Cypress Capital Wealth Management LLC

Item 5 Fees and Compensation

Our Firm charges a fee as compensation for providing Investment Management services on your account.
These services include advisory services, trade entry, investment supervision, and other account
maintenance activities. Our custodian charges transaction costs, custodial fees, redemption fees, retirement
plan and administrative fees or commissions. See Additional Fees and Expenses below for details.

The Adviser’s annual fee for investment management services shall be calculated based upon the amount
of money Client invests, or assets under management (“AUM”) and are applied to the household asset
value on a pro rata basis. Unless otherwise instructed by the Client, we will aggregate related Client
accounts for the purpose of determining the account size and annualized fee. The common practice is often
referred to as “house-holding” portfolios for fee purposes and may result in lower fees than if fees were
calculated on portfolios separately. Our method of house-holding accounts for fee purposes looks at the
overall family dynamic and relationship. All advisory fees are negotiable. Fees are billed quarterly in
arrears and are calculated based on the average daily balance of the account(s) during the billable
quarter. Our maximum investment advisory fee is 1.00%, or we may negotiate a lower advisory fee.
Please note, if Client has invested in the Spartan Long/Short strategy, Client authorizes Cypress
Capital to charge management fees and performance-based fees specifically outlined in the Client
Agreement. Please see Item 6 – Performance-Based Fees and Side-By-Side Management for specific
information related to the Spartan Long/Short Strategy.

Furthermore, advisory fees are assessed on all assets under management, including securities, cash, and
money market balances. Margin account balances are not included in the fee billing. Some strategies will
invest all or some of its portfolio in cash and cash equivalents. In such instances, the Firm’s maximum
investment advisory fee is 50 basis points on Client assets under management (cash and cash equivalents).
The Client Agreement shall outline the Adviser’s annual fee, as agreed with Client.

Adviser does not have a minimum account balance. No increase in the annual fee shall be effective without
prior written notification to the Client. Furthermore, the Client authorizes the Custodian of the assets, or
an alternative custodian that maintains custody of your assets, to charge the account for the amount of
Adviser’s fee and to remit such fee to Adviser in compliance with regulatory procedures by automatic draft
from the Client advisory account. Please note, Cypress Capital may recommend that clients use certain
non-affiliated third parties for custodian and brokerage services. Cypress Capital is not affiliated with any
company that it refers Clients to for custody and/or brokerage services.

In addition to the Adviser’s annual investment management fee, Client shall also incur, relative to all
mutual fund and exchange traded fund purchases, charges imposed directly at the fund level (e.g.,
management fees and other fund expenses). Please note, the Adviser receives no compensation for the sale
of mutual funds.

The Client will sign a Limited Power of Attorney (LPOA) which allows you, as a client of Cypress
Capital to designate Money Managers ("Managers" or MMs) for the registered account(s) (individually
and collectively, "Account") maintained at Charles Schwab & Co.,

Inc. ("Schwab"). A client can use the LPOA to designate Managers in multiple Accounts. The authorizations
the Client has granted in the LPOA will remain effective until the Client has revoked or terminated any
such authorizations, or the authorized entity or person (including, but not limited to, Cypress Capital or
MMs) resigns as my authorized agent(s), in either case by giving notice to Schwab, by mail, telephone,
facsimile, messenger or otherwise, provided, however, that Schwab reserves the right to require written
notice or confirmation that such authorizations have been terminated or revoked.

Furthermore, as noted in Item 17 Voting Client Securities (Proxy Voting), not all Managers will vote for proxies
or exercise other security holder rights. The Client and Cypress Capital must still obtain the designated
Managers' agreements to perform those functions for the Account. If the Client designates the Managers to
vote proxies on this LPOA, but one or more Managers will not agree to vote proxies and the Client wishes
Cypress Capital to do so, the Client must complete a Managed Accounts Issuer Communications and
Release of Information Form.

Schwab is acting solely as a broker-dealer and custodian, and not as an investment advisor, with respect to
the client Accounts. Schwab will only carry out transactions as directed by the Money Managers (MMs),
Cypress Capital as the investment adviser for the Client, or the Client itself, as the case may be. Schwab's
fees for its brokerage and related services are separate from the advisory fees charged by Cypress Capital
and MMs. Schwab will send the Client confirmations of trades executed through Schwab and statements
of all activity in my Accounts. Schwab does not provide tax or legal advice.

In this scenario, Cypress Capital and the Client (and not Schwab) are responsible for investigating and
selecting MMs to manage the Account. Schwab does not endorse, recommend or give advice to the Client
or Cypress Capital on, or refer the Client or Cypress Capital to, any MM or investment style or strategy or
the suitability of a separately managed account for the Client. MMs and Cypress Capital are not affiliated
with or controlled or employed by Schwab, except for Charles Schwab Investment Management, Inc.
(CSIM), which is an affiliate of Schwab. Schwab does not mandate the amount of any MM's or Cypress
Capital’s fee for management of any account maintained at Schwab. Schwab does not review and cannot
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Item 7 Types of Clients

As discussed in Item 4 – Advisory Business of this Brochure, Cypress Capital currently provides investment
management services, as an investment adviser, to individuals, high-net worth individuals, institutions,
charitable organizations, trusts, foundations, endowments family offices and estates. We do not require a
minimum dollar amount to open and maintain an advisory account.

In addition, the Firm may seek to obtain, verify, and record information that identifies each Client who
retains Cypress Capital to manage its account, in order to help the U.S. Government, fight the funding of
terrorism and money laundering activities.