Pivot Capital Partners LLC

Item 5 Fees and Compensation
Portfolio Management Services
Our fee for portfolio management services is based on a percentage of the assets in your account and
is set forth in the following annual fee schedule:

                                         Annual Fee Schedule

           Assets Under Management                                       Annual Fee
            $10,000,000 - $20,000,000                                      2.00%

            $20,000,001 - $30,000,000                                       1.75%

            $30,000,001 - $40,000,000                                       1.50%

                above $40,000,000                                           1.25%

Our fee for portfolio management services is based on a percentage of the assets in your account and
is billed and payable, quarterly in advance, based on the balance at the end of the prior billing period.

If the portfolio management agreement is executed at any time other than the first day of a calendar
quarter, our fees will apply on a pro rata basis, which means that the advisory fee is payable in
proportion to the number of days in the quarter for which you are a client. Our advisory fee is
negotiable, depending on individual client circumstances.

At our discretion, we may combine the account values of family members living in the same household
to determine the applicable advisory fee. For example, we may combine account values for you and
your minor children, joint accounts with your spouse, and other types of related accounts. Combining
account values may increase the asset total, which may result in your paying a reduced advisory fee
based on the available breakpoints in our fee schedule stated above.

We will send you an invoice for the payment of our advisory fee, or we will deduct our fee directly from
your account through the qualified custodian holding your funds and securities. We will deduct our
advisory fee only when you have given our firm written authorization permitting the fees to be paid
directly from your account. Further, the qualified custodian will deliver an account statement to you at
least quarterly. These account statements will show all disbursements from your account. You should
review all statements for accuracy.

We encourage you to reconcile our invoices with the statement(s) you receive from the qualified
custodian. If you find any inconsistent information between our invoice and the statement(s) you
receive from the qualified custodian call our main office number located on the cover page of this
brochure.

You may terminate the portfolio management agreement upon 30 days written notice. You will incur a
pro rata charge for services rendered prior to the termination of the portfolio management agreement,
which means you will incur advisory fees only in proportion to the number of days in the quarter for
which you are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive
a prorated refund of those fees.

Financial Planning and Financial Consulting Services
Clients receiving portfolio management services will receive ongoing financial planning services and/or
financial consulting services at no additional cost. We charge an hourly fee of $500 for financial
planning and financial consulting services, both services billed and payable in advance. Our fee is
negotiable depending on the scope and complexity of the services rendered. An estimate of the total
time/cost will be determined at the start of the advisory relationship. In limited circumstances, the
cost/time could potentially exceed the initial estimate. In such cases, we may offer a fixed fee
between $1,000 and $10,000 depending upon the scope and complexity of the services rendered. In
such cases, we will notify you and request that you approve the additional fee. The first half of the fixed
fee is billed and payable advance of services rendered with the remaining balance payable upon
completion of the contracted services. All terms of our engagement will be evidenced in the agreement
that you sign with our firm. Under no circumstances will we require prepayment of a fee in excess of
$1,200 for services not performed within six months of the advanced payment.

At our discretion, we may offset our financial planning or financial consulting fees to the extent you
implement the financial plan or financial consulting services through our Portfolio Management service.

You may terminate the financial planning agreement or financial consulting agreement upon 30 days
written notice to our firm. If you have pre-paid financial planning or financial consulting fees that we
have not yet earned, you will receive a prorated refund of those fees. If financial planning or financial
consulting fees are payable in arrears, you will be responsible for a prorated fee based on services
performed prior to termination of the financial planning agreement or financial consulting agreement.

Pension Consulting Services
Our advisory fees for these customized services will be negotiated with the plan sponsor or named
fiduciary on a case-by-case basis.

You may terminate the pension consulting services agreement upon 30 days written notice to our firm.
You will incur a pro rata charge for services rendered prior to the termination of the agreement, which
means you will incur advisory fees only in proportion to the number of days in the quarter for which you
are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive a prorated
refund of those fees.

Additional Fees and Expenses
As part of our investment advisory services to you, we may invest, or recommend that you invest, in
mutual funds and exchange traded funds. The fees that you pay to our firm for investment advisory
services are separate and distinct from the fees and expenses charged by mutual funds or exchange
traded funds (described in each fund's prospectus) to their shareholders. These fees will generally
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Item 7 Types of Clients
We offer investment advisory services to high net worth individuals, charitable organizations, and
corporations or other businesses.

In general, we require a minimum of $10,000,000 to open and maintain an advisory account. At our
discretion, we may waive this minimum account size. For example, we may waive the minimum if you
appear to have significant potential for increasing your assets under our management.

We may also combine account values for you and your minor children, joint accounts with your
spouse, and other types of related accounts to meet the stated minimum.