Compass Financial Management LLC

Item 5: Fees and Compensation

A.& B. INVESTMENT ADVISORY SERVICES
       If a client engages Compass to provide discretionary investment advisory services on a
       negotiable fee basis, Compass’ annual investment advisory fee shall be generally b a sed
       upon a percentage (%) of the market value and type of assets placed under Compass’
       management, generally between 1.00% and 1.95%. In certain situations, a Compass IAR’s
       services may be hourly and charged accordingly. The hourly advisory fees will generally
       be between $300-$500/hr. Below is an example of a tier based schedule:

         Market Value of Portfolio                                           Annual Fee %
         Between $0 and $1,000,000                                           1.95%
         $1,000,000 - $3,000,000                                             1.75%
         $3,000,000 - $5,000,000                                             1.50%
         $5,000,000 and above                                                1.00%

        RETIREMENT PLAN CONSULTING SERVICES
         If a client engages Compass to provide retirement plan consulting services on a fee basis,
         Compass’ fee shall be 0.75% of the plan assets under advisement or an annual minimum of
         $1200, charged quarterly, in advance or in arrears, based upon the market value of the plan
         assets on the last day of the previous quarter (or 1st day of the current quarter) as valued by
         the custodian of assets. Average daily balance may be used when billing in arrears as valued
         by the custodian. Unless otherwise indicated fees under this agreement shall be billed to the
         employer or participants, on a quarterly basis during the 12-month annual billing cycle which
         ends on November 30. Quarterly basis for purposes of billing is defined as February 28th,
         May 31st, August 31st, and November 30th of each calendar year.

         Clients may elect to have Compass’ advisory fees deducted from their custodial account.

       Both Compass’ Investment Management Agreement and the custodial clearing
       agreement may authorize the custodian to debit the account for the amount of Compass’
       investment advisory fee and to directly remit that advisory fee to Compass in compliance
       with regulatory procedures. In the limited event that Compass bills the client directly,
       payment is due upon receipt of Compass’ invoice. In general, Compass shall deduct fees.
       and/or bill clients quarterly in arrears, based upon the average daily balance of the assets in
       the previous quarter as valued by the custodian. Advisors may also bill in advance or
       monthly based on the closing value of the account of the prior period.

       The Investment Management Agreement between Compass and the client will continue in
       effect until terminated by either party by written notice in accordance with the terms of the
       Investment Management Agreement. Upon termination, Compass shall debit or bill the
       account for the pro-rated portion of the unpaid arrears advisory fee based upon the number
       of days that services were provided during the billing quarter.

   C. As discussed below, unless the client directs otherwise or an individual client’s
      circumstances require, Compass will generally recommend Schwab and Fidelity
      Institutional Wealth Services (“Fidelity”) to serve as the broker-dealer/custodian for client
      investment advisory assets. Broker-dealers such as Schwab and Fidelity charge brokerage
      commissions and/or transaction fees for effecting certain securities transactions (i.e.,
      transactions fees are charged for certain no-load mutual funds, commissions are charged for
      individual equity and fixed income securities transactions). In addition to Compass’
      investment advisory 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).

   D. For management fees that are paid in advance, upon termination, any fees paid in advance
      will be prorated to the date of termination and any excess will be refunded to the client.

Item 6: Third Party and Internally Managed (CFM) Portfolio Fees

  A. If an Advisor delegates investment management to a third-party or internal (CFM)
      portfolio manager they may be hired under separate written agreements and may charge
      portfolio management and administrative fees in addition to the Advisor’s investment
      advisory fee. The Adviser may select third-party or CFM portfolio managers whose fees
      range between .25% to 1.00% of the assets under management annually. Third-party or
      CFM portfolio manager fees are deducted from Client’s Account by the Custodian in
      accordance with the schedule set forth in the third-party or CFM portfolio manager’s
      Form ADV Part 2A Disclosure Brochure and/or separate written agreements. The
      deduction will be reflected on the Custodian’s statement provided to Client. This portfolio
      manager fee is in addition to Advisor’s investment advisory fee reflected in “Fee
      Schedule” of the clients Investment Management Agreement.

      B. Current Internally (CFM) Managed Portfolios and their corresponding fees are listed below.

                      Portfolio Name                                         Fee (%)
                      All Seasons Smart Beta 1-5                                        0.43
                      Alpha Seekers 1-5                                                 0.43
                      All Seasons Smart ETF 1-5                                         0.35
                      All Seasons Smart Rotation 1-5                                    0.35
...

Item 7: Types of Clients

          Compass’ clients shall generally include: individuals, high net worth individuals, banking
          or thrift institutions, pension and profit-sharing plans, trusts and estates, etc. Compass
          generally requires a minimum asset level of $250,000 and/or a minimum annual investment
          advisory fee of $1,200 to provide investment advisory services. However, Compass, in its
          sole discretion, may reduce its minimum asset level and/or investment advisory fee based
          upon certain criteria (i.e., anticipated future earning capacity, anticipated future additional
          assets, dollar amount of assets to be managed, related accounts, account composition,
          negotiations with client, etc.).