Viola Credit Partners Management Limited Partnership

Item 5 - Fees and Compensation

Management Fee

All investors, and prospective investors, should review the Clients’ Governing Documents in
conjunction with this Brochure for more complete information on the fees and compensation payable
with respect to each Client.

In accordance with an advisory agreement between each applicable General Partner and Viola Credit,
Viola Credit generally receives a Management Fee of up to 2.0% per annum of the invested capital of
the Clients. Payments of the Management Fee are generally calculated and made quarterly in advance
on the first day of each fiscal quarter. The General Partner is eligible for a performance-based fee or
allocation as outlined in each Client’s Governing Documents.

Future Funds are expected to utilize similar fee structures (management fee and performance-based
fee), but could be subject to a different calculation in accordance with their respective Governing
Documents.

Side Letters

The General Partner may enter into side letters or other agreements with individual Limited Partners
that have the effect of altering or supplementing the terms of the limited Funds agreement. Any rights
established or any other terms of the limited Funds agreement altered or supplemented in a side
letter with a Limited Partner will govern with respect to such Limited Partner.

Deduction of Fees

Viola Credit is authorized to charge and deduct applicable fees directly from the assets of each Client
in accordance with the respective Governing Documents. Management fees are deducted from
quarterly interest distributions to investors.

Other Fees and Expenses

The Funds shall reimburse the General Partner and its affiliates for all Organizational Expenses
incurred by any of them, in amounts to be provided in each Fund’s limited partnership agreement.
Generally, Organizational Expenses are capped by the higher of a dollar amount and a percentage of
the expected aggregate subscriptions of all Investors. Any Organizational Expenses in excess of such
capped amounts shall be borne by the applicable General Partner through a reduction in the
Management Fee otherwise payable by the Fund.

The Funds will pay Funds expenses including, without limitation: the Management Fee;
Organizational Expenses; liquidation expenses of the Funds; any sales or other taxes (other than
taxes treated as amounts distributed by the Funds, such as a Tax Liability), including, without
limitation, any value added tax assessed against the Funds, the General Partner or any Affiliate of the
General Partner, including Viola Credit, on account of payments or distributions made pursuant to
this Agreement, fees or government charges which may be assessed against the Funds; commissions
or brokerage fees or similar charges incurred in connection with the purchase or sale of securities
(including any merger fees payable to third parties, reverse termination fees, forfeited deposits or
other similar payments incurred in connection therewith and whether or not any such purchase or
sale is consummated); expenses attributable to normal and extraordinary investment banking
services which are at arm’s length and consistent with common market practices, commercial
banking, auditing and accounting expenses associated with the Funds’s financial statements, tax
returns, appraisal, legal, custodial and registration services (including travel expenses and advisors);
expenses of members of the Advisory Committee (including reasonable travel related costs and
expenses); the costs and expenses (including travel-related expenses) of hosting annual and special
meetings for the Funds, or otherwise holding meetings or conferences with Limited Partners,
whether individually or in a group; the costs and expenses associated with attending industry
conferences and marketing expenses for trade associations; costs and expenses related to any
activities with respect to protecting the confidential or non-public nature of any information or data;
all fees and expenses related to establishing any credit facility and all fees and expenses relating to
any borrowings under any credit facility or other borrowings by the Funds, including without
limitation any interest expense for borrowed money financing fees, margin calls, up-front fees, pre-
payment fees, maintenance fees, unused facility fees and other costs and expenses (including legal
costs and expenses); all fees, costs, expenses, liabilities and obligations incurred in identifying,
investigating, evaluating, diligencing, negotiating, organizing, structuring, studying sourcing, trading,

valuing, appraising, rating, holding or selling and disposing of actual or potential Portfolio
Investments; developing costs and expenses for software, subscriptions and other databases for
purposes of sourcing, monitoring and valuing investments; all expenses relating to any investigation,
administrative or other proceedings, litigation and threatened litigation involving the Funds,
including indemnification expenses and any judgment, other award or settlement entered into in
connection therewith; expenses attributable to normal and extraordinary investment banking,
commercial banking, accounting, auditing, appraisal, legal, finder’s, custodial, administrative,
transfer and registration services provided to the Funds and any expenses attributable to consulting
services, including in each case services with respect to the proposed purchase or sale of securities
by the Funds that are not reimbursed by the issuer of such securities or others (whether or not any
such purchase or sale is consummated); all fees, costs and expenses associated with the organization,
operation and maintenance of any subsidiaries (including any Investment Subsidiaries), holding
companies or special purpose vehicles relating to the Funds; travel expenses in connection with the
investment activities of the Funds; expenses associated with outsourcing certain financial reporting
...

Item 7 - Types of Clients

 Viola Credit provides discretionary and non-discretionary investment management to Funds. SPVs,
 and institutional separate account clients, including trusts, insurance companies, and banks. The
 Funds are pooled investment vehicles offered pursuant to Section 3(c)(1) of the Investment Company
 Act of 1940 (as amended, the “Company Act”), and are therefore not required to register as
 investment companies under the Company Act in reliance upon certain exemptions available to the
 Funds whose securities are not publicly offered. Underlying investors in Clients include high net-
 worth individuals, family offices, financial institutions, insurance companies, corporations, charitable
 organizations, public and private pension funds and other investment funds.

Viola Credit or its related persons may establish feeder funds or parallel funds to address certain tax
or regulatory requirements. Prospective investors are requested to refer to the Governing Documents
of the Funds for complete details on any feeder funds or parallel funds established by the Funds.

The minimum investment amount may vary by Fund and is subject to the Adviser/General Partner’s
discretion.