retained by SF Equity Partners.

The Funds generally have a minimum investment amount as set forth in the relevant Partnership
Agreements and the Funds’ interests are offered and sold primarily to qualified purchasers (or
qualified knowledgeable SFEP personnel). Such minimum investment amount may be waived by
the each of the General Partners.