Chadler Investment Advisory Solutions LLC

FEES AND COMPENSATION

      Depending upon the type and extent of advisory service to be provided by CIAS, our fees may take
      the form of a percentage of assets under management, a fixed fee arrangement, hourly fees, or a
      combination thereof. Our fees are generally subject to negotiation. However, some scenarios may
      involve the implementation of a minimum fee/charge.

      CIAS agrees, in writing, to serve as a fiduciary as defined under ERISA solely with respect to the
      investment services provided to a plan which is subject to ERISA. In such cases, the client’s
      advisory fee provided under the Investment Advisory Agreement will be specified in dollars or as
      a percentage of plan assets at the commencement of the client engagement.

      Asset-based Fees: for retirement plan consulting, fees are generally as follows, depending on the
      complexity and depth of the assignment:

      Plan assets up to $10 million                          Maximum of 1.00% annually
      Plan assets above $10 million to $20 million           Maximum of 0.75% annually
      Plan assets above $20 million to $50 million           Maximum of 0.50% annually
      Plan assets above $50 million to $100 million          Maximum of 0.30% annually
      Plan assets above $100 million                         Maximum of 0.20% annually

      Unless we mutually agree to bill on a different basis, fees are billed on a quarterly basis in arrears.
      Fees are negotiable. Depending on the Investment Advisory agreement, CIAS may combine certain
      accounts for billing and breakpoint purposes and may permit clients to specify one or more
      accounts to use for billing purposes. Fees are calculated on a pro-rata basis over each quarter. We
      do not pro-rate minimum quarterly fees. Fees are generally deducted from the clients’ assets in the
      managed accounts or clients may elect to have CIAS bill the client separately for the fees depending
      on the agreed upon terms outlined in the Investment Advisory Agreement. Participant directed
      retirement plan accounts may have fees automatically deducted by a Third-Party Administrator.

      Fixed and Hourly Fees:

      One-time retirement plan consulting project fees generally range from $2,000 to $100,000 per plan,
      depending on the size of the plan and the complexity or scope of the project. A minimum annual
      fee of $5,000 applies to both discretionary and non-discretionary investment management services.
      CIAS may charge an additional fee of up to 10 basis points (0.10%), depending on the scope and
      complexity of services provided.

      Additional Fees:
      In addition to our fees, plan participants pay expenses relating to their Investment Company
      securities (e.g., shares of mutual funds) that are embedded within each mutual fund’s net asset
      value, which generally include investment advisory or management fees that are separate from our
      own and paid to the mutual fund’s investment adviser. Plan Clients and plan participants should
      review the respective fund prospectus for disclosure regarding such fees.

Chadler Investment Advisory Solutions, LLC

      In addition, corporate retirement plans may be subject to other expenses related to the
      administration and custody of their accounts. Possible third-party expenses include Third Party
      Administrator fees, custodial fees, distribution expenses, trustee fees, audit and legal expenses.
      Corporate retirement plans may also incur additional expenses related to the preparation of
      participant materials and other services considered to be beneficial to the plan participant.

PERFORMANCE BASED FEES AND SIDE-BY-SIDE MANAGEMENT

      We do not charge performance-based fees or engage in side-by-side management.

TYPES OF CLIENTS

      We provide investment advice primarily to corporate, non-profit, higher education, and public sector
      qualified retirement plans. We do not impose a minimum account balance on retirement plan clients due to
      the nature of such plans. However, we may impose a minimum fee, as we believe that providing the
      necessary services to certain retirement plan accounts requires a significant commitment of time,
      experience, and expertise, a commitment that is not always tied to the size of the plan. The minimum fee
      will be disclosed in our Investment Advisory Agreement and is subject to adjustment based on the specific
      services provided.

METHODS OF ANALYSIS, INVESTMENT STRATEGIES, RISK OF LOSS
      Assessment of economic and market environment

      The Firm assesses the economic and market environment by evaluating a number of indicators
      including: (1) economic growth; (2) consumer spending and confidence; (3) unemployment; (4)
      thehousing market; (5) corporate earnings; (6) inflation; (7) interest rates; and (8) international
      markets (including currencies and geopolitical risks).

      Assessment of factors that determine a suitable investment strategy

      Plan Client specific factors that determine a suitable investment strategy are defined in the
      Investment Policy Statement as the client’s objectives (Return and Risk) and constraints (Liquidity,
      Legal/Regulatory, Time Horizon, Tax, and Unique Circumstances). CIAS does not directly manage
      securities in-house, but conducts due diligence and selects and monitors third-party investment
      managers and investment options, including under its discretionary 3(38) fiduciary services.

      Investment Strategies

Chadler Investment Advisory Solutions, LLC
      In addition, the Firm has expanded its services to include discretionary investment management as a
      3(38) fiduciary under ERISA. Under this arrangement, the Firm assumes full discretion over the
      selection, monitoring, and replacement of investment options within a retirement plan, which
      represents a change from prior non-discretionary advisory services.

       Due to the varying nature of clients' objectives and constraints, CIAS utilizes various investment
       strategies. The implementation of these investment strategies is achieved through utilization of
       outside asset managers, primarily, by recommending the use of mutual funds and, under appropriate
       circumstances, managed accounts, subaccounts of variable products, guaranteed insurance con-
       tracts (GICS), collective trust and other cash type alternatives.

       Methods of Security Analysis / Investment Monitoring and Reporting

       We will evaluate and choose the desired investment options for the Plan Client’s investment menu.
       If an investment manager (responsible for the management of the underlying investment vehicle,
       such as a mutual fund, commingled account or separate account) is chosen as the investment option,
       the following minimum criteria will be considered:

                  The investment manager must be a bank, insurance company, investment management,
                   mutual fund company or an investment advisor under the Investment Advisers Act of 1940;
                  The investment manager should operate in good standing with regulators and clients, with
                   no material pending or concluded legal actions against it; and
                  All relevant quantitative and qualitative information on the fund manager and fund should
                   be made available by the manager and/or vendor.

       The fi360 Fiduciary Score uses a set of quantitative criteria to gauge whether a particular investment
       option meets fi360’s standards of investment prudence. Fi360 leverages Morningstar data to evaluate
       thousands of mutual funds, ETFs, and insurance group separate accounts using nine different
       fiduciary considerations, including regulatory oversight, minimum track record, stability of the
       organization, assets in the investment, composition consistency with asset class, style consistency,
       expense ratio/fees relative to peers, risk-adjusted performance relative to peers, and performance
       relative to peers. All investments under consideration should meet the following standards for
       selection:

                 Regulatory oversight: the investment should be managed by: (a) a bank, (b) an insurance
                   company, (c) a registered investment company (mutual fund), or (d) a registered
                   investment adviser.
                 Minimum track record: the investment should have at least three years of history so that
                   performance statistics can be properly calculated.
                 Stability of the organization: the same portfolio management team should be in place for
                   the last two years. In a management team setting, the most senior manager’s tenure should
                   be at least two years.
                 Assets in the investment: the investment should have at least $75 million under
                   management.

Chadler Investment Advisory Solutions, LLC

             Composition consistent with asset class: at least 80% of the investment’s underlying
               securities should be consistent with the broad asset class.

             Style consistency: the product must be highly correlated to the asset class of the investment
               option. This means the Morningstar Style Box for the current quarter must match the peer
               group of the investment.

             Expense ratios/fees relative to peers: the product’s fees should not be in the bottom quartile
               (most expensive) of their peer group. The Prospectus Net Expense Ratio is used for the
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