Bourne Lent Asset Management Inc

Item 5 – Fees and Compensation

The following paragraphs detail the fee structure and compensation methodology for services provided by the
Advisor. Each Client engaging the Advisor for services described herein shall be required to enter into a written
agreement with the Advisor.

A. Fees for Advisory Services
Investment Management Services
Investment advisory fees are paid quarterly, either in advance or at the end of each calendar quarter, pursuant to the
terms of the investment advisory agreement. Investment advisory fees are based on the market value of assets under
management at the end of the calendar quarter, or prior calendar quarter. Investment advisory fees are based on the
following schedule:

                   Assets Under Management ($)              Annual Rate (%)
                   Up to $2,000,000                               1.00%
                   Over $2,000,000                                0.60%

The investment advisory fee in the first quarter of service is prorated from the inception date of the account[s] to the
end of the first quarter. Fees may be negotiable at the sole discretion of the Advisor. Certain legacy clients may be
billed under a different fee schedule. The Client’s fees will take into consideration the aggregate assets under

                                            Bourne Lent Asset Management, Inc.
                                             12 E. Main Street, Pawling, NY 12564
                                          Phone: (845) 855-1590 * Fax: (845) 855-1542
                                                     www.bournelent.com

management with the Advisor. All securities held in accounts managed by Bourne Lent will be independently valued
by the Custodian. The Advisor will conduct periodic reviews of the Custodian’s valuations to ensure accurate billing.

The Advisor’s fee is exclusive of, and in addition to any applicable securities transaction and custody fees, and other
related costs and expenses described in Item 5.C below, which may be incurred by the Client. However, the Advisor
shall not receive any portion of these commissions, fees, and costs.

B. Fee Billing
Investment Management Services
Investment advisory fees are calculated by the Advisor or its delegate and deducted from the Client’s account[s] at the
Custodian. The Advisor shall send an invoice to the Custodian indicating the amount of the fees to be deducted from
the Client’s account[s] at the beginning or end of the respective quarter. The amount due is calculated by applying the
quarterly rate (annual rate divided by 4) to the total assets under management with Bourne Lent at the end of the prior
quarter, or each quarter. Clients will be provided with a statement, at least quarterly, from the Custodian reflecting
deduction of the investment advisory fee. Clients are urged to also review and compare the statement provided by the
Advisor to the brokerage statement from the Custodian, as the Custodian does not perform a verification of fees.
Clients provide written authorization permitting advisory fees to be deducted by Bourne Lent to be paid directly from
their account[s] held by the Custodian as part of the investment advisory agreement and separate account forms
provided by the Custodian.

C. Other Fees and Expenses
Clients may incur certain fees or charges imposed by third parties, other than Bourne Lent, in connection with
investments made on behalf of the Client’s account[s]. The Client is responsible for all custody and securities
execution fees charged by the Custodian, as applicable. The Advisor's recommended Custodian does not charge
securities transaction fees for ETF and equity trades in a Client's account, provided that the account meets the
terms and conditions of the Custodian's brokerage requirements. However, the Custodian typically charges for
mutual funds and other types of investments. The fees charged by Bourne Lent are separate and distinct from
these custody and execution fees.

In addition, all fees paid to Bourne Lent for investment advisory services are separate and distinct from the
expenses charged by mutual funds and ETFs to their shareholders, if applicable. These fees and expenses are
described in each fund’s prospectus. These fees and expenses will generally be used to pay management fees for
the funds, other fund expenses, account administration (e.g., custody, brokerage and account reporting), and a
possible distribution fee. A Client may be able to invest in these products directly, without the services of Bourne
Lent, but would not receive the services provided by Bourne Lent which are designed, among other things, to assist
the Client in determining which products or services are most appropriate for each Client’s financial situation and
objectives. Accordingly, the Client should review both the fees charged by the fund[s] and the fees charged by
Bourne Lent to fully understand the total fees to be paid. Please refer to Item 12 – Brokerage Practices for
additional information.

D. Advance Payment of Fees and Termination
Investment Management Services
Bourne Lent may be compensated for its investment management services either in advance of the quarter in which
services are rendered or at the end of the quarter after services are provided. Either party may terminate the
investment advisory agreement, at any time, by providing advance written notice to the other party. The Client may
also terminate the investment advisory agreement within five (5) business days of signing the Advisor’s agreement at
no cost to the Client. After the five-day period, the Client will incur charges for bona fide advisory services rendered to
the point of termination and such fees will be due and payable by the Client. For services paid in advance, upon
termination, the Advisor will refund any unearned, prepaid investment advisory fees from the effective date of
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Item 7 – Types of Clients

Bourne Lent offers investment advisory services to individuals, high net worth individuals, trusts, estates, charitable
organizations, businesses and municipal entities. Bourne Lent generally requires a minimum relationship size of
$500,000 to effectively implement its investment process, which may be waived at the Advisor’s sole discretion.