Barton Investment Management LLC

Item 5 – Fees and Compensation

Generally, a minimum of $1,000,000 of assets under management is required for accounts,
although there may be exceptions from time to time, at Barton’s discretion. Under certain
circumstances, some assets may be excluded from fee calculations.

Termination

The client may terminate an investment advisory agreement at any time on written notice,
and Barton may terminate the agreement after thirty days written notice.

Method of Compensation and Fee Schedule

Investment Advisory and Portfolio Management Services Fees

Barton charges annual investment advisory fees based on total assets under management.

This is a blended fee schedule; the asset management fee is calculated by applying different
rates to different portions of the portfolio. Barton may group certain related client accounts
for the purpose of achieving the minimum account size and determining the annualized fee.

The fee schedule is as follows:

                 Account Value                           Fee

           On the first $5 million                      1.0%

            $5 million and above                        0.8%

Fees are payable quarterly in advance based upon the calendar quarter end market value of
the previous calendar quarter, as provided by the custodian (market value or fair market
values in the absence of market value, plus any credit balance or minus any debit balance)
of the client's account. A group of family accounts may be considered as one account in
computing the annual fee. Fees are negotiable. Fees which may be paid in advance are
refunded on a pro-rata basis if the service is terminated within the payment period.

Barton will send its statements to clients no less than quarterly. The fixed fee will be pro-
rated for any portion of a billing period during which an agreement is in effect. Client will
authorize Barton to invoice directly the custodian specified in the Advisory Services
Agreement for such management fees earned by Barton. Where a fee is based on asset
value, such value shall be determined by Barton, unless otherwise determined by the
custodian, at the close of business on the last business day of the billing period.

Cash Holdings:

Unless agreed otherwise, any and all account asset classes, including cash positions, are
included in the firm’s advisory fee calculation. At certain times our advisory fee may
exceed the money market yield for cash assets.

Portfolio Monitoring Services Fees

We also offer our monitoring services for a 0.1% fee subject to a combined family minimum
fee of $10,000 per year. Monitored accounts may hold positions in mutual funds including
ETFs and will bear a proportionate amount of the operating expenses of the various funds
in which they are invested, including management fees that are paid to the funds' advisers.
Barton has no financial interest in such payments. Monitoring services may include legacy
clients, fixed income holdings, and assets that are not considered regulatory assets under
management.

Model Provider Services

Under the Program, Envestnet pays Barton a fee based on the assets being managed
pursuant to its model(s). This fee is paid in arrears within forty-five days following the end
of each quarter.

Additional Policies and Fee Information

Barton’s fees are exclusive of brokerage commissions, transaction fees, and other related
costs and expenses, which shall be incurred by the client. Clients may incur certain charges
imposed by custodians, brokers, third party investment and other third parties such as fees
charged by managers, custodial fees, deferred sales charges, odd-lot differentials, transfer
taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage
accounts and securities transactions. Mutual funds and exchange-traded funds also charge
internal management fees, which are disclosed in a fund’s prospectus.

Such charges, fees and commissions are exclusive of and in addition to Barton’s fee, and
Barton shall not receive any portion of these commissions, fees, and costs.

Item 12 further describes the factors that Barton considers in selecting or recommending
broker-dealers for client transactions and determining the reasonableness of their
compensation (e.g., commissions).

External Compensation for the Sale of Securities to Clients

Barton does not receive any external compensation for the sale of securities to clients, nor
do any of the investment advisor representatives of Barton.

Item 7 – Types of Clients

Barton provides portfolio management services to individuals, high net worth individuals,
pension and profit-sharing plans, charitable organizations, trusts, estates and other
business entities.