Thomas Capital Management LLC

Item 5 - Fees and Compensation
TCM does not currently have a general fee schedule. The fees and expenses
associated with an investment in the Funds vary, depending on the Fund, and each

    Fund’s Offering Documents describe them in detail. The Adviser may, in its discretion,
    manage other funds or accounts with higher or lower fees, different fee structures, and
    different expense payment arrangements, than those of the Funds. Certain Funds
    require investors to pay a withdrawal charge to withdraw an investment, depending
    upon the amount and timing of the withdrawal and other factors, which is paid to the
    Fund, not to TCM. In addition, TCM provides certain administrative and investment-
    related services to the Funds pursuant to one or more written agreements.

    Management Fees
    Certain Funds pay TCM a management fee (the “Management Fee”) in respect of such
    Funds calculated and payable monthly, at an annual rate of .75%-1.5% of the net asset
    value of the applicable Fund. The Offering Documents applicable to each Fund that
    pays a Management Fee describe in detail the specific terms governing the structure
    and calculation of the Management Fee.

    Expenses
    Clients of TCM, including the Funds, will generally bear costs associated with
    management of their accounts, including broker’s commissions, exchange fees, interest
    expenses, withholding and other taxes, custodial fees, clearing fees and account fees,
    securities lending fees, interest on margin accounts and other indebtedness, regulatory
    costs and expenses, expenses related to third-party research, publications, data and
    data services, including real-time pricing and market information and historical pricing
    and other data, outside professional fees and expenses, including those of attorneys,
    accountants, consultants, administrators and independent advisors, travel expenses
    incurred in connection with evaluating, negotiating, managing, or disposing of
    investments, and indemnification payments, insurance costs and extraordinary
    expenses (including, but not limited to, litigation expenses). Please see the Brokerage
    Practices section of this brochure for further information regarding commissions and
    other transaction costs incurred by clients.

Item 7 - Types of Clients
    The Adviser provides investment advisory services to the Funds based on the particular
    investment objectives and strategies described in the applicable Fund’s Offering
    Documents. Investors in the Funds generally are required to complete and submit a
    subscription agreement binding them to the terms of a Fund’s Offering Documents.
    Certain Funds admit only sophisticated U.S. taxable investors that are both “accredited
    investors,” as defined in Rule 501(a) of Regulation D under the Securities Act of 1933,
    and “qualified purchasers” (or “knowledgeable employees”), as defined in the
    Investment Company Act of 1940 (the “Investment Company Act”) and the rules
    thereunder. The minimum initial investment for the Funds’ investment capital is $500-
    $1,000. The Adviser may waive these minimums in its discretion. Other limitations also
    may apply.