Lincoln Park Capital LLC

Item 5 – Fees and Compensation

         Private Wealth

         Assets Under Management                                Annual Fee

         Up to $500,000                                         0.75%

         $500,001 - $1,000,000                                  0.50%

         $1,000,001 - $3,000,000                                0.35%

         $3,000,001 - $5,000,000                                0.25%

         $5,000,001 - $10,000,000                               0.20%

         Over $10,000,001                                       Negotiable

          Qualified Retirement Plans

          Assets Under Management                       Annual Fee

          Up to $3,000,000                              0.50%

          $3,000,001 - $5,000,000                       0.45%

          $5,000,001 - $10,000,000                      0.35%

          Over $10,000,001                              Negotiable

These fees are negotiable, and the final fee schedule is attached as Exhibit II of the Investment Advisory
Contract. Fees are charged on the amount of Assets under Management on the last day of the previous
month.

Fees are paid monthly in arrears or quarterly in advance based on the signed advisory agreement, and
clients may terminate their contracts with thirty days’ written notice. If fees are charged in arrears, no
refund policy is necessary. In the event of termination, any balance due will be invoiced by the client for
remittance. If fees are charged in advance refunds are given on a prorated basis, based on the number of
full days remaining in a quarter from the date that the written termination notice is received. Clients may
terminate their contracts without penalty, for full refund, within 5 business days of signing the advisory
contract. Advisory fees are withdrawn directly from the client’s accounts with written authorization. There
is no account minimum.

Because client fees will be withdrawn directly from client accounts the custodian, Lincoln Park must: (A)
Possess written authorization from the client to deduct advisory fees from an account held by a qualified
custodian; (B) Send the qualified custodian written notice of the amount of the fee to be deducted from

the client’s account; (C) Send the client a written invoice itemizing the fee, including any formula used to
calculate the fee, the time period covered by the fee and the amount of assets under management on
which the fee was based.

Item 7 – Types of Clients
Lincoln Park generally provides investment advice and/or management supervisory services to high-net-
worth individuals, companies [excluding small businesses] and other institutional clients. There is no
minimum account size.