Breachway Investments LLC

Item 5: Fees and Compensation
Method of Compensation and Fee Schedule
 ASSET MANAGEMENT
 Breachway Investments offers direct asset management services to advisory Clients.
 Breachway Investments charges an annual investment advisory fee based on the total
 assets under management not to exceed 1.5%.
 The annual fee may be negotiable based upon certain criteria (e.g., historical relationship,
 type of assets, anticipated future earning capacity, anticipated future additional assets,
 dollar amounts of assets to be managed, related accounts, account composition,
 negotiations with Clients, etc.). Fees are billed quarterly in advance based on the amount of
 assets managed as of the close of business on the last business day of the previous quarter.

If margin is utilized, the fees will be based on the net asset value of the account. Lower fees
for comparable services may be available from other sources. Clients may terminate their
account within five (5) business days of signing the Investment Advisory Agreement with
no obligation and without penalty. Clients may terminate advisory services with written
notice. For accounts opened or closed mid-billing period, fees will be prorated based on the
days services are provided during the given period. All unpaid earned fees will be due to
Breachway Investments. Additionally, all unearned fees will be refunded to the Client.
Client shall be given thirty (30) days prior written notice of any increase in fees. Any
increase in fees will be acknowledged in writing by both parties before any increase in said
fees occurs. In rare cases, our firm will agree to directly invoice.
ERISA PLAN SERVICES
The annual fees are based on the market value of the Included Assets and will not exceed
1%. The annual fee is negotiable and will be charged as a percentage of the Included Assets.
Fees may be charged quarterly or monthly in arrears or in advance based on the assets as
calculated by the custodian or record keeper of the Included Assets (without adjustments
for anticipated withdrawals by Plan participants or other anticipated or scheduled
transfers or distribution of assets). If the services to be provided start any time other than
the first day of a quarter or month, the fee will be prorated based on the number of days
remaining in the quarter or month. If this Agreement is terminated prior to the end of the
billing cycle, Breachway Investments shall be entitled to a prorated fee based on the
number of days during the fee period services were provided or Client will be due a
prorated refund of fees for days services were not provided in the billing cycle.
The fee schedule, which includes compensation of Breachway Investments for the services
is described in detail in Schedule A of the ERISA Plan Agreement. The Plan is obligated to
pay the fees, however the Plan Sponsor may elect to pay the fees. Client may elect to be
billed directly or have fees deducted from Plan Assets. Breachway Investments does not
reasonably expect to receive any additional compensation, directly or indirectly, for its
services under this Agreement. If additional compensation is received, Breachway
Investments will disclose this compensation, the services rendered, and the payer of
compensation. Breachway Investments will offset the compensation against the fees agreed
upon under the Agreement.

FINANCIAL PLANNING AND CONSULTING
Breachway Investments charges an hourly fee for financial planning. Prior to the planning
process the Client will be provided an estimated plan fee. Services are completed and
delivered inside of thirty (30) days contingent upon timely delivery of all required
documentation. Client may cancel within five (5) business days of signing Agreement with
no obligation and without penalty. If the Client cancels after five (5) business days, any
unearned fees will be refunded to the Client, or any unpaid earned fees will be due to
Breachway Investments. Breachway Investments reserves the right to waive the fee should
the Client implement the plan through Breachway Investments.
       HOURLY FEES
       Financial Planning Services are offered based on an hourly fee of $200 per hour.
       Fees for financial plans are due upon delivery of the completed plan.

 SEMINARS AND WORKSHOPS
 Breachway Investments holds seminars and workshops to educate the public on different
 types of investments and the different services they offer. The seminars are educational in
 nature and no specific investment or tax advice is given.
 Breachway Investments does not charge a fee for attendance to these seminars.
Client Payment of Fees
 Investment management fees are billed quarterly in advance, meaning that we charge you
 before the billing period. Fees are usually deducted from a designated Client account to
 facilitate billing. The Client must consent in advance to direct debiting of their investment
 account.
 Fees for financial plans are due upon delivery of the completed plan.
 Breachway Investments, in its sole discretion, may waive its minimum fee and/or charge a
 lesser investment advisory fee based upon certain criteria (e.g., historical relationship, type
 of assets, anticipated future earning capacity, anticipated future additional assets, dollar
 amounts of assets to be managed, related accounts, account composition, negotiations with
 Clients, etc.).
Additional Client Fees Charged
 Custodians may charge transaction fees on purchases or sales of certain mutual funds,
 equities, and exchange-traded funds. These charges may include mutual fund transaction
 fees, postage and handling, margin interest and miscellaneous fees.
 For more details on the brokerage practices, see Item 12 of this brochure.
Prepayment of Client Fees
 Breachway Investments does not require any prepayment of fees of more than $1,200 per
 Client and six months or more in advance.
 Fees for ERISA 3(21) services may be billed in advance.
 Investment management fees are billed quarterly in advance.
...

Item 7: Types of Clients
Description
 Breachway Investments generally provides investment advice to individuals, high net
 worth individuals and charitable organizations.
 Client relationships vary in scope and length of service.
Account Minimums
 Breachway Investments requires a minimum of $500,000 to open an account. In certain
 instances, the minimum account size may be lowered or waived.