Stuyvesant Capital Management Corporation

Fees and Compensation
Separate Account Clients

The annual fee structure for Stuyvesant’s equity and balanced advisory accounts are as follows: 1% on the first
$3 million, then .75% on assets over $3 million. The minimum annual fee is generally $1,000.

The amount of the advisory fees is negotiated on a case-by-case basis, and is determined based upon a number
of factors including the amount of work involved, the assets placed under management, and the attention needed
to manage the account. These fees are for advisory services only and do not include any applicable brokerage
and transaction fees, commissions, ADR pass through fees, or other management fees charged by non-affiliated
third parties including mutual funds (e.g., ETFs) that are recommended to clients. Stuyvesant brokerage and
trading practices are discussed in the Brokerage Practices section below.

Adviser's fees are generally paid quarterly, in advance, based on the value of the account(s) as of the close of
the previous quarter in the Adviser’s portfolio management software, Advent. Custodians may use a different
pricing service, and there is a chance there can be a slight discrepancy between the custodian’s prices and
Advent’s prices. Fees are generally directly debited from client accounts. However, clients may elect to be
invoiced for fees incurred on a quarterly basis or other basis as negotiated with the client and provided for in
the SCMC investment agreement. For new client accounts, the Adviser's fee will begin on the first day of the
month following the month in which the Adviser accepts the account. Any contributions made during a calendar
quarter will cause an adjustment to the advisory fee. No adjustment or refund will be made with respect to
partial withdrawals during any calendar quarter.

The Adviser's service may be terminated by either party by giving the other written notice at least 30 days prior
to the date on which the termination is to be effective. Upon termination, the fees charged for advisory services
will be pro-rated based on the number of days the account was open during the quarter and a refund for any
unearned fees will be issued. A client has the right to cancel the advisory contract within five days of its signing
without penalty.

Stuyvesant Partners, L.P.

As compensation for its services, the Partnership pays the General Partner on the first day of each calendar
quarter a management fee of 0.25 of 2% (2% annually) of the net asset value of the Partnership at the beginning
of each quarter. Additionally, the General Partner may earn a twenty percent (20%) Incentive Allocation based
upon the performance of the Partnership.

In addition to management fees and performance-based fees, the Partnership also incurs research expenses,
interest on margin accounts, legal and/or accounting fees, pricing service fees, custodial fees, brokerage
commissions, bank service fees, interest on loans or debit balances, and any other reasonable expenses related
to the purchase, sale or transmittal of Partnership assets.

Performance Based Fees and Side-by-Side Management
The Partnership can charge performance-based fees which are fees based on a share of capital gains on or
capital appreciation of the client’s assets. The fact that Stuyvesant can be compensated based on the trading
profits may create an incentive for Stuyvesant to make investments on behalf of the Partnership that are riskier
or more speculative than would be the case in the absence of such compensation. In addition, the performance-
based fee received by Stuyvesant is based primarily on realized and unrealized gains and losses. As a result,
the performance-based fee earned could be based on unrealized gains that the Partnership may never realize.

Types of Clients
Stuyvesant provides investment supervisory services and manages investment advisory accounts for
individuals, pension and profit-sharing plans, trusts, estates, and corporations or other business entities. Adviser
does not generally have a minimum dollar value of managed assets for accounts

Stuyvesant also provides discretionary investment advice to the Partnership, which is no longer being offered.

Methods of Analysis, Investment Strategies and Risk of Loss
Stuyvesant allocates assets in accounts based on the type of account and the client’s preferred risk exposure.
The investment strategy considers four key factors including I) secular/cyclical macro-economic trends, ii)
relative valuations, including measures of price/earnings, price/cash flows, price/book, and earnings yield/bond
yield, iii) analysis of technical trends, including measures of price momentum, market trends, and sentiment,
and iv) risk analysis.
Investing in securities involves the risk of loss that clients should be prepared to bear. Performance can be hurt
by a number of risks including, but not limited to the following:

    •   The Adviser selects investments based, in part, on information provided by issuers to regulators or
        made directly available to the Adviser by the issuers or other sources. The Adviser is not always able
        to confirm the completeness or accuracy of such information, and in some cases, complete and accurate
        information is not available. Incorrect or incomplete information increases risk and a result in losses.

    •   Identifying undervalued securities and other assets is difficult, and there are no assurances that such a
        strategy will succeed. Furthermore, clients may be forced to hold such investments for a substantial
        period of time before realizing any anticipated value.

    •   Investments in securities entails all the risks associated with the underlying businesses, including
        reliance on a company’s managers and their ability to execute business strategies. All businesses face
        risks such as adverse changes in regulatory requirements, interest rate and currency fluctuations,
        general economic downturns, changes in political situations, market competitions and other factors.
        The Adviser will not have day-to-day control over any company in which it invests for clients.

    •   Risks associated with investing in fixed income securities (i.e., bonds) include I) the bond issuer’s
        inability to pay interest or repay the bond; ii) changes in market interest rates cause the bond’s value
        to fall; iii) illiquidity in the bond market may make the bond difficult or impossible to sell;
        iv) the bond issuer may repay the bond prior to maturity; or v) inflation may reduce the effective yield
        on the bond’s interest payments. vi) changes in bond ratings can cause changes in bond prices.