Linden Thomas Advisory Services LLC

Item 5 – Fees and Compensation

      Investment Management Services

      Fees charged for discretionary and non-discretionary investment management services
      are negotiated prior to the engagement depending on the type of investment program
      used.

      As mentioned above, investment management services are generally provided in one of
      three programs:

             a) Separately Managed Account Platform – Under this program, LTAS delegates
             individual investment selection responsibilities to outside third-party money
             managers while retaining responsibility for overall asset allocation, review of the
             third-party money manager, and client relationship management. Fees charged
             range from 0.20% to 1.6% annually, with a portion of the fee retained by LTAS
             and a portion paid to the applicable outside third-party money manager. Final fee
             details are provided to clients in advance. (For investment management
             engagements that have been assigned to LTAS, fees are charged according to the
             terms of the assigned agreement.)

             b) LTAS Managed Index Program – Under this program, LTAS manages
             accounts using its proprietary enhanced index investment management process.
             Fees charged range from 0.20% to 1.6% annually. Final fee details are provided to
             clients in advance.

             c) Passive Index Program – Under this program, LTAS manages accounts using
             outside Vanguard and DFA index funds. Fees charged range from 0.0% to 1.6%
             annually. Final fee details are provided to clients in advance.

      Fees for programs listed above are generally calculated and charged quarterly in advance
      based on period ending balance of assets under management at the end of the preceding
      quarter. Fees for partial quarters are prorated based on the number of days assets are

under management. Fees are generally deducted directly from client accounts, but clients
may elect to alternatively pay fees by check.

Services may be terminated at any time by either party with 30 days written notice to the
other party, and fees will be prorated accordingly. Upon termination, any unearned fees
paid in advance will be prorated and refunded to the client.

All management fees paid to LTAS are separate and unrelated to any fees or expenses
assessed by mutual funds or exchange-traded funds, or to any trade commission charged
by an account custodian, although trade commissions may at times be paid by LTAS at
the Firm’s discretion. Fees for outside third-party money managers (if separate and to be
paid by the client) are disclosed to the client in advance in the applicable client
agreement. Information pertaining to fund- generated fees and expenses can be found in
mutual fund and exchange-traded fund prospectuses.

Investment Advisory Services

Fees charged for advisory services may be charged in advance or in arrears depending on
the service provided. Fees are negotiated in advance and generally range from .30% to
1.00% depending on the level of complexity of the engagement. Fee rates are based on
actual services provided rather than being based on the level of assets managed as
detailed above for investment management services.

In some cases, fees may be deducted directly from client accounts, but clients generally
are billed directly on a quarterly basis.

Services may be terminated at any time by either party with 30 days’ written notice to the
other party, and fees will be prorated accordingly. Any payments made in advance will be
prorated and refunded to the client.

All advisory fees paid to LTAS are separate and unrelated to any fees or expenses
assessed by any broker, custodian, or other outside party.

Financial Planning Services

Fees charged for financial planning services are quoted in advance and charged at a fixed
amount. Quoted fixed fees will be based on the complexity and level of service provided
on a case by case basis. As mentioned above, services may include planning in areas such
as education funding, retirement planning, estate planning, risk management, employee
benefits planning, tax planning, etc. Since each of these areas can vary in complexity
depending on the complexity of the client’s financial situation, cost will vary as well.
Fees are negotiable depending on the circumstances of the engagement, location, etc.

Fees are generally billed directly to the client in arrears, although a portion of which may
be billed in advance.

       Services may be terminated at any time by either party with 30 days’ written notice to
       the other party, and fees will be prorated based on the degree to which services have
       been completed. Any payments made in advance will be prorated and refunded to the
       client.

       All financial planning fees paid to LTAS are separate and unrelated to any fees or
       expenses assessed by any broker, custodian, or other outside party.

       Retirement Plan Services

       Fees charged for retirement plan services may be charged in advance or in arrears
       depending on the service provided. Fees may be fixed or asset-based (not to exceed
       1.00% annually), and are negotiable depending on the complexity of the service. Fee
       levels (whether fixed or asset- based) are primarily based on actual services to be
       provided.

       Fees may be deducted directly from client accounts on a quarterly basis, or clients may
       elect to alternatively pay fees by check or wire transfer. There is a minimum annual fee
       of $1,000 per plan.

       Services may be terminated at any time by either party with 30 days’ written notice to
       the other party, and fees will be prorated accordingly. Any payments made in advance
       will be prorated and refunded to the client.
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Item 7 – Types of Clients

LTAS provides services to individuals, businesses, and retirement plans.

For its investment management services, LTAS has a minimum account size of $400,000 in
assets for establishing or maintaining a client’s account, but the Firm reserves the right to waive
account minimums at its discretion.