WD Rutherford LLC

Item 5 – Fees and Compensation

A     Our Advisory Fees. We are a “fee-only” advisory firm, meaning we are compensated only by
      our Clients and do not receive compensation, commissions, or referral fees of any kind from
      any other parties. We believe this method of compensation best aligns with our fiduciary duty
      to you and minimizes any conflicts of interest between us. The fees stated below may be
      negotiable in certain limited circumstances.

      Advisory Fees for Portfolio Management Services
      You will pay us an annual fee which is calculated separately for each account for portfolio
      management services in accordance with the below “Standard Asset Management Fee
      Schedule.” Our advisory fee is payable quarterly, in arrears, and is calculated on the basis of
      the market value of the investments held in each separate account, including any balances held
      in cash or cash equivalents (to include money market funds, CDs and similar instruments) as
      of the last trading day of the quarter. The advisory fee for the initial calendar quarter of our
      services is pro-rated based on the number of calendar days the account was open during the
      initial quarter of our services.

                  STANDARD ASSET MANAGEMENT FEE SCHEDULE

                      Account Assets                   Annual Fee
                      $0 - $25,000,000                 1.25 %
                      $25,000,001 - $50,000,000        1.00 %
                      over $50,000,001                 0.75 %

      Each Client’s specific fee schedule is documented in their written advisory agreement. We may
      amend this fee schedule upon 30-calendar days prior written notice.

      Clients may make additions or request withdrawals from their account at any time. While we
      typically do not adjust our advisory fees on account of mid-period additions or withdrawals,
      we reserve the right in our sole discretion to make such adjustments. Clients should note that
      some or all of the investments in their account may be intended as long-term investments and
      withdrawals of cash and premature liquidations of securities positions may impair the
      achievement of your investment objectives. For this reason, we recommend that you advise
      us in advance of any expected deposits or withdrawals from your account in excess of $10,000.

      All security pricing is done by Charles Schwab. We will rely on this pricing in determining the
      advisory fees attributable to your account(s). Charles Schwab may use various pricing services
      such as Reuters and Standard & Poor’s to price securities held in your account. For actively
      traded securities, these services use the actual last reported sale price. For less actively traded
      securities such as bonds, these services will use the appropriate valuation methodology to
      determine the value of the security.

      Shareholder Fees for Collective Investment Trust Fund
      There are no sales commissions or redemption fees charged for purchases and sales of
      interests in the Fund. The Fund does not charge any fees directly against a participant’s or
      beneficiary’s investment in the Fund. Rather, the Trustee charges the Fund an annual fee equal

               Rutherford Investment Management - Form ADV Part 2A - Page 4

                         RUTHERFORD INVESTMENT MANAGEMENT
                                 Form ADV Part 2A

    to 0.95% of its assets up to $50,000,000; 0.72% of its assets from $50,000,000 to $100,000,000;
    and 0.60% on all assets above $100,000,000. This fee is prorated on a daily basis and withdrawn
    directly by the Trustee from the Fund’s account(s). From this annual fee, the Trustee remits
    to RIM an annual management fee of 0.75% on Fund assets up to $50,000,000, and 0.50% on
    all assets invested in the Fund above $50,000,000. RIM’s management fee is included within
    the Trustee’s annual fee and is remitted and paid to RIM by the Trustee on a monthly basis,
    in arrears. For more information on the fees paid to RIM by the Fund, please see the Fund’s
    Disclosure Information, a copy of which may be obtained by contacting RIM at the telephone
    number or e-mail address found on the cover page of this Brochure or Alta Trust at
    info@trustalta.com.

B   Our Billing Procedures. Our advisory fees for portfolio management services are billed to
    you by means of a written invoice, with your payment due within five calendar days from the
    date of the invoice. Alternatively, portfolio management clients may choose to give us
    authority in our written advisory agreement (and/or the account opening documents of your
    selected account custodian) to deduct our advisory fees directly from your account. In such
    cases, we will submit an invoice to your custodian showing the advisory fees to be charged to
    your account and we will send you an invoice showing our advisory fee, the value of the assets
    on which our advisory fee is based, and the specific manner in which our advisory fee was
    calculated. We may liquidate securities in your account if it has insufficient cash to pay our
    advisory fees.

    As described in Item 4 above, you will receive, at least quarterly, a statement from your selected
    account custodian reflecting the total value of your account at the beginning and end of the
    period and an itemization of all transactions and security positions held, including any advisory
    fees paid to us from your account. We encourage you to carefully and promptly review the
    custodian’s account statements upon receipt. If you believe there is any issue with your
    account, you should contact us immediately at the phone number and e-mail address listed on
    the cover page of this Brochure.

    Fees and billing procedures related to the Rutherford CIT are described above in Item 5A.
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Item 7 – Types of Clients

We provide investment advice to individuals, corporations, pension and profit-sharing plans, trusts,
estates, charitable organizations, and other investment advisors. Because each Client is unique, they
must be willing to be involved in the planning and ongoing investment processes. Such involvement
does not have to be time consuming, however we want our Clients to remain informed and have a
sense of security about their investments.

We have a minimum client relationship size of $1,000,000 of assets under management, but, at our
discretion, this minimum may be waived.