Capital Cities Investments

Item 5 Fees and Compensation
Our fee for portfolio management services is negotiable, based on a percentage of your assets we
manage and is set forth in the following fee schedule:

Assets Under Management         Maximum Annualized Fee
First $250,000                  1.50%
Next $750,000                   1.25%
Over $1,000,000                 1.00%
**Legacy clients may be subject to a different fee schedule.

Our annual portfolio management fee is billed and payable quarterly in advance based on the value of
your account on the last day of the previous quarter. In limited situations, and at our sole discretion fee
arrangements may be modified based on client needs. The terms of these arrangements are outlined
in the portfolio management agreement.

Clients who use Callan's Unified Managed Account (UMA) program will be charged expenses by the
independent managers and other costs for administration of the Program. These costs are separate
from the fee we charge for management of your assets. We do not share in any of the fees collected
by Callan.

If the portfolio management agreement is executed at any time other than the first day of a calendar
quarter, our fees will apply on a pro rata basis, which means that the advisory fee is payable in
proportion to the number of days in the quarter for which you are a client. Our advisory fee is
negotiable, depending on individual client circumstances.

At our discretion, we may combine the account values of family members living in the same household
to determine the applicable advisory fee. For example, we may combine account values for you and
your minor children, joint accounts with your spouse, and other types of related accounts. Combining
account values may increase the asset total, which may result in your paying a reduced advisory fee
based on the available breakpoints in our fee schedule stated above.

We will send you an invoice for the payment of our advisory fee, or we will deduct our fee directly from
your account through the qualified custodian holding your funds and securities. We will deduct our
advisory fee only when you have given our firm written authorization permitting the fees to be paid
directly from your account. Further, the qualified custodian will deliver an account statement to you at
least quarterly. These account statements will show all disbursements from your account. You should
review all statements for accuracy.

Either party upon thirty (30) day's written notice may terminate the portfolio management agreement
and we will refund a pro-rated amount of fees earned for the quarter in which you terminate. The pro-
ration will be calculated based on the number of days between the effective date of the termination (at
least thirty (30) days from the date notice is delivered) and the end of the quarter. If no timely written
notice is received, we will be entitled to all fees through the end of the quarter in which the account is
terminated.

We charge a separate fee for financial planning services as described below, however some planning
is inherent to the overall management process. Any planning services provided to clients who
participate in the portfolio management program described above are purely incidental to the
management process. Typically, we provide planning services to you if you are a portfolio
management client at no additional charge.

Financial Planning Fees
We charge an hourly fee of up to $200 for financial planning services which is negotiable depending on
the scope and complexity of the plan, your situation, and your financial objectives. An estimate of the
total time/cost will be determined at the start of the advisory relationship. In limited circumstances the
cost/time could potentially exceed the initial estimate. In such cases, we will notify you and request that
you approve the additional fee. Typically, financial planning fees are due upon presentation of the plan,
however, other payment arrangements may be negotiated. For example, particularly complex plans
may require prepayment of a portion of the estimated fees for service. For lengthy engagements,
interim payments may also be requested. Applicable fees, fee payment arrangements, and the terms
of the engagement will be clearly set forth in the agreement between you and our firm prior to services
being rendered.

You may terminate the financial planning agreement by providing written notice to our firm. You will
incur a pro rata charge for services rendered prior to the termination of the agreement. If you have pre-
paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees.

Pension Consulting Services Fees
Fees for pension consulting services are customized and are dependent on the amount of work
involved, any client-specific consulting needs, and the size of the account. Fees can be either a
percentage of assets or a fixed fee. Fees may range from 0.05% to 1.50% of the asset value per year
and/or may be set as a fixed fee for a certain pre-determined period of time. Fees are paid either
quarterly in advance or quarterly in arrears. The advisory agreement details your specific fee
arrangements.

Either party to the pension consulting agreement may terminate the agreement upon written notice to
the other party. The pension consulting fees will be prorated for the period in which the termination
notice is given and any unearned fees will be refunded to the client.

Schwab Institutional Intelligent Portfolios Fees
We charge a maximum of 1.5% of assets under management for our services billed quarterly in
advance based on the value of the assets on the last day of the previous quarter. Our fees are not set
or supervised by Schwab. You do not pay brokerage commissions or any other fees to Schwab as part
of the Program. Schwab does receive other revenues in connection with the Program.

Additional Fees and Expenses
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Item 7 Types of Clients
We offer investment advisory services to individuals (other than high net worth individuals), high net
worth individuals, trusts, estates, charitable organizations, corporations, and other business entities.

In general, we require a minimum of $250,000 to open and maintain a portfolio management account.
At our discretion, we may waive this minimum account size. For example, we may waive the minimum
if you appear to have significant potential for increasing your assets under our management. We may
also combine account values for you and your minor children, joint accounts with your spouse, and
other types of related accounts to meet the stated minimum.

Clients eligible to enroll in the Schwab Institutional Intelligent Portfolios® Program include individuals,
IRAs, and revocable living trusts. Clients that are organizations (such as corporations and
partnerships) or government entities, and clients that are subject to the Employee Retirement Income
Security Act of 1974, are not eligible for the Program. The minimum investment required to open an
account in the Program is $5,000. The minimum account balance to enroll in the tax-loss harvesting
feature is $50,000.