Davidson Kahn Capital Management LLC

Item 5: Fees and Compensation

    A. Portfolio Management Fees
Portfolio Management Fees will not be more than 1.00% of assets under management. Final fee for each
client will be disclosed within the Advisory Agreement entered into between DKCM and the client.
DKCM or its advisers, if applicable, may choose to charge a certain percentage of the fee to certain
clients at their discretion. It should be expected that advisory fees may vary among portfolios based on a
variety of factors.

DKCM uses the liquidation value at the end of each month and collects fees monthly in arrears. This is
completed after taking into account deposits and withdrawals, for purposes of determining the market
value of the assets upon which the advisory fee is based.

The final fee is attached as Exhibit I of the Investment Advisory Contract. Clients may terminate the
agreement without penalty for a full refund of DKCM's fees within five business days of signing the
Investment Advisory Contract. Thereafter, clients may terminate the Investment Advisory Contract
immediately upon written notice. In such cases, fees will be charged on a pro-rated basis.

    B. Deduction of Advisory Fees
Asset-based portfolio management fees are withdrawn directly from the client's accounts with client's
written authorization on a monthly basis. Fees are paid in arrears. Fees are assessed on all assets under
management, including securities, cash and money market balances.

    C. Client Responsibility for Third Party Fees
Clients are responsible for the payment of all third-party fees (i.e. custodian fees, brokerage fees, mutual
fund fees, transaction fees, etc.). Those fees are separate and distinct from the fees and expenses charged
by DKCM. Please see Item 12 of this brochure regarding broker-dealer/custodian.

    D. Prepayment of Fees
DKCM collects its fees in arrears, therefore it is our practice to not require prepayment of any fees in
advance of services.

    E. Outside Compensation for the Sale of Securities to Clients
 Neither DKCM nor its supervised persons accept any compensation for the sale of investment products,
including asset-based sales charges or service fees from the sale of mutual funds.

Item 7: Types of Clients
DKCM generally provides advisory services to the following types of clients:

Individuals
Corporations
Foundations
High-Net-Worth Individuals

There is an account minimum of $1,000,000, which may be waived by DKCM at its discretion.