TA Associates Management LP

ITEM 5. FEES AND COMPENSATION
Each Fund GP typically charges a Management Fee to the Fund it manages and also receives
Carried Interest (each as defined below) from a Fund as described in Item 6 of this brochure
unless otherwise agreed to in a Fund’s Organizations Documents (e.g., the Employee Funds
and SOF Funds which do not charge a Management Fee). From time-to-time, depending on
the facts, circumstances and terms of the Fund’s Organization documents, a Fund and/or its
portfolio companies will also reimburse the Fund GP and its affiliates and/or will
periodically make other payments to the Fund GP, the Manager or its affiliates for services

provided to the portfolio companies which, in most circumstances other than expense
reimbursements, reduce the Management Fees of the applicable Equity and Debt Funds, or
reduce a percentage of the expenditures owed by the SOF Funds. Additionally, consistent
with the Organizational Documents of a Fund, the Fund typically bears certain out-of-pocket
expenses incurred by the Manager in connection with the services provided to the Fund
and/or the portfolio companies. Particular details about such fees and expenses are
contained in the Organizational Documents of a Fund. Further details about certain common
fees and expenses are set forth below.

Management Fees

As compensation for investment supervisory services rendered to the Funds, the Fund GP
typically receives from each Fund (e.g., other than Employee Funds and SOF Funds) a
management fee (each, a “Management Fee”) typically calculated based on committed
capital, committed capital and a percent of invested capital, or based on a percent of invested
capital, with respect to such Fund. As described below, for Funds that pay a Management
Fee (as defined below), the Management Fee may be reduced or waived in some
circumstances in connection with the receipt by the Manager or its related persons of various
fees paid by actual or prospective portfolio companies or by certain organizational or other
expenses borne by such Fund. Management Fees paid by a Fund are indirectly borne by
limited partners in such Fund.

When applicable, when the Management Fee is calculated based on cumulative invested
capital, the Management Fee base will include capitalized, transaction-specific fees and
expenses of unrealized investments, including certain fees (such as Other Fees) and expenses
paid to third parties or their affiliates.

Management Fees are payable monthly in arrears. The amount and terms of payment of the
Management Fees charged to each Fund (and the terms of the reimbursement of expenses)
are determined through negotiations with limited partners in such Fund at such Fund’s
inception and are set forth in the Organizational Documents of each such Fund. The Manager
is compensated by the applicable Fund GP for performance of the services described in the
Advisory Agreement on a cost-plus basis. The fee structures described herein may be
modified from time-to-time as allowed by a Fund’s Organizational Documents. Fees may
differ from one Fund to another, as well as, in limited circumstances as allowed by a Fund’s
Organizational Documents, among limited partners in the same Fund.

The Organizational Documents generally do not provide for the reimbursement or refund of
Management Fees for any event that results in the reduction of the Management Fees
occurring mid–calculation period.

The SOF Funds do not pay Management Fees. Additionally, any feeder fund that feeds into
an Equity Fund or Debt Fund does not directly pay Management Fees and Carried Interest
but pay such fees indirectly as an investor in such Equity Fund or Debt Fund. The Employee
Funds are not charged Management Fees or Carried Interest and make investments by a
formula approach without the advice of the Manager. Notwithstanding that the Employee

Funds will generally not pay Management Fees, such Employee Funds (or the Manager on its
behalf) will pay their pro-rata share of certain Fund expenses (as discussed further below).

While it is not current practice for recent Funds, TA has in the past entered into economic
and/or other fee sharing arrangements with respect to one or more Funds and/or certain
limited partners thereof, the rights of which were not made available to other limited
partners.

As described in the Organizational Documents of a Debt Fund, at certain times during the life
of the Debt Fund, the Management Fee is calculated based on the cumulative capital invested
by the Debt Fund in investments minus any capital associated with investments that have
been permanently written-off (such investments, “Devalued Investments”). As a result, such
Management Fee base will not be reduced or refunded (i) following a decrease (including a
significant decrease) in fair value of the investments; or (ii) in connection with partial or full
sales or dispositions, distributions (including those arising from dividend recapitalizations),
reorganizations, restructurings, roll-over investments, extraordinary dividends or similar
transactions in the relevant portfolio company, whether in whole or in part, and even where
the value of the Debt Fund’s investment or the Debt Fund’s ownership percentage has been
reduced (including materially reduced), in each case except to the extent of a Devalued
Investment. To the extent provided for in the Organizational Documents of a Debt Fund, the
Management Fee base will also include borrowings and amounts recycled. A cumulative
invested capital Management Fee base and the inclusion of borrowed and recycled capital
results in the Management Fee base being higher than if it were calculated based on net
invested capital or the net asset value of the Debt Funds’ investments and excluded
borrowed or recycled capital.

The Management Fees paid by an Equity Fund or Debt Fund will generally be reduced by
100% of: (1) the fees incurred by the Manager and/or Fund GP in connection with the
...

ITEM 7. TYPES OF CLIENTS
The Funds are generally organized as limited partnerships and an affiliate of the Manager
serves as the Fund GP. Subject to the discretion and control of the Fund GP, the Manager
provides investment advice and/or recommendations to the Funds, and not individually to
the limited partners in such Funds. Limited partners in the Funds typically include public
pension plans, fund of funds, corporate pension plans, university endowments, foundations,
family offices, insurance companies, banks, other financial institutions, and high net worth
individuals.

There is typically a minimum dollar amount requirement for the creation of a new Fund,
which is decided by the applicable Fund GP. This amount varies by Fund and is not a
specified amount set by the Manager. Additionally, there is generally a minimum investment
amount for the limited partners within each Fund discussed in the applicable Fund private
placement memorandum. The applicable Fund GP reserves the right to, and periodically
does, waive the minimum investment amount for the limited partners.