Giverny Capital Advisors LLC

Item 5: Fees and Compensation
   Item 5A: Description
       Giverny Capital Advisors bases its fees on a percentage of assets under
       management. Giverny Capital Advisors may charge a lesser or greater
       investment advisory fee based upon mutual agreement with the client and for
       certain criteria (e.g., historical relationship, type of assets, anticipated future
       earning capacity, anticipated future additional assets, dollar amounts of
       assets to be managed, related accounts, account composition, negotiations
       with clients, etc.). Lower fees for comparable services may be available from
       other sources.

   Item 5B: Fee Billing
       Clients engage Giverny Capital Advisors to provide investment management
       services on a fee-only basis. The Firm charges an annual investment
       management fee based upon a percentage of the market value of the assets
       managed by Giverny Capital Advisors. The annual investment management
       fee charged is approximately 1.00% of the market value of a client’s assets
       under management, inclusive of cash and accrued income. Lower fees for
       comparable services may be available from other sources.
        GCA’s annual investment management fee is paid in arrears on a calendar
        quarterly basis (i.e. January 1, April 1, July 1, and October 1) and calculated
        based on .25% (approximately 1% per year) of the market value of a client’s
        assets under management on the last trading day of the prior calendar
        quarter. Unless otherwise directed by the client, GCA’s management fee is
        debited directly by the custodian from the client’s account on a quarterly
        basis.
        If the investment management relationship begins subsequent to the
        beginning of a calendar quarter, then the initial fee is prorated over the
        remaining days in the initial calendar quarter and debited on the first day of
        the following quarter. In the event that the client terminates the engagement
        prior to the end of a calendar quarter, the investment management fee is
        debited from the client’s account on a prorated basis using the number of
        days in the calendar quarter that the client’s account was under management
        and the market value of the account on the day the engagement was
        terminated.
        GCA’s fees are not adjusted to reflect account deposits or withdrawals during
        a quarter, except if the deposit or withdrawal equals or exceeds 10% of the
        market value of the account (measured before the deposit or withdrawal). In
        the event of such a significant deposit or withdrawal, Giverny Capital Advisors
        calculates its fees by separating into separate periods the portion of the
        quarter occurring before the event and the portion of the quarter following it,
        and then calculating fees for each period pro rata based on the number of
        days in the given period and the market value of the account at the end of the

                               Giverny Capital Advisors LLC

    period. The fees for each of the periods are then totaled to arrive at the
    quarterly fee.
    If a client has more than one account with Giverny Capital Advisors on which
    investment advisory fees are charged, then the fees computed will be based
    on the combined market value of those accounts, and the management fee
    can be charged to any of the client’s underlying accounts as deemed most
    appropriate by the Firm. In the situation where multiple accounts exist under
    the same household, then all accounts will be treated on a combined basis for
    the purpose of calculating fees, account size, and the previously mentioned
    10% deposit and 10% withdrawal thresholds.
    Giverny Capital Advisors reserves the right to negotiate the management fee
    under certain circumstances. Giverny Capital Advisors does not impose a per
    client minimum for investment management services but does have the
    discretion to do so if the initial account value is deemed too small to cover
    expenses related to the management of the account. The Firm considers
    accounts of less than $250,000 as small in proportion to their associated
    expenses.
    Giverny Capital Advisors is authorized to receive its management fee directly
    from a client’s custodian. The custodian does not determine whether the fee
    has been properly calculated.
    Giverny Capital Advisors reserves the right to terminate any client relationship
    for any reason. Such termination is done in writing by the Firm and the
    management fee would be prorated according to the number of days that a
    client’s assets were under management by the Firm.
    Fees are withdrawn directly from client accounts held at our custodian. The
    custodian is sent an invoice to process the debiting of fees from client
    accounts, unless an alternate arrangement has been made by the client.
    Clients are sent a copy of the management fee invoice along with their
    quarterly statements from Giverny Capital Advisors. The availability of this
    invoice to the client occurs in a timely manner but isn’t exactly
    contemporaneous with the custodian receiving an invoice for the purpose of
    processing a deduction of management fees. Our custodian provides a list of
    all transactions on the monthly statements it sends to our clients, including all
    management fees paid on an account. Our clients provide written
    authorization to Giverny Capital Advisors and to our custodian to directly
    deduct management fees.

Item 5C: Other Fees
    We buy and sell client securities primarily through Charles Schwab & Co., or
    other custodians and executing brokers, depending on each client. There are
    commission charges assessed to these transactions which are debited
...

Item 7: Types of Clients

       Giverny Capital Advisors generally provides investment management
       services to individuals, trusts, and other institutional entities. Client
       relationships vary in scope and length of service. Giverny Capital Advisors
       does not impose a strict per client minimum for investment management
       services but does have the discretion to do so if the initial account value is
       deemed too small to cover expenses related to the management of the
       account. The Firm considers accounts of less than $250,000 as small in
       proportion to their associated expenses.

                             Giverny Capital Advisors LLC