Abner Herrman & Brock LLC

Item 5 - Fees and Compensation

Fees
     Investment Advisory Fees
     The fee payable to AHB for investment advisory services is calculated and paid in advance on a quarterly basis. The fee
     amount is equal to the market value of the client’s account (including all securities, accrued interest and money market
     balance) on the first business day of each calendar quarter multiplied by one quarter of the annual fee rate. The annual
     fee rate ranges from .25% to 1.40% and is negotiable at AHB’s discretion. Fees will be adjusted for any additional assets
     added to the account over $25,000 during the billing period. The adjustment will be applied to the advisory fee the
     following quarter.
     Unless otherwise arranged by a client, the fee payable to AHB will be deducted directly from the client’s account by the
     custodian and automatically remitted to AHB or our designee. Deducted fees appear on the monthly statement from the
     custodian. Clients consent in advance to direct debiting of their investment account upon the execution of the Investment
     Advisory Agreement. Clients are encouraged to review their custodial statements as well as any invoice and any fees paid
     to AHB by the relevant custodian.
       The fee for the initial quarter is calculated on a pro rata basis commencing on the day the client’s account is initially
       designated to AHB for management. The annual fee rate may be amended from time-to-time by AHB due to changes in
       asset allocation, investment strategy or amount of Client assets under management. The new fee will be reflected in an
       amendment to the client’s advisory agreement.
     If an Investment Advisory Agreement is terminated by AHB or a client other than at the end of a calendar quarter, then
     a pro-rata refund from the end of the month in which the termination becomes effective through the end of the billing
     period will be made. The investment advisory fees are negotiable and differ from one client to another based on certain
     criteria such as portfolio strategy, asset allocation, customization, and amount of portfolio assets. These services might
     be obtained at a more favorable price through AHB or elsewhere on a separate basis. Clients do not pay any charges to
     AHB except as described in connection with investment advisory services. AHB fees do not include fees and/or expenses
     charged by third parties. Such third-party fees and /or expenses may include but not be limited to, custodial fees,
     commissions, wire transfer and electronic transfer fees, and other fees and taxes on brokerage accounts and securities
     clearing.
     Clients whose assets are invested in a money market fund or another fund that incurs an investment advisory fee will pay
     AHB’s advisory fees and any expense and advisory fees associated with the fund.

                                                     Abner Herrman & Brock
{4819331; 2; 62375-002}

     The initial consultation, which may be by telephone, video or in person meeting, is free of charge and is considered an
     exploratory interview to determine the extent to which AHB’s services may be beneficial to the client. The specific fee a
     client will pay is set forth in the Investment Advisory Agreement, or as indicated in any amendment thereof including
     correspondence via email and/or hard copy letter and updated as necessary with an update to the Client Profile.
     AHB does not share advisory fee revenue with any custodian and does not receive any soft dollar income or payment for
     order flow.
Wrap Fee Program Fees
     The sponsor of a Wrap Fee Program (a “Sponsor”) described in the “Types of Advisory Services” section, generally
     provides clients with an all-inclusive fee. This fee generally covers advisory fees, trade execution, reports of activity,
     custodial services, and the recommendation and monitoring of investment managers.
     The Sponsor’s program brochure generally contains information on minimum account sizes and fees payable to the
     Sponsor and participating investment managers, such as AHB. Accordingly, AHB’s minimum account size and fees may
     vary from program to program or within a single program based on, among other things, the investment strategies
     offered by the program. AHB’s fees for managing Wrap Fee Program accounts may be less than the fees it receives for
     managing similar accounts outside of a Wrap Fee Program. However, clients should be aware that, as discussed above,
     the total fees and expenses associated with a Wrap Fee Program may exceed those which might be available if the
     services were acquired separately.
     AHB receives a portion of the wrap fee for advisory services. Wrap Fee Program clients should review the Sponsor’s Wrap
     Fee Brochure or contact their Sponsor for more information on the fees payable in connection with such programs. AHB
     fees may be billed or received in advance or in arrears on a monthly or a quarterly basis depending on the agreement.
     AHB utilizes step out trades for fixed income securities only. There are no commissions associated with these trades. AHB
     does not have any soft dollar arrangements and receives no soft dollar compensation for these trades. Step out trades
     help us seek best execution for the client because it provides the best competitive price for a particular bond in the
     market as well as offering an increase in the inventory of bonds.
Model Portfolios Vendor Fees
     The complexity and customization of the model portfolio will determine the fees associated with this service. In some
     cases, these client accounts will pay a single fee which covers advisory fees, trade execution, reports of activity, custodial
     services and the recommendation and monitoring of model providers. As a model provider, we receive as compensation
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Item 7 - Types of Clients

Description and Account Minimum
     AHB provides investment advice to individuals, endowments, pension and profit-sharing plans, trusts, estates, charitable
     organizations, corporations, and other business entities. The minimum account size is $500,000. AHB has the discretion
     to waive the account minimum when we deem it appropriate. Other exceptions may apply to employees of AHB and
     their relatives, or relatives of existing clients. The minimum account size for an account in a Wrap Fee Program varies by
     sponsor but generally is $100,000.