Brookline Wealth LLC

Item 5: Fees and Compensation

A. Fee Schedule

Wealth Advisory Oversight Services

The amount of the Wealth Advisory Oversight Fee is a quarterly fixed fee, generally
ranging from $3,000 and $750,000 per year, which will increase by 3% annually but will
not exceed 1% of the client’s total assets under advisement. Such fees could potentially be
in excess of the industry norm. Similar advisory services can be obtained for less.

Clients that would potentially be charged a fixed fee towards the upper limit of $750,000
are typically ultra-high-net-worth families with total assets under advisement of $50
million - $800 million.

Selection of Other Advisers Fees

BWL may direct clients to a TPMM to manage a portion of the assets. Clients will pay
BWL its standard fee in addition to the standard fee for the adviser to which it directs
those clients. The fees are negotiable and the total fees will not exceed any limit imposed
by any regulatory agency. Our recommendations to use TPMM are included in our wealth
management fee. We do not charge you a separate fee for the selection of other advisers
nor will we share in the advisory fee you pay directly to the TPMM. Advisory fees that
you pay to the TPMM are established and payable in accordance with the Form ADV Part
2 or other equivalent disclosure document provided by each TPMM to whom you are
referred. These fees may or may not be negotiable. You should review the recommended
TPMM's brochure for information on its fees and services. Clients will pay a fee to BWL
for the services that our firm provides to you and you will pay the TPMM a separate fee
for services that they provide directly to you.

The advisory fee for Veriti:

                   Firm AUM                             Annual Fee*

                    0 - $5M                                0.40%

                  $5M - $15M                               0.35%

                 $15M - $50M                               0.30%

                    >$50M                                  0.25%

 *- Minimum fee of $1,500 per year

These fees may be negotiated by Veriti at its sole discretion. The frequency of fees and
how they are collected is provided in the TPMMs Form ADV Part 2A.

You will be required to sign an agreement directly with the recommended TPMM(s). You
may terminate your advisory relationship with the TPMM according to the terms of your
agreement with the TPMM. You should review each TPMM's brochure for specific
information on how you may terminate your advisory relationship with the TPMM and
how you may receive a refund, if applicable. You should contact the TPMM directly for
questions regarding your advisory agreement with the TPMM.

Clients may terminate the agreement without penalty, for full refund of BWL’s fees,
within five business days of signing the Wealth Advisory Oversight Services Agreement.
Thereafter, clients may terminate the Agreement generally upon written notice.

B. Payment of Fees

Payment of Wealth Advisory Oversight Services

Wealth Advisory Oversight Service fees are withdrawn directly from the client's accounts
with client's written authorization on a quarterly basis, or may be invoiced and billed
directly to the client on a quarterly basis. Clients may select the method in which they are
billed. Fees are paid in advance. If the agreement date is after the first day of a quarter,
Wealth Advisory Oversight fees will be prorated to only include the remaining days in
the quarter.

BWL, in its sole discretion, will negotiate to charge a greater or lesser fee based upon
certain criteria, such as the complexity of the client’s portfolio, the level of expertise
required to service the account, the staff time involved in servicing the account, potential
value added to the client for the services to be provided, pre-existing client relationships,
anticipated future additional assets, dollar amount of assets to be managed, account
retention and pro bono activities among other factors. Related client accounts may be
aggregated for purposes of calculating fees. Brookline Wealth reserves the right to waive
or reduce its advisory fee at any time when it deems it appropriate and/or necessary.

Payment of Selection of Other Advisers Fees

The timing, frequency, and method of paying fees for third-party managers will depend
on the specific third-party adviser selected. The fees are negotiable, and the total fees will
not exceed any limit imposed by any regulatory agency.

The client will give Veriti written authorization permitting the Advisor to be paid directly
from their account held by the custodian. The custodian will send a statement at least
quarterly to the client. Where direct fee deduction is not practicable, client will be sent an
invoice at the beginning of each quarter which is due upon receipt.

       C. Client Responsibility For Third Party Fees

       Clients are responsible for the payment of all third-party fees (i.e. custodian fees,
       brokerage fees, mutual fund fees, transaction fees, etc.). Those fees are separate and
       distinct from the fees and expenses charged by BWL. Please see Item 12 of this brochure
       regarding broker-dealer/custodian.

       D. Prepayment of Fees

       BWL collects fees in advance. Refunds for fees paid in advance but not yet earned will be
       refunded on a prorated basis and returned within fourteen days to the client via check, or
       return deposit back into the client’s account.

       Fixed fees that are collected in advance will be refunded based on the prorated amount of
       work completed at the point of termination.

       Client may terminate this contract within the first five business days after execution
       without incurring fees by Brookline Wealth.

       E. Outside Compensation For the Sale of Securities to Clients

       Neither BWL nor its supervised persons accept any compensation for the sale of
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Item 7: Types of Clients

BWL generally provides advisory services to the following types of clients:

       ❖      Individuals
       ❖      High-Net-Worth Individuals
       ❖      Corporations or Business Entities

There is no account minimum for any of BWL’s services.

While the TPMM does not have an account minimum, BWL will not refer clients who have assets
less than $100,000 to be managed by the third-party.