Ascent Capital Management LLC

Item 5 – Fees and Compensation

We are a fee-only advisory firm, meaning we are compensated only by our clients and do not receive
compensation or commissions from any other parties. We believe this method of compensation
minimizes conflicts of interest.

         INVESTMENT ADVISORY SERVICES – DISCRETIONARY AND NON-DISCRETIONARY

In consideration of Adviser’s services hereunder, Client will pay Adviser a Fee quarterly in advance,
with payment due within 10 days from the date of the invoice. The Fee will be deducted from the
client account, or the client may instead pay fees from another account or via invoice by completing
and submitting written instructions to Ascent. The Fee will be equal to the respective percentage per
annum below based on the market value of the Account on the last trading day of the previous quarter.

                         Ascent Capital Management, LLC

Fees for partial quarters at the commencement or termination of this Agreement will be prorated
based on the number of days the Account was open during the quarter; provided, however, Ascent
has a household minimum fee of $5,000 per annum which may nullify the below table. Ascent may
waive the minimum fee at its sole discretion. Notwithstanding the above standard fee schedule, fees
are generally negotiable based on investment strategy and amount of household account management.

We reserve the right to amend the fees set forth in Schedule A of the IAA upon 30-days prior written
notice to each client.

       STANDARD FEE SCHEDULE

        Managed Portfolios                Maximum Annual Fee
        First $500,000                    1.25%
        Next $500,000                     1.00%
        Next $1,000,000                   .85%
        Next $3,000,000                   .75%
        Next $5,000,000                   .65%
        Next $10,000,000                  .50%
        $20,000,001 +                     Negotiable

        Participant Directed 401k Plans   Annual Fee
        Flat                              .75%

        Financial Planning Fees           Fixed Fee
        $5,000 Minimum                    *Estimate to be provided before engagement

Clients bear the responsibility for verifying the accuracy of fee calculations. The amount of the fee
deducted from the account is reflected on Ascent’s quarterly performance reports and the client’s
monthly custodial statements.

Clients may be required to pay a proportionate share of any mutual fund’s fees and charges, brokerage
commissions, stock transfer fees, and other similar charges incurred in connection with transactions
for the account and will be paid out of the assets in the account and are in addition to the investment
management fees paid to us.

The IAA may be terminated at any time by either party by written notice to the other party as set in
the IAA. The market value of the assets will be construed to equal the sum of the values of all assets
in the account, adjusted by any margin debit. Fees for partial quarters at the commencement or
termination of this Agreement will be billed or refunded on a pro-rated basis contingent on the
number of days the account was open during the quarter. Quarterly fee adjustments for additional
assets received into the account during a quarter or for partial withdrawals will also be provided on
the above pro rata basis.

                         Ascent Capital Management, LLC

We are a fee-only investment advisory firm paid on a percentage of client assets managed. We accept
no commissions, referral fees, soft dollars, or other hidden costs often associated with the money
management industry.

        SUB-ADVISORY SERVICES

Adviser may, on occasion, recommend that all or a portion of the assets in the account be managed
by an outside investment manager or sub-adviser. Fees charged by a sub-adviser will be fully disclosed
to Client. Sub-advisory fees will be paid by Client and will result in increased fees to Client.

Item 7 – Types of Clients

We provide investment advice to the following types of clients:

    Ø
        Individuals
    Ø
        Corporations
    Ø
        Pension and Profit-Sharing Plans
    Ø
        Trusts, Estates and Charitable Organizations
    Ø
        Endowments