Auxier Asset Management LLC

Fees and compensation
For its services the Adviser will generally receive a fee based on a percentage of
account value.

For equity and combination equity and fixed income portfolios, the Adviser’s basic fee
schedule will be:

                    1.10% up to $1,000,000 in market value
                    1.00% over $1,000,000 in market value

For mutual fund portfolios, the Adviser will charge .50% of the market value of the
account.

For fixed income portfolios, the Adviser will charge .50% of the market value of the
account.

For other services, such as pension consulting, the Adviser may charge a per-project
rate.

All fees may be negotiated based on the account size and services provided. The
market value of household and related accounts may be aggregated for fee
purposes.

Rates are subject to change from time to time after 30 days’ written notice to the
client.

Clients may choose to have their fees deducted from their portfolio or pay by check.
Fees for the Adviser’s services are payable quarterly and deducted in advance based
on the market value of the account at the end of the previous calendar quarter. The
initial valuation of the account is determined by the Adviser at inception. Fees will be
pro-rated for new accounts and terminating accounts.

Other Types of Fees or Expenses

Fees that clients may pay in connection with the Adviser’s services may include, but
are not limited to: custodian transaction fees, or when trading away, brokerage
commissions, negotiated at institutional rates, which generally range from .03¢ per
share to .06¢ per share, prime broker trade away charges of $20-25 per transaction,
and other fees (e.g., margin interest, checking-related charges, wire transfer fees,
annual custodial fees, mutual fund expenses). Asset recovery advocate services
engaged by AAM charge a fee of up to 20% of assets they recover, which is deducted
directly from any settlement proceeds.

Neither the Adviser nor any of our supervised persons accept compensation for the
sale of securities or other investment products which include asset-based sales
charges or service fees from the sale of mutual funds.

Refund of Fees upon Termination

Clients will enter into written contracts with the Adviser to receive advisory services for
an initial term of one year and will be automatically extended from year to year unless
terminated. A client may terminate a contract for any reason at any time upon written
notice. If a client terminates the written contract within five business days of execution,
any fees paid by the client will be fully refunded and no further fees will be due.
Thereafter, if the contract is terminated after a quarterly fee has been paid out, but
before the services for the quarter have been fully performed, the Adviser will refund
to the client a pro rata portion of that quarter’s fee. The pro rata portion of the refund
will be calculated as follows:

       number of days in quarter terminated from 1st day of quarter until day the
       written termination notice is received
                     Divided by
       number of total days in full quarter terminated
                     Multiplied by
       applicable advisory fees prepaid for terminated quarter
                     Equals
       refund

This refund amount will be adjusted for the five-day grace period noted above if the
written contract is terminated before the initial one-year period. The client, if qualified
for a refund due to termination of the written contract, needs only to provide written
notice of termination to the Adviser.

Types of Clients
The Adviser generally provides investment advice to individuals, investment
companies, pension and profit-sharing plans, trusts, estates or charitable organizations
as well as corporations or business entities other than those listed above. The minimum
account size is $2,000,000. The Adviser reserves the right to waive the account
minimum requirement at the discretion of J. Jeffrey Auxier, President of the Adviser.

Methods of Analysis, Investment Strategies and Risks
Securities Analysis

The Adviser relies primarily on fundamental financial analysis in making investment
decisions. The Adviser’s decisions are based on conventional financial statement
analysis and measures of value such as dividend yields, price to earnings, price to
sales, and price to cash flow ratios. The Adviser uses information obtained from annual
reports, prospectuses, SEC filings, press releases, financial publications such as The Wall
Street Journal and Barron’s, trade journals and research materials prepared by others.

Retirement Capital Analysis

We primarily use software that utilizes cash flow modeling and Monte Carlo simulations
to determine the sustainability of retirement income. These models are projections,
not guarantees of future performance. The analysis focuses on balancing risk and
return to meet long-term income goals.

Investment Strategies

The Adviser evaluates domestic and international companies traded on the major
exchanges using a value-oriented approach with client objectives and long-term
growth in mind. The Adviser monitors the operating fundamentals of the companies
held in clients’ portfolios. The Adviser researches to find compelling, undervalued
companies that ideally exhibit the following attributes: strong or improving
fundamentals, consistency in operating results, a substantial advantage over
competition (strong franchise), a demonstrated ability to earn high rates of return on
capital, understandable products, honest, competent shareholder-oriented

management, and intelligent capital allocation policies. The investment candidates
are then screened to determine what price represents good value with low risk and
above average returns. The Adviser will generally diversify a portfolio with ideal position
sizes of 3% to 6% of the portfolio value.    Companies may be held indefinitely if
operating fundamentals continue to improve and the price is reasonable.

The Adviser primarily manages equity and balanced accounts using a value-oriented
approach. Asset allocation decisions are based on client objectives and value rather
than upon economic forecasts. The Adviser will tend to pursue an investment blend
of equity securities in medium to large U.S. companies, though the Adviser may invest
in any size market capitalization and in growth or value securities. Certain sectors of
the market are likely to be more heavily weighted than others as the Adviser will focus
on sectors it believes demonstrate the best fundamentals for growth at a reasonable
price and value. The Adviser may invest in foreign securities, including American
Depositary Receipts (ADRs).

In the fixed income component of balanced portfolios, the Adviser will seek to identify
improving situations where credit quality will be upgraded. Upgraded credit quality
coupled with coupon income can lead to lower risk than is assumed with the
ownership of equities.

Upon request, the Adviser will structure a laddered bond portfolio for a client, where
interest payments and bond maturities occur systematically over a predetermined
period.

Investment Risks

Investing in securities involves a risk of loss that advisory clients should be prepared to
bear. If you are not prepared to bear the risk of loss, the Adviser’s services are not
suitable for you. Potential investment risks may include:

   •   General Market Risk. The investment return of a client’s account will fluctuate
       based on changes in the value of the securities in the account. The account
       could lose money or underperform other investments.
   •   Market Events Risk. Turbulence in the financial markets and reduced liquidity in
       equity, credit and fixed-income markets could negatively affect issuers
       worldwide, which could have an adverse effect on a client’s account.
   •   ADR Risk. ADRs may be subject to some of the same risks as direct investments
       in foreign companies, as noted in “Foreign Investments Risk” below. In addition,
       ADRs may not track the price of the underlying securities perfectly.
   •   Company Risk. A client’s account value can fluctuate in response to the
       activities and financial prospects of an individual company in the account. The
       value of an individual company can be more volatile than the market as a
       whole.

   •   Equity Risk. A client account is subject to the risk that stock prices may fall over
       short or extended periods of time. Common stocks are generally subordinate
       to an issuer’s other securities.
   •   Fixed-Income Securities Risk. An increase in interest rates typically causes a fall
       in the value of debt securities which may be held in a client account. Securities
       rated below investment grade are subject to greater risk of loss than higher
       rated securities. Issuers may increase/decrease prepayments of principal when
       interest rates fall/rise, affecting the maturity of a debt security and causing the
       value of the security to decline.
   •   Foreign Investments Risk. Foreign securities are subject to additional risks
       including international trade, currency, political, regulatory and diplomatic
       risks.
   •   Growth Company Risk. Securities of growth companies can be more sensitive
       to the company’s earnings and more volatile than the market in general.
   •   Large Capitalization Company Risk. Securities of companies with large market
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