SF Ehrlich Associates Inc

Item 5           Fees and Compensation

   A. Clients can engage SFE to provide discretionary investment advisory services on a fee-
      only basis as described below.

         INVESTMENT ADVISORY SERVICES
         SFE’s annual investment advisory fee is based upon a tiered percentage (%) of the market
         value of the assets placed under SFE’s management (generally, between 0.75% and
         1.0%) as follows:

                     Market Value of Portfolio                    % of Assets
                     Up to $1,000,000                             1.00%
                     Balance exceeding $1,000,000                 0.75%

         SFE generally requires an annual minimum fee of $5,000 and a minimum asset level of
         $500,000 for investment advisory services. Clients who maintain assets with SFE below
         the minimum account size may pay a higher percentage rate than reflected above. Unless
         SFE expressly agrees otherwise in writing, account assets consisting of cash and cash
         equivalent positions are included in the value of an account’s assets for purposes of
         calculating SFE’s advisory fee. Clients can advise SFE not to maintain (or to limit the
         amount of) cash or cash equivalent positions in their account.

         In limited circumstances, SFE’s investment advisory fee is negotiable at SFE’s
         discretion, depending upon objective and subjective factors including but not limited to
         the amount of assets to be managed; portfolio composition; the scope and complexity of
         the engagement; the anticipated number of meetings and servicing needs; related
         accounts; future earning capacity; anticipated future additional assets; the professionals
         rendering the services; prior relationships with SFE and its representatives, and
         negotiations with the client. SFA may also agree to aggregate account values for related
         clients (such as spouses and minor children sharing the same residence) for the purpose
         of reducing the overall fee. Certain legacy clients may have accepted different pre-
         existing service offerings from SFE and may therefore receive services under different
         fee schedules than as set forth above. As a result, similarly situated clients could pay
         different fees, the services to be provided by SFE to any particular client could be
         available from other advisers at lower fees, and certain clients may have fees different
         than those specifically set forth above.

         FINANCIAL PLANNING AND CONSULTING SERVICES (STAND-ALONE)
         SFE’s financial planning and consulting fees are negotiable depending upon the level and
         scope of the services required and the professionals providing the services, but generally
         range from $1,500.00 to $5,000.00 on a fixed fee basis according to the terms and
         conditions of a financial planning agreement; or between $500 and $600 on a fixed fee
         basis according to the terms and conditions of a consulting agreement.

   B. Clients may elect to have SFE’s advisory fees deducted from their custodial account.
      Both SFE’s investment advisory agreement and the custodial / clearing agreement may
      authorize the custodian to debit the account for the amount of SFE’s investment advisory
      fee and to directly remit that investment advisory fee to SFE in compliance with
      regulatory procedures. In the limited event that SFE bills the client directly, payment is
      due upon receipt of SFE’s invoice. For investment advisory services, SFE deducts fees or
      bills clients quarterly in arrears based upon the market value of the assets on the last

         business day of the previous quarter. Financial planning and consulting fees are payable
         according to the terms and conditions of the applicable form of agreement, typically upon
         completion of the engagement.

   C. Unless the client directs otherwise or an individual client’s circumstances require, SFE
      generally recommends that Charles Schwab and Co., Inc., and its affiliates (“Schwab”)
      serve as the broker-dealer/custodian for client investment advisory assets. Broker-dealers
      charge transaction fees for executing certain securities transactions according to their fee
      schedule and they or their affiliated or unaffiliated custodians impose additional charges
      for custodial services and other fees associated with maintaining the client’s account. The
      amount of the commissions and transaction fees may vary depending upon the following
      factors: the broker-dealer/custodian utilized; the amount of assets under management or
      custodied; the type of asset (e.g., equity, ETF, mutual fund, fixed income product); and
      whether clients receive their account statements electronically or by hard copy. Without
      limiting the foregoing, clients may be required to pay certain charges and administrative
      fees related to their investment advisory accounts, including, but not limited to
      transaction charges (including mark-ups and mark-downs) resulting from trades executed
      through or with a broker-dealer other than the designated broker-dealer/custodian,
      transfer taxes, transfer or wiring fees, odd lot differentials, exchange fees, interest
      charges, American Depository Receipt agency processing fees, and any charges, taxes or
      other fees mandated by any federal, state or other applicable law or otherwise agreed to
      with regard to client accounts. For mutual fund and ETF purchases, clients will incur
      charges imposed by the respective fund, which represent the client’s pro rata share of the
      fund’s management fee and other fund expenses. These fees and expenses are described
      in each fund’s prospectus or other offering documents. The fees charged by the
...

Item 7           Types of Clients

         SFE’s clients generally include individuals, high net worth individuals, and their
         affiliated trusts and estates. SFE generally requires an annual minimum fee of $5,000 and
         a minimum asset level of $500,000 for investment advisory services. SFE may reduce or

         waive its minimum fee, reduce or waive its minimum asset requirement, or reduce or
         waive its investment advisory fees in its sole discretion based on criteria such as
         anticipated future earning capacity, anticipated future additional assets, dollar amount of
         assets to be managed, related accounts, account composition, negotiations with client,
         etc.). Clients who maintain assets with SFE below the minimum account size may pay a
         higher percentage rate than reflected in Item 5.A. above.