The Patten Group Inc

Item 5 – Fees and Compensation_______________________________________________________

     The following paragraphs detail the fee structure and compensation methodology for services provided by
     the Advisor. Each Client shall enter into one or more agreements that detail the responsibilities of TPG
     and the Client.

     A. Fees for Advisory Services
     Investment Management Service Fees
     Investment management fees are billed quarterly, at the end of each calendar quarter, pursuant to the
     terms of the investment management agreement. Investment management fees are based on the market
     value for each individual asset in the account on the last day of the month. The end of the month values
                                                     The Patten Group, Inc.
                                      832 Georgia Avenue, Suite 360, Chattanooga, TN 37402
                                          Phone: (423) 531-0360 * Fax: (423) 805-3920
                                                      www.360patten.com

     for the period are summed and then divided by three (number of months in a calendar quarter) and
     prorated for the number of days in the quarter.

     Investment management fees range from 0.25% to 1.50% per annum depending on the size and
     complexity of the Client relationship and the scope of services to be provided. Fee negotiations are at the
     sole discretion of the Advisor. The Client’s fee will take into consideration the aggregate assets under
     management with the Advisor or Plan services to be provided.

     The investment management fee in the first quarter of service is from the effective date of the Client
     agreement or the account[s] opening date, whichever is sooner, to the end of the first quarter. Upon the
     termination of the agreement, the pro-rata amount due to TPG will be deducted from the assets at the
     Custodian[s] or the Client will be invoiced for the amount.

     Clients can make additions to and withdrawals from their account[s] at any time, subject to TPG’s right to
     terminate a relationship. Additions can be in cash or securities, provided that the Advisor reserves the
     right to liquidate any transferred securities or decline to accept particular securities into a Client’s
     account[s]. Clients can withdraw account assets upon notice to TPG, subject to the usual and customary
     settlement procedures. However, TPG designs its portfolios as long-term investments, and the withdrawal
     of assets may impair the achievement of a Client’s investment objectives. TPG may consult with its Clients
     about the options and implications of such transactions. Clients are advised that when transferred
     securities are liquidated, they can be subject to tax ramifications, transaction fees and/or fees assessed at
     the mutual fund level (i.e., contingent deferred sales charge).

     The Advisor’s management fee is exclusive of, and in addition to, any applicable securities transaction fees,
     custody fees and other related costs and expenses described in Item 5.C below, which may be incurred by
     the Client. The Advisor does not receive any portion of these commissions, fees and costs.

     Use of Independent Managers - As noted in Item 4, the Advisor maintains the option to implement all or a
     portion of a Client’s investment portfolio utilizing one or more Independent Managers. To eliminate any
     conflict of interest, the Advisor does not earn any compensation from an Independent Manager. The
     Advisor will only earn its investment management fee as described above. Independent Managers
     typically do not offer any fee discounts but may have a breakpoint schedule that will reduce the fee with
     an increased level of assets placed under management with an Independent Manager. The terms of such
     fee arrangements are included in the Independent Manager’s disclosure brochure and applicable
     contract[s] with the Independent Manager. The total blended fee, including the Advisor’s fee and the
     Independent Manager’s fee, will not exceed 2.00% annually.

     Reporting-Only Services for Consolidated Reporting Fees
     For Clients who choose to engage TPG for reporting-only services, a flat fee in addition to the investment
     advisory or financial planning fee will be negotiated. These reporting-only fees typically range between
     $50-$1,000 per annum. Reporting-only service fees are dependent on the reporting platform resources
     needed for aggregation, number of accounts to be aggregated, custodian and the overall amount of assets.
     Fees for reporting-only services are paid quarterly, at the end of each calendar quarter, and will be
     outlined as an additional fee in the investment advisory agreement or financial planning agreement.

                                                     The Patten Group, Inc.
                                      832 Georgia Avenue, Suite 360, Chattanooga, TN 37402
                                          Phone: (423) 531-0360 * Fax: (423) 805-3920
                                                      www.360patten.com

     Financial Planning and Consulting Service Fees
     TPG offers financial planning or consulting services at an hourly rate ranging from $75 to $450, a quarterly
     flat fee retainer or as a fixed fee based on the scope of work. Fees are negotiable and determined based
     on the complexity of services requested, the experience level of the personnel needed to provide such
     services and the overall relationship with the Advisor. Fixed fee engagements are also derived based on
     the estimated time and effort to complete the engagement deliverables at the negotiated hourly rate. An
     estimate for total hours and/or costs will be provided to the Client prior to establishing the advisory
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Item 7 – Types of Clients_______________________________________________________________

     TPG provides investment advisory services to individuals, high net worth individuals, families, trusts,
     estates, retirement plans, endowments, foundations, charitable organizations, corporations and small
     businesses. TPG generally requires a minimum annual management fee of $2,000 per relationship,
     which may be reduced at the sole discretion of the Advisor. TPG’s minimum fee could make TPG’s
     services cost prohibitive for Clients with smaller investment portfolios.