TIAA Kaspick LLC

Item 5 – Fees and Compensation

TIAA Kaspick’s compensation for its investment advisory services is based on a percentage of the market
value of the assets under management in each client’s sub-account(s). Pursuant to written client investment
management agreements, fees are calculated at the sub-account level and based on the market value of the
sub-account at the end of the calendar quarter. Fees are payable quarterly in arrears. Clients may elect to
be invoiced for fees or authorize TIAA Kaspick to debit fees directly from clients’ accounts held at the
custodian. In most cases, and as authorized by clients in their custodial agreements, fees are paid to TIAA
Kaspick by having the fees deducted directly by the custodian from each sub-account and remitted to

                                              Confidential (C)

TIAA Kaspick. TIAA Kaspick mails invoices to the client (or as otherwise directed by the client) for
review six (6) business days prior to the automatic debiting of the client’s account(s) by the custodian.

For institutional clients and their related accounts, fees are charged in arrears according to the following
schedule:

                          Portfolio Market Value           Annual Portfolio Management Fee
                          First $10 Million                0.66% of assets
                          Next $5 Million                  0.55% of assets
                          Next $15 Million                 0.50% of assets
                          Next $20 Million                 0.45% of assets
                          Assets over $50 Million          0.40% of assets

There is a minimum fee of $35,000 per quarter, taking into account the combined investment management
and gift administration fees for a specific client organization.

High Net Worth Individuals:

                            Portfolio Market Value         Annual Portfolio Management Fee
                            First $1 Million               1.00% of assets
                            Next $4 Million                0.65% of assets
                            Next $5 Million                0.60% of assets
                            Next $10 Million               0.55% of assets
                            Assets over $20 Million        0.50% of assets

At times, TIAA Kaspick enters into negotiated fee arrangements for its services that may result in fees
that differ from those charged under TIAA Kaspick’s standard fee schedule. Some of the factors that may
give rise to such individualized fee arrangements include (without limitation): the type of relationship with
TIAA Kaspick; the complexity and extent of services provided; the number of different accounts and total
assets under management for that client (and its affiliates); the investment product mix selected by the
client; and other circumstances or factors as TIAA Kaspick, in its sole discretion, may deem relevant. Sub-
accounts that are invested in 100% tax-exempt bonds or an income orientation are charged a lower
management fee.

Investment accounts initiated or terminated during a calendar quarter are charged a prorated fee. Upon
termination of any investment account, any earned and unpaid fees are due and payable. Partial quarters
are prorated for investment management services based on the number of days the portfolio was under
management versus the total number of days in the quarter. Investment advisory agreements may be
terminated by either party upon thirty (30) days written notice, unless otherwise agreed in writing.

Generally, for each capital contribution and withdrawal by a client that exceeds ten percent (10%) of the
account’s market value made during the applicable calendar quarter, investment management fees will be
prorated for that capital contribution or withdrawal.

Fees paid to TIAA Kaspick for its services are exclusive of brokerage commissions and other related costs
and expenses, which are borne by the client. Clients will incur certain charges imposed by custodians,

                                               Confidential (C)

brokers, third party investment firms, and other third parties such as fees charged by managers, custodial
fees, transaction fees, deferred sales charges, odd-lot differentials, transfer taxes, wire transfer and
electronic fund fees, and other fees and taxes on brokerage accounts and securities transactions. Mutual
funds and exchange traded funds also charge internal management fees and other expenses, which are
disclosed in each fund’s prospectus. TIAA Kaspick does not receive any portion of these commissions,
fees, or costs. Such charges, fees, and commissions are exclusive of and in addition to TIAA Kaspick’s
fee.

Item 12 further describes the factors that TIAA Kaspick considers in selecting or recommending broker-
dealers for client transactions and determining the reasonableness of their compensation (e.g.,
commissions).

Fees charged for gift administration services are computed in accordance with the agreement between the
parties and are billed separately from investment management fees. The standard gift administration fee
is equal to 0.275% of assets under administration or such other rate as agreed to with the client.

Item 7 – Types of Clients

TIAA Kaspick seeks to provide investment advice and gift administration services to nonprofit entities
that have been organized to serve the educational, charitable, healthcare, religious, environmental, or
social services sectors. TIAA Kaspick also provides services to high-net-worth individuals and pension
plans. Additionally, in limited instances, TIAA Kaspick provides discretionary investment management
services to retirement plans subject to the Employee Retirement Income Security Act of 1974, as amended
(“ERISA”). Pursuant to ERISA Section 408(b)(2), TIAA Kaspick is a fiduciary to such accounts and
deemed to be a covered service provider as defined under ERISA. Section 408(b)(2) requires TIAA
Kaspick to provide such accounts with certain disclosures about the expenses and fees it will charge the
account, including the investment management fee.