Tublin - Difusco Advisors Inc

Item 5   Fees and Compensation

A. TDAI charges an annual advisory fee based on assets under management (“AUM”) under the
following fee schedule:

                 AUM up to $1 million in market value ---------------------------------- 1.0%
                 AUM between $1 million and up to $2 million in market value ---- 0.5%
                 AUM between $2 million and up to $3 million in market value ---- 0.4%
                 AUM over $3 million in market value ------------------------------ -- 0.3%

All fees payable to TDAI are negotiable.

B. Advisory fees are payable quarterly, in advance, and are calculated on the basis of the market
value of the client’s portfolio on the first day of each quarterly period. Advisory fees for each
quarterly period are invoiced at the beginning of each quarter, and accompany the reports prepared
by TDAI and delivered to clients each quarter. TDAI does not deduct advisory fees from clients’
assets. However, advisory fees may, at the option of the client, be deducted from a client’s account
directly via written authorization delivered by the client to Wells Fargo Advisors.

C. For those clients whose managed funds are invested in mutual funds, including money market
funds, such clients are incurring two management fees – the advisory fee charged by TDAI on
assets under management and the management fee charged by the fund advisor(s) on their mutual
or money market funds.

D. As noted above, advisory fees paid to TDAI are payable in advance. Advisory contracts may
be terminated at any time by either the client or TDAI upon notice to the other party. If your
advisory contract is terminated during any quarterly period for which an advisory fee has been
paid, any unearned portion of the advisory fee which has already been paid by the client to TDAI
is refundable to the client on a pro rata basis from the date of written notice of termination of the
account.

E. Clients have the option to purchase investment products recommended by TDAI through
other brokers or agents not affiliated with TDAI. However, TDAI does not accept any
compensation for the sale of any such investment products.

Item 7    Types of Clients

TDAI provides investment advice principally to individual clients, including high net worth
individuals. It may also provide investment advice to pension and profit-sharing plans, trusts,
estates, charitable organizations, corporations and other business entities.

TDAI requires a minimum total market value for advisory accounts accepted by TDAI of
$10,000, or $3,000 for IRA accounts to be managed by TDAI. At the discretion of TDAI, the
stated minimum account value to open an IRA account may be lowered.