AG Financial LLC

Item 5 – Fees and Compensation

A     We provide investment supervisory and consulting services to Clients. Depending on the
      services provided, fees are based on a percentage of assets under management (“AUM”) or a
      fixed-fee basis. Fees are generally negotiable.

      AGF utilizes the following tiered fee schedule:

                    Assets Under Management                  Annual Fee

                    Up to $500,000                             1.75%
                    $500,001 to $1,000,000                     1.50%
                    $1,000,001 and $2,500,000                  1.25%
                    Over $2,500,000                           Negotiable

      We may occasionally provide investment consulting on a limited engagement (project) basis.
      Projects will be based on a fixed-fee rate. Fees will be determined based on the complexity
      and scope of the analysis or services requested.

B     AUM fees are charged quarterly in advance based upon the market value of the Client’s
      account at the end of the quarter. Market value means the value of all assets in the account
      (not adjusted by any margin debit). To determine value, securities and other instruments traded
      on a market for which actual transaction prices are publicly reported shall be valued at the last
      reported sale price on the principal market in which they are traded (or, if there shall be no
      sales on such date, then at the mean between the closing bid and asked prices on such date).
      Other readily marketable securities and other instruments shall be priced using a pricing
      service or through quotations from one or more dealers. All other assets shall be valued at fair
      value by AGF whose determination shall be conclusive. We may modify the terms of the fee
      agreement with Clients by giving Clients thirty (30) days’ written notice in advance. Fees are
      paid directly to us from the account by the custodian upon our submission of an invoice to
      custodian. Payment of fees may result in the liquidation of the Client’s securities if there is
      insufficient cash in the account.

      Payment of fixed fee projects shall be made as agreed by the parties. Under no circumstances
      will the Client be required to prepay fees more than six (6) months in advance of our rendering
      of services.

C     Our fees are exclusive of transaction fees, custodial fees, and direct investment manager fees
      for all Client investments, including for example brokerage commissions, custodial fees,
      management fees or costs of mutual funds, exchange traded funds, managed accounts,

                                      AG FINANCIAL, LLC
                               Part 2A of Form ADV – Firm Brochure

    investment partnerships or similar. Please see Item 12 of this Brochure for information
    regarding our brokerage practices.

    While our fees include the time and activities necessary for the firm to coordinate and
    communicate with third party advisors (such as lawyers, accountants, insurance specialist and
    similar professionals), our fees are exclusive of the fees and costs of any third party advisors
    engaged by the Client.

D   Clients pay investment advisory fees quarterly, in advance. New accounts are pro-rated from
    the time we begin charging a fee to the Client. Fees for partial quarters at the commencement
    or termination of an agreement will be billed or refunded on a pro-rated basis contingent on
    the number of days the account was open during the quarter. Quarterly fee adjustments for
    additional assets received into the account during a quarter or for partial withdrawals will also
    be provided on the above pro-rata basis.

    Fixed fee projects are paid as agreed, but generally Clients are required to pay at least a portion
    of a fixed fee project in advance.

    Either party may terminate an agreement for services upon thirty (30) days’ prior written notice
    to the other. In the event of termination, any prepaid but unearned fees will be promptly
    refunded to the Client. Any fees that have been earned by AGF but not yet paid by the Client
    will be due and payable. We may modify the terms of the fee agreement by giving Clients thirty
    (30) days’ written notice in advance.

E   Aaron Graham and Gregory Oda are licensed as independent insurance agents. Both Mr.
    Graham and Mr. Oda are also registered representatives of United Planners Financial Services
    of America (“United Planners”), an unaffiliated independent broker-dealer based in
    Scottsdale, Arizona.

    Securities and insurance related business is transacted with advisory Clients, and individuals
    associated with AGF may receive commissions from securities and insurance products sold
    to Clients. Clients are advised that the fees paid to AGF for investment advisory services are
    separate and distinct from the commissions earned by any individual for selling insurance
    and/or securities products to Clients.

    The receipt of commissions by individuals associated with the firm presents a conflict of
    interest. As fiduciaries, we must act primarily for the benefit of our investment advisory
    Clients. As such, we will only transact insurance or securities related business with Clients
    when fully disclosed, suitable, and appropriate. Further, we must determine in good faith that
    any commissions paid to our representatives are appropriate. Clients are informed that they
    are under no obligation to use any individual associated with AGF for the purchase of
    insurance or securities products or services. Clients may use any insurance or brokerage firm
    or agent of their preference.

    If a commission is to be paid for the sale of an insurance product or securities, we will disclose
    the rate of the commission to be paid. Oftentimes, we will not know the actual dollar amount
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Item 7 – Types of Clients

We provide investment advice to individuals, businesses, pension and profit sharing plans, trusts,
estates and other charitable organizations. Because each Client is unique, they must be willing to be
involved in the planning and ongoing 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.