Optimist Capital LLC

FEES & COMPENSATION

Optimist Capital offers investment advisory services for a percentage of assets under
management. Fees are payable quarterly, in arrears. Clients may have fees deducted from
their account or may choose to pay in any way convenient for them.

Clients may see certain custodial fees which can vary with different custodians, typically
these include transaction fees, foreign dividend fees and exchange fees. For specific fees
from custodians we work with please refer to the brokerage section.

Clients are permitted to cancel their relationship with us at any time by written notice,
final invoice shall be provided at cancelation.
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Fee Schedule

1.25% of Assets Under Management

Fees are billed quarterly, in arrears. Minimum client relationships are $1mil, however
agreements can be made for smaller assets on a case by case basis. Certain legacy
accounts from a merger have fees billed in advance and different fee structures, which
have been maintained to minimize disruption to those clients. Lower fees for certain
services could be available from other sources.

OC does not receive any compensation for the sale of securities or Investment Products.
We do not recommend Mutual Funds. Clients do have the option to purchase investments
we recommend through other unaffiliated custodians/brokers. OC does not charge any
commissions; we are fee based only. All fees are negotiable.

                               FINANCIAL PLANNING

Financial planning services are billed through an hourly arrangement in arrears, as agreed
upon between the client and OC. Fees are negotiable and vary depending upon the
complexity of the client situation, services to be provided and whether the client as met
the minimum relationship for managed assets noted above in Fee Schedule. Hourly fees
can range from $250 - $400 per hour for those that do not meet the minimum relationship
for managed assets. An estimate for total hours and charges is determined at the start of
the advisory relationship.

Typically, clients will be invoiced monthly for all time spent by OC as agreed upon by
client or upon completion of the services if less than a month. Clients who wish to
terminate the planning process prior to completion may do so with written notice. Upon
receipt of written notification, any earned fee will immediately become due and payable.
Similar financial planning services may be available elsewhere for a lower cost to the
client.

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     PERFORMANCE BASED FEES & SIDE-BY-
            SIDE MANAGEMENT
Optimist Capital does not charge any performance-based fees (fees based on a share of
capital gains on or capital appreciation of the assets of a client).

TYPES OF CLIENTS
Optimist Capital provides Investment Advisory services to individuals, trusts, estates,
charitable organizations, and corporations.

      METHODS OF ANALYSIS, INVESTMENT
         STRATEGIES & RISK OF LOSS
Composites: Optimist Capital places all portfolios in a composite best suited for the needs
of the individual or beneficial party of the underlining account. Once placed in one of the
composites, specific tailoring is done to meet the needs, requirements and requests of the
beneficial party of the underlining account. Current composites are Growth & Income,
Growth & Balanced.

Growth & Income, as named, has a bias towards long term income investments and as
such will typically have a lower risk premium. The specific strategy of the growth &
income is to diversify the 60% of funds into mature Large Cap investments which
produce dividends. 20% of the assets are invested in Mid Cap items which have
reasonable potential to grow into Large Cap securities. The growth component is derived
from 10% invested in high growth potential securities, the selection of these is done
through fundamental research using a top down method. Typically, the remaining 10% is
in cash and is deployed as necessary to rebalance and meet any current client needs. The
inherent risk of this strategy is security selection as well as market health, as with any
securities investment, even a lower risk platform can see loss of capital, which the client
should be prepared to bear.

The Growth composite is more biased towards growth, and as such will likely have a
higher risk premium. The growth platform will have higher weights to less mature
securities, typically that weight will not exceed 20% of the portfolio. The portfolio will
carry more mature Large Cap investments in a weight 40%. Mid Cap investments make
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up the next 30%. As this is a more aggressive platform, it is designed only for those who
can bear more risk. Due to the heavier weights to Mid and Small Cap (high growth
potential) investments there is a higher risk than that of the other two composites. Specific
risk of loss is failure of the specific growth companies chosen as well as overall market
risk.

Finally, the Balanced composite focuses on capital preservation, income and very
moderate growth. This composite incorporates fixed income investments, such as bonds
and preferred stock, which can make up 40-50% of the portfolio. There is a small growth
component typically less than 10% and remaining 30-40% will be attributed to Large cap
income securities. Though this is a lower risk composite, it does carry a few risks, the risk
of rising rates could reduce the underlying value of the fixed income securities within,
market risk exists for the Large Cap and Growth components and since this could be a
lower return producing portfolio it could likely have a higher inflation rate risk (the
possibility that your performance does not exceed inflation enough over time).

All composites are customizable and adjusted as necessary to deal with market
momentum, information, overall risk climate and client requirements.

Security Selection: Optimist Capital has many opportunities when it comes to selection.
Each composite has varying securities within it, though similarities may exist between
composites. The client portfolio will always be viewed as a whole, as such it is possible to
find a single security, which on its own may not appear to fit the given platform, but when
viewed as an additional piece for the whole portfolio, it may fit the needs of the given
portfolio quite perfectly.

Asset Allocation: Optimist Capital considers all economic, political and market
information when assigning securities or clients to composites. Since each account is then
tailored further, at the beginning of the portfolio management process, the adviser will
meet with the client to complete an IPS (Investment Policy Statement). This is the client’s
opportunity to explain all needs, expectations and any special requests. The IPS will be
updated from time to time as needs and the needs of beneficial owners change.
All accounts are reviewed monthly at a minimum by the corresponding Portfolio Manager
and supervisor Alexander Cooke. Clients are met with personally, at minimum once per
year. Accounts are reviewed for appropriate holdings and any changes with securities held
within. Yearly client meetings are held to update IPS and make any required changes.

Investing in securities involves a risk of loss that clients should be prepared to bear.

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                                 PORTFOLIO BREAKDOWN

Portfolios are generally diversified in 25-35 different securities, with no industry sector
accounting for more than 20% of invested capital. After reviewing a new client’s current
holdings, Optimist Capital will build a plan to properly manage the incoming assets and
develop guidelines for each account. The client portfolio is linked with a composite for
further tailoring, based upon client Investment Policy Statement (IPS).

Any low-cost basis securities (typically long held items) will be closely monitored to
minimize tax implications.

Tax considerations are always an important factor in our investment strategies. We attempt
to minimize taxes by focusing our investments on strong, long-term, growing and stable
companies. When evaluating a new investment, we look for companies that operate in
robust markets and have significant opportunities to dominate their industries through
standards, patents and technological leads. These factors permit us to take a long-term
perspective on a stock and to invest early enough to achieve significant long-term
appreciation.

                             COMMUNICATION AND REPORTING

We welcome you to reach out to us with any questions at any time. We are here for you
and consider you our greatest asset. As Fiduciaries we know that you come first and hope
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