Clarivor LLC

Item 5 – Fees and Compensation

       AUM-based Fees

           Pursuant to an investment advisory contract agreed with each client, the client will pay
           Clarivor an annual management fee payable monthly in arrears, based on the net value
           of portfolio assets of the account managed by Clarivor, accrued daily. New account
           fees will be prorated from the inception of the account to the end of the first month.
           The management fees charged range up to 0.85% annually, depending on the type and
           complexity of the investment management strategy employed, as well as the size of the
           account or overall client relationship. Fees may be negotiated by Clarivor at its sole
           discretion.

           AUM-based fees will be directly deducted from the client account on a monthly basis
           by the qualified custodian. The client will give written authorization permitting
           Clarivor to be paid directly from its account held by the custodian. The custodian will
           send a statement at least quarterly to the client. Where it is not practical to deduct fees
           directly from client accounts, the client will be sent an invoice at the end of each month.
           The invoice is payable upon receipt, and the client’s credit card kept on file will be
           charged if applicable.

       Flat Fees

           Investment advisers may elect to pay a flat fee, as an alternative to AUM-based fees,
           to use Clarivor’s software and receive Clarivor’s custom portfolio management
           services. Such flat fees will be up to $5,000 per month, depending on factors such as
           the complexity of the investment strategies employed, client assets under management,
           and the number of accounts. Flat fees may be negotiated in advance at the discretion
           of Clarivor. Clients paying flat fees will receive invoices at the beginning of each
           monthly period and will be charged via credit card or ACH, with payment information
           kept on file, if applicable. Flat fees will be payable monthly in advance.

       At no time will Clarivor accept or maintain custody of a client’s funds or securities except
       for authorized fee deduction. The client is responsible for all custodial and securities
       execution fees charged by the custodian and executing broker-dealer. Clarivor’s fee is
       separate and distinct from the custodian and execution fees.

       Upon termination, any fees paid in advance will be prorated to the date of termination and
       any unearned fees will be refunded to the client.

Clarivor                                    Page 5

Item 7 – Types of Clients

       Clarivor may offer its services to other investment advisers, individuals, pension and profit-
       sharing plans, trusts, estates, charitable organizations, corporations or other business
       entities, family offices, hedge fund managers, and mutual fund managers.

       Clarivor does not have any minimum requirements for opening or maintaining an account.