Armada Advisors Inc

FEES AND COMPENSATION

               The annual fee for Armada Advisors to perform investment advisory services is
        determined based upon the assets under management. The maximum fee schedule is as
        follows:

                                  Real estate: no wrap; advisory only
                                            ETF only .35%
                                      Cash/money market .50%
                                             Bonds .50%
                                         Mutual funds 1.00%
                                         Equities/ETFs 1.50%

               Upon signing an advisory contract with the firm, the client is given a 5 day “free
        look” period during which he may opt out of the contract without cost. Initially, a client
        with a new account is offered an estimated level fee based upon the maximum fee
        schedule and the account’s anticipated asset allocation; however, in early January of
        every year, the firm reviews each account’s current asset allocation as of December 31
        and computes a new level fee. For those who have been clients for over a quarter prior,
        this new level fee is established for the year. For those accounts opened during the
        fourth quarter, this new level fee will be applied on April 1. The purpose of this re-
        leveling of fees is to adjust fairly the fees charged to clients. For example, a younger
        client might have more assets in equities and stock mutual funds, which are subject to
        higher fees, but as a client aged and became more conservative, he might anticipate
        having more assets in fixed income; hence, his fee would be priced lower through
        reallocations to his portfolio.

               A new account is billed from the opening date to the remainder of the existing
        quarter and the next full quarter. After this inception period, accounts are billed
        quarterly on the first business day of the first month in each calendar quarter. While
        fees are generally deducted from the client’s assets, the client may request to be billed
        and pay the fees from outside sources.

               Advisory fees are intended to replace any transaction sales charges due to the
        purchase or sale of equities, exchange traded funds, or mutual funds; however, the client
        is subject to any short-term trading costs associated with selling his mutual fund within
        the period described in the fund prospectus. Certain 401k accounts may be exempt
        from short-term trading fees, and participants with self-directed 401k accounts may
        have to pay all transaction charges due to the purchase or sale of equities and exchange
        traded funds; participants should check with their Plan Administrator or Armada
        Advisors to determine if this applies to their plan.

               Advisory fees may be negotiable based upon a number of factors, including but
        not limited to client type, asset class, pre-existing relationship, portfolio complexity,

        account size, or other special circumstances or requirements. Related accounts may be
        aggregated for fee calculation purposes.

               Because Armada Advisors is unaffiliated with any brokerage firm, it cannot
        receive any commissions, mark-ups, asset based sales charges, 12(b)-1 fees, or other
        service fees from the sale of money markets, certificates of deposit, equities, bonds,
        exchange traded funds, or mutual funds. It does receive commissions relating to the
        sale of insurance products--namely life insurance—for policies that were sold prior to
        firm’s exit of new insurance business after March 31, 2014.

               A client or Armada Advisors may terminate its agreement at any time on receipt
        of written notice. No additional advisory fees will be assessed; however, no refund is
        offered on previously billed fees unless the client is within the “free look” period.

               For corporate retirement plan consulting, investment consulting, and general
        financial planning, Armada Advisors charges up to $400/hour (Wesley) and $175/hour
        (Trevor). Clerical rates are at $90/hour. Clients are informed in advance about the
        scope, level of work, and estimated time involved. Bills are promptly issued following
        the work and expected to be paid timely.

TYPES OF CLIENTS

               Armada Advisors generally provides investment advice to individuals and
        corporations. The minimum account size is $100,000. This may be waived due to asset
        type, pre-existing relationship, portfolio simplicity, or account aggregation.

               If Wesley Odom, the firm’s principal, is performing the duties of a trustee, that
        fee generally is a maximum of 1.5%/annum. Other direct expenses may include taxes,
        accountants, attorneys, care providers, other maintenance. Additional non-advisory
        services from Wesley Odom and his staff may be assessed based upon hourly rates of
        $400/hour for Wesley , $175 for Trevor, and $90/hour for clerical work. A detailed
        report will be provided to the beneficiaries or grantors annually.

                    METHODS OF ANALYSIS, INVESTMENT STRATEGIES,
                                 AND RISK OF LOSS

                Armada Advisors uses a variety of methods to evaluate equity securities. Often,
        we will employ a “bottom up” investment style approach, which means that we look at
        the fundamentals surrounding an investment and evaluate whether the price and return
        justify the risks. As a result of this approach, we have a value bias. As a guide, we use
        the teachings of Benjamin Graham, who is known as the founder of the “value” school of
        investing. We also use a proprietary relative valuation model and earnings momentum
        model to ascertain risks and calculate valuations for stocks. Additionally, we analyze
        sectors and score the stocks in those sectors based upon a proprietary model that rates
        stocks upon consistent drivers that have enhanced value. Once securities are evaluated
        to have exceeded their target prices, drivers have diminished compared to peers, or the
        fundamentals have deteriorated thus creating too much uncertainty, then the
        investments are sold. Also, a security may be sold if a better opportunity presents itself.

             CDs and Bonds typically are held to maturity, but occasionally our process
        prompts us to liquidate them early.

               Our investment strategy is client focused. A client with a 1 - 1.5 year time horizon
        will be invested differently than someone with a medium or longer time horizons.
        Someone desiring income will have a different portfolio than one who seeks growth.

               We favor individual bonds over bond mutual funds because mutual funds cannot
        offer a specified maturity date. Other important factors are the portfolio’s size, current
        economic conditions, and objectives of the client may make utilizing individual bonds
        versus a bond mutual fund. Securities with the lowest investment grade ratings are
        considered to have speculative characteristics.        Bonds that are unrated may be
        considered to be equivalent to below investment grade unless research suggests
        otherwise.     On balance, bonds that are below investment grade are considered
        predominately speculative with respect to the issuer’s capacity to pay interest and repay
        principal according to the terms of the obligation, and carry greater investment risk,
        including the possibility of default and bankruptcy. They are likely to be less marketable
        and more adversely affected by economic downturns than higher quality bonds. Bonds
        have varying levels of sensitivity to changes in interest rates. Generally, the price of a
        debt security can fall when interest rates rise and can rise when interest rates fall.
        Bonds with longer maturities can be more sensitive to interest rate changes. In other
        words, the longer the maturity of a security, the greater the impact a change in interest
        rates could have on the bond’s price. In addition, short-term and long-term interest
        rates do not necessarily move in the same amount or the same direction. After
        evaluating all these above characteristics, we invest in bonds with maturities in various
        years and ratings.

              We favor value and growth styled analysis. Individual equities and exchange
        traded funds are recommended based upon the client’s objectives, risk tolerance, and

        time horizon. So are mutual funds or separately managed accounts. Investing at what
        may appear to be “undervalued” is no guarantee that the purchased assets will not be
        trading at even more “undervalued” levels at a time of sale. We open our investment
        universe to large, medium, and small-size companies. Historically, medium and small-
        size companies have been more volatile in price than larger companies. We seldom
        invest into foreign securities directly because these involve certain inherent risks that
        are different from those of domestic securities, including political or economic
        instability of the issuer or the country of issue, changes in foreign currency and
        exchange rates, and the possibility of adverse changes in investment or exchange control
        regulations. Instead, we prefer to purchase the American Depository Receipt (ADR) or
        recommend money managers of mutual funds or separately managed accounts for
        international investing.

                 While preservation of capital is something we take seriously, investing involves
        risk. Inflation and the devaluation of the dollar primarily hurts fixed assets like money
        markets, CDs, and bonds. Deteriorating fundamentals generally hurt all securities.
        Rapid swings in the markets affect the pricing of securities and hence the value of the
        underlying investments. Diversification in securities and asset classes minimizes the
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