Glickenhaus & Co

FEES & COMPENSATION

Glickenhaus & Co. provides investment advisory services and brokerage services. Fees for
advisory services are generally based on a percentage of total assets under management,
including cash and money market positions, (in the case of client assets invested in money
market mutual funds, the fee (see page 4) is in addition to the fee charged by the investment
adviser to the fund.).

Glickenhaus is authorized to select the broker and/or dealers through whom transactions shall
be executed, cleared and settled, or to perform any one or more of such functions itself, in
accordance with applicable law. For Glickenhaus’ services as broker to clients, the clients
pay Glickenhaus, in addition to the advisory fees, brokerage commissions. See “Brokerage
Commissions” for conflicts of interest.

Fees are based on the market value of the account on the last business day of March, June,
September, and December, and will be computed using the annual rates shown on page 4. On
each computation date, one-fourth of the applicable annual fee will be billed covering the
quarterly period just ended. Investment advisory fees are due as of the date of calculation.
Clients can select to be either billed or debited against their accounts, and invoices are
provided in all cases. Glickenhaus & Co.’s basic fee schedule for such services is on page 4.

                        INVESTMENT ADVISORY FEE SCHEDULE

EQUITIES:

For common stocks, convertible bonds, convertible preferred shares, and all other assets not treated as fixed-
income securities, the annual fee, which is billed quarterly, shall be:

               2% of the market value for all equity accounts less than $500,000

              FOR INDIVIDUALS                                           FOR INSTITUTIONS *

For accounts of $500,000 or more:                            For accounts of $500,000 or more:

1.50% of the first $2,500,000 of market value;               1.25% of the first $10,000,000 of market value;
1.25% of the next $2,500,000 of market value;                1.00% of the next $10,000,000 of market value;
1.00% of the balance.                                        0.75% of the balance.

                         Cash and cash equivalents will be billed at 0.375%
Note: Beginning in 2009, fees on cash assets have been waived, and are not being billed until such time as
interest rates increase to pre-2009 levels.

FIXED INCOME:

           1% of the market value for all fixed income accounts less than $500,000

For Municipal Bond Accounts of $500,000
or more:
0.50% of the first $5,000,000 of market value;
0.375% of the balance.

For Treasury and Corporate Bond accounts of
$500,000 or more:

0.375% of the first $10,000,000 of market value;
0.25% of the balance.

BALANCED ACCOUNTS **

Fees for balanced accounts are prorated using the above indicated equity and fixed income fee schedules, and
applying them to the respective portions of the portfolio.

MARGIN ACCOUNTS

Margin accounts will be billed on the total value of the securities in the account only.

Families that have more than one account can be combined for billing purposes to take advantage of our
breakpoint levels. Each family or group account will be billed its respective share of the total billed for the
entire family or group.

                 * Corporate entities, ERISA Plans, or Charitable Institutions
                ** Balanced Accounts contain a combination of equities and fixed income.

Partnerships sponsored by Glickenhaus & Co. for which Glickenhaus & Co. serves as general
partner and/or investment advisor are billed at an annual rate of 1.25% of the assets (billed at
period end – either quarter end or bi-monthly, depending on the particular fund). For billing
purposes, cash, equities, and fixed income are not broken out in these accounts. Instead, they
are billed on the entire value of the account.

Fees may be negotiated depending on the size of the account, the nature of the investment
objectives, and strategies requested by the client.

Glickenhaus & Co. believes its fees are generally comparable to those charged by other
investment advisors for similar services.

When billing related accounts, Glickenhaus & Co. aggregates the market values of such
accounts, applies its fee schedule to the aggregate market value, and prorates the management
fee to each related account, based on its market value in relation to the aggregate market
value. This results in these accounts paying a lower fee than would be the case if the fees
were calculated separately.

Small (under $10 million) institutional accounts may be charged the individual rate.
Individuals who are members of a large family group, or which include a related institution in
their family group, may negotiate the institutional rate.

All fees are payable quarterly. Fees are billed in arrears.

Glickenhaus & Co. may also act as broker in certain transactions for client accounts and may
act as underwriter and receive underwriting compensation for certain new issues of municipal
securities purchased for client accounts. Compensation from brokerage transactions is in
addition to advisory fees charged.

TYPES OF CLIENTS
Glickenhaus & Co. provides investment advice to Individuals, Investment Companies,
Pension and Profit Sharing Plans, Partnerships, Trusts, Estates, Charitable Organizations,
Corporations/ Business entities and endowments.

Generally, the minimum account size at Glickenhaus is one million dollars, but, on occasion,
we will make an exception and will open a smaller account, depending on the individual
situation.

 METHODS OF ANALYSIS, INVESTMENT STRATEGIES, AND RISK
                        OF LOSS

       A.    METHODS OF SECURITY ANALYSIS:

             Glickenhaus & Co. uses the following methods of security analysis:

             (1) Fundamental – evaluating a security by measuring its intrinsic value
             against related economic, financial and other factors like the overall economy
             and industry conditions, taking into account company-specific financial
             conditions and management;
             (2) Technical – evaluating a security’s chart patterns, indicators and trends;
             (3) Cyclical – analyzing the cyclical nature of a particular security.

B.   SOURCES OF INFORMATION:

     The main sources of information Glickenhaus & Co. uses include:

     (1)   Financial newspapers and magazines;
     (2)   Inspections of corporate activities;
     (3)   Research materials prepared by others;
     (4)   Corporate rating services;
     (5)   Annual reports, prospectuses, filings with the SEC;
     (6)   Company Press Releases.

C.   INVESTMENT STRATEGIES:

     The investment strategies used to implement any investment advice given to
     clients include:

     (1) Long term purchases (securities held at least one year);
     (2) Short term purchases (securities sold within a year);
     (3) Trading (Securities sold within 30 days);
     (4) Short Sales;
     (5) Margin Transactions;
     (6) Option writing, including covered options, uncovered options or spreading
     strategies.

D.   RISK OF LOSS:

      Prospective investors should carefully consider the following risk factors,
      among others:

       Glickenhaus & Co. (Glickenhaus), as investment advisor, has full, exclusive
      and complete authority and discretion in the management and control of the
      clients’ investments. Glickenhaus seeks a total return consisting of capital
      growth and income (i.e. dividends) by investing in a quality-oriented portfolio of
      securities, primarily common stocks, but we do have a small percentage of assets
      under management in fixed income accounts and balanced accounts.
      Glickenhaus seeks to achieve its objective for clients by retaining the flexibility
      to invest in securities which offer the greatest return commensurate with the
      maintenance of capital. Management believes that a sound investment program
      requires flexibility in order to deal with changing conditions and, accordingly,
      changes in portfolio holdings will be made whenever such action appears to be
      advisable. Investments are expected to include both longer-term, core positions
      and for a small amount of accounts, short-term trades, on both the long and
      short side. Glickenhaus very rarely sells stock short for clients.

The principal strategy is to create a portfolio of common stocks for clients. In seeking to
achieve total return, Glickenhaus anticipates that income will be derived from dividends on
the common stocks in the clients’ portfolios. Overall stock market risks may also affect the
value of client investments. Factors such as domestic economic growth and market
conditions, interest rate levels and political events affect the securities markets. Common
stocks tend to be more volatile than certain other investment choices, and Glickenhaus’
investing strategies cannot eliminate stock volatility. The value of an individual company can
be more volatile than the market as a whole. This volatility affects the value of client
portfolios. Glickenhaus’ investing strategies cannot prevent losses on the stocks in the client
portfolios.

Glickenhaus can utilize leverage, and on a selective basis, as it considers appropriate with
respect to client investment activities. Leverage involves the use of borrowed funds,
primarily margin borrowings, to increase the amount of invested capital in a client’s long or
short positions. The use of leverage can increase both the proportionate amount of potential
gain, as well as of potential loss, relative to the client’s equity capital. In a typical long
position involving margin borrowing, for example, as much as approximately one-half of a
client’s investments may be financed by margin borrowings. If, however, the value of the
position declines (or, in the case of a margined short position, the securities sold short
increase in value), the securities (or cash) serving as collateral for such margin position may
be liquidated, resulting in a loss proportionately greater than would be the case absent such
use of leverage.

Glickenhaus intends to utilize leverage predominately in situations where it believes the risk-
reward relationship to be well established.        In determining appropriate leverage levels
Glickenhaus will also consider, among other factors, the client’s level of investment
sophistication, portfolio liquidity, degree of exposure, and the current costs of borrowing. A
very small percentage of Glickenhaus clients are actually on margin.

Short selling is rarely part of a Glickenhaus’ investment strategy. Short positions may involve
investment or trading situations, where Glickenhaus, on the basis of its methodology, believes
the security sold short is likely to decline in price, and hedging situations, where the position
is intended to wholly or partially offset another position in a related security or to limit
portfolio exposure to a particular risk or risks. Selling securities short involves selling
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