CL Sheldon & Company LLC

Item 5           Fees and Compensation

   A. The client can engage C.L. Sheldon to provide non-discretionary investment advisory
      services on a fee-only basis.

         INVESTMENT ADVISORY SERVICES
         The client can engage C.L. Sheldon to provide bundled services that include financial
         planning and non-discretionary investment advisory services on a negotiable fee- only basis.

                For its Financial Planning service tier, C.L. Sheldon generally imposes a minimum
                 annual fee of $6,000, of which $1,000 is attributable to investment management.

                The Wealth Management tier imposes a minimum annual fee of $12,000, of which
                 $2,000 is attributable to investment management.

         Thus, the firm will generally not allow account sizes below a minimum of $60,000 and
         $120,000, respectively, in these programs. The exact amount of a client’s fee shall vary
         depending upon various objective and subjective factors, including but not limited to: the
         amount of assets to be managed; account composition; the scope and complexity of the
         engagement; the anticipated number of meetings and servicing needs; related accounts;
         future earning capacity; anticipated future additional assets; the professional(s) rendering
         the service(s); and negotiations with the client. As a result of these factors, similarly situated
         clients could pay different fees, and the services to be provided by C.L. Sheldon to any
         particular client could be available from other advisers at lower fees. All clients and
         prospective clients should be guided accordingly.

    Flat fees for bundled services may exceed 2.00% of the assets under C.L. Sheldon’s
    management. From this total bundled fee, no client’s fee attributable to investment
    management services, regardless of account size, will exceed 2.00%. Clients are advised that
    annual investment advisory fees in excess of 2.00% are higher than those charged by other
    investment advisors who may provide similar services.

    In the event that the client requires extraordinary financial planning and/or consultation
    services (to be determined in the sole discretion of C.L. Sheldon), C.L. Sheldon may
    determine to charge for such additional services pursuant to a stand-alone Financial Planning
    and Consulting Agreement (see below).

    FINANCIAL PLANNING AND CONSULTING SERVICES (STAND-ALONE)
    C.L. Sheldon may provide financial planning and/or consulting services (including
    investment and non-investment related matters, including estate planning, insurance
    planning, etc.) on a stand-alone separate fee basis. C.L. Sheldon’s planning and consulting
    fees are negotiable but are generally $250 on an hourly basis for Curt Sheldon, and $150 per
    hour for other staff.

    FINANCIAL COACHING
    Monthly fees for financial coaching start at $250 and are paid in arrears.

B. C.L. Sheldon bills clients directly, quarterly in arrears, and payment is due upon receipt of
   C.L. Sheldon’s invoice.

C. As discussed below at Item 12, unless the client directs otherwise or an individual client’s
   circumstances require, C.L. Sheldon shall generally recommend that Altruist serve as the
   broker-dealer/custodian for client investment management assets. Broker-dealers such as
   Altruist charge brokerage commissions and/or transaction fees for effecting certain securities
   transactions (i.e., transaction fees are charged for certain no-load mutual funds, commissions
   are charged for individual equity and fixed-income securities transactions). In addition to
   C.L. Sheldon’s investment management fee, brokerage commissions and/or transaction fees,
   clients will also incur, relative to all mutual fund and exchange traded fund purchases,
   charges imposed at the fund level (e.g., management fees and other fund expenses). C.L.
   Sheldon’s annual investment advisory fee shall be prorated and paid quarterly, in arrears.

    A Financial Planning and/or Consulting Services Agreement shall terminate upon the
    delivery of the plan and payment of the fee. The Wealth Management Agreement and/or
    Financial Planning Agreement between C.L. Sheldon and the client will continue in effect
    until terminated by either party by written notice in accordance with the terms of the
    respective agreement. Upon termination, C.L. Sheldon shall charge the client for the pro-
    rated portion of the earned, but unpaid, advisory fee based upon the number of days that
    services were provided during the billing quarter.

    In addition, a client has the right to terminate their Agreement with C.L. Sheldon, without
    penalty or fee, within five (5) business days after entering into the agreement.

D. Neither C.L. Sheldon, nor its representatives accept compensation from the sale of
   securities or other investment products.

Item 7           Types of Clients

         C.L. Sheldon’s clients generally include individuals and high net worth individuals. C.L.
         Sheldon generally requires a minimum annual fee of $6,000 for Financial Planning services
         and $10,000 for Wealth Management services. Please see Item 5 regarding minimum
         account size information.

         C.L. Sheldon, in its sole discretion, may waive or reduce this minimum annual fee
         requirement based upon various objective and subjective factors, including but not limited
         to: the amount of assets to be managed; account composition; the scope and complexity of
         the engagement; the anticipated number of meetings and servicing needs; related accounts;
         future earning capacity; anticipated future additional assets; the professional(s) rendering
         the service(s); and negotiations with the client. As a result of these factors, similarly situated
         clients could pay different fees, and the services to be provided by C.L. Sheldon to any
         particular client could be available from other advisers at lower fees. All clients and
         prospective clients should be guided accordingly.