Mainstream Capital Management LLC

Item 5      Fees and Compensation

   A.   Fee Schedules

   For Portfolio Management services (i.e. discretionary investment management services), our management fee is a
   percentage of assets under management and will fluctuate as reflected in the fee grid below. The value of
   investments will be calculated based upon the price of assets as of the last market day of the calendar quarter.
   The fee will be calculated in the month following the calendar quarter and due in advance of services being
   provided. For combined services our fee is also a percentage of assets under management and calculated the
   same way as it is for Portfolio Management services. Each client’s fee, once a certain level of assets is achieved is
   negotiated on a case-by-case basis and may depend on the characteristics of the account, the relationship with the
   client, and other variable factors. There is a pro rata fee period upon the initiation of an advisory agreement and
   the funding of an account where fees will be collected for the interim period between the funding and the next
   calendar quarter.

                              Value of Assets Under Management                                      Annual Fee

                Less than                                 $1,000,000                                  1.50%

                Next                                      $2,000,000                                  1.00%

                Next                                      $2,000,000                                  0.75%

                Over                                      $5,000,000                               Negotiated

   For financial planning services, we charge a flat fee. Each client’s fee is negotiated on a case-by-case basis and
   may depend on the characteristics of the account/plan, the relationship with the client, and other variable factors.
   Fixed fees can generally range from $1,000 to $5,000. Generally, an estimate of time, in hours, associated with
   conducting the service will be applied to an expected hourly rate of $300, but then fixed for the service. Clients
   will be invoiced for the financial planning services 50% on engagement and 50% on completion, and payment may
   be made by check or wire transfer.

   Lower fees for comparable Portfolio Management or Financial Planning services may be available from other
   sources.

   B.   Fee Deduction

   Our management fee is charged in advance on a quarterly basis, unless otherwise requested by a particular client.
   The fee schedule, manner in which the fee is calculated, billing method and when fees are due will be detailed in
   your advisory agreement. Fees will be deducted from the client’s account, of their choosing, however, the client
   may also request that fees be invoiced. Fees of more than $500 will not be charged more than six months in
   advance.

   Fees for partial periods, either upon opening an account or terminating services, will be prorated based on the

    number of days that services will be or were provided.

    As part of the fee deduction/billing process, Mainstream Capital will send the client a written invoice, including the
    fee, the formula used to calculate the fee, the fee calculation itself, the time period covered by the fee, and the
    amount of assets under management on which the fee was based, as applicable. The custodian(s) holding the
    assets upon which the fee was based, if applicable, will be included on the invoice. Mainstream Capital will send
    the invoice to the client concurrent with the request for payment or actual payment of the fees. Mainstream
    Capital urges the clients to compare this information with the fees listed in the account statement from which any
    fees were paid.

    C.   Other Expenses

    Brokerage commissions or mark-ups/mark-downs charged by the executing broker-dealers are built in to the net
    cost (or proceeds) of each trade. We will not receive any portion of those commissions or fees. In addition, you
    may incur charges imposed by third parties other than us in connection with investments made through the
    account, including but not limited to, custodial fees, mutual fund fees, and exchange-traded fund (“ETF”)
    management fees.

    D. Advance Payment of Fees

    Any management fees collected in advance will be promptly refunded to you (on a pro rata basis) upon termination
    of our relationship.

    E.   Outside Compensation

    There is no outside compensation to the firm or its advisers.

Item 7       Types of Clients

We manage assets for high net worth individuals, businesses, and corporations and other businesses. We do not
currently have any minimum requirements for opening or maintaining an account.