Cambridge Capital Management LLC

Item 5.        Fees and Compensation

Investment Management Services

Our fees for Investment Management Services are based upon a percentage of assets under
management, in accordance with the following fee schedule:

        Assets Under Management ($)                 Annual Fee (%)

        First $250,000                                 1.25%
        Next $500,000                                  1.00%
        $750,000 to $2,000,000                         0.75%

       $2,000,000 to $7,500,000                           0.50%
       Above $7,500,000                                   0.40%

For investment management services on assets held at an employer sponsored retirement plan
CCM charges an annual fee of 0.40%.

Investment management fees are charged, in advance, at the beginning of each quarter, based upon
the net value of the assets in the client’s account(s) on the last business day of the previous quarter.

Depending on the arrangement with each client, we either invoice clients or directly debit their
custodial accounts for investment management fees. If fees are deducted from the account, the
client must provide the account custodian with written authorization to have the fees deducted and
paid to us. Prior to any fees being deducted (and at the same time a billing statement is sent to the
custodian), we send the client a fee billing notice showing the amount deducted, how the fee is
calculated and any adjustments to the fee with an explanation of any such adjustments. At least
quarterly, the custodian sends clients a statement showing all disbursements from the account,
including advisory fees deducted. If fees are paid directly, payment is due upon receipt of our
billing statement.

Retirement Plan Consulting Services

The annual fee for retirement plan consulting services will be charged as a percentage of the total
plan assets. Fees are negotiable based on criteria such as plan size, number of plan participants,
average participant account balance, number of business locations, etc.

When a client contracts with CCM for one-on-one consulting services such as, providing education
or information on plan options and benefits to plan participants, those services are charged on an
hourly fee basis.

In most of the time the fee is not expected to be higher than 1.00% of the total plan assets. Plan
sponsors can elect to pay any or all of the fees for services provided to plan participants.

Clients can elect to have fees billed directly or deducted from the plan assets. If the client is billed
directly, fees are billed in advance and a detailed billing invoice is sent quarterly. Fees are
calculated based on the plan asset value as of the beginning of each quarter. If fees are deducted
from the plan account, the client must provide written authorization to the plan custodian for fees
to be deducted from the account and paid directly to us. Prior to any fees being deducted (and at
the same time a billing statement is sent to the custodian), we send the client a fee billing notice
showing the amount deducted, the manner in which the fee is calculated, any adjustments to the
fee and an explanation of any such adjustments. Fees are calculated on a daily accrual basis and
billed monthly in arrears. If fees are paid directly, payment is due upon receipt of our billing
statement.

Financial Planning/Consulting Services

For clients receiving only our financial planning services, we charge on a flat fee basis. Fees vary
based on the complexity of the plan or project and the range of services we are retained to provide.
Before services are rendered, we will provide the client with the amount of the fee which is
specified in the Client agreement. We may require an advance deposit before the work begins with
the balance of the fee due and payable upon completion of the service. The deposit amount is noted
in the agreement the client signs. Typically, we present a financial plan to the client within 90 days
of the contract date, provided that all information needed to prepare the plan has been promptly
provided to us by the client.

Fees in General

Fees for investment management and financial planning/consulting services are negotiable based
upon certain criteria (i.e., anticipated future earning capacity, anticipated future additional assets,
dollar amount of assets to be managed, related accounts, account composition, negotiations with
client, etc.). Discounts, not generally available to our advisory clients, may be offered to family
members.

We may group certain related client accounts for the purposes of determining the account size
and/or annualized fee.

Certain legacy client agreements may be governed by fee schedules different from those listed
above.

Under no circumstances will we require fees be paid in excess of $1,200 and more than six months
in advance of services rendered.

Account Termination

Clients have a period of five (5) business days from the date of signing the agreement to
unconditionally rescind the agreement and receive a full refund of all fees. Thereafter, the client
may terminate the agreement by providing us written notice at our principal place of business.
Upon termination of any account, any prepaid, unearned fees are promptly refunded, and any
earned, unpaid fees are due and payable.

Mutual Fund and ETF Fees and Expenses: All fees paid to our firm for investment advisory services
are separate and distinct from the fees and expenses charged by mutual funds and ETFs to their
shareholders. These fees and expenses are described in each fund's prospectus. These fees generally
include a management fee, other fund expenses, and a possible distribution fee. A client could invest
in a mutual fund or an ETF directly, without the services of our firm. In that case, the client would
not receive the services provided by us which are designed, among other things, to assist the client in
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Item 7.        Types of Clients

Our firm generally provides advisory services to individuals, pension and profit-sharing plans,
trusts, estates, charitable organizations, corporations, and other business entities.

We require a minimum of $500,000 in assets under management to establish an account with us.
However, at our sole discretion, we may grant an exception to this minimum based upon a client’s
history and relationship with Advisor as well as other current or anticipated advisory services
provided by us to the client.