Fox Roger Bennett

Item 5 - Fees and Compensation

The Adviser bills a client or deducts fees directly from the client’s accounts,
based on the option the client selects. Direct debits from investment
management accounts and checks are acceptable forms of payments.

                         MUTUAL FUND PROGRAM

Our annual fees for Model Portfolio Management Services are based upon a
percentage of assets under management and generally range from 0.5% to
1.00%. Investors will be invoiced quarterly in arrears. Fees are due on the first
day of the calendar quarter and are based on the account's asset value as of
the last business day of the prior calendar quarter with adjustments for deposits
and distributions. Fees are prorated for accounts opened during the quarter.

The annualized fee for Model Portfolio Management Services will be charged
as a fixed fee. Overall factors to be considered will include the type and amount
of assets to be managed and the complexity of the client's circumstances. The
Adviser may charge a fixed fee of $25.00.

The Mutual Fund fee schedule is as follows:

Assets                            Per Year
Minimum Quarterly fee             $25.00
First $500,000                    1.00%
Next $500,000                     0.75%
Over $1 Million                   0.50% for assets

A billing statement will be sent to each client. Fees are paid quarterly in arrears.
Fees are due on the first day of the calendar quarter and are based on the
account’s asset value as of the last business day of the prior calendar quarter
with adjustments for deposits and distributions. Fees are prorated for accounts
opened during the quarter. Lower fees for comparable services may be
available from other sources.

                    SEPARATELY MANAGED ACCOUNTS

The Client will compensate the Adviser by paying an Investment Management
Fee or an Annual Performance Fee, the higher of the two:

The investment management fee is 2% and is paid annually in arrears. Fees
are due on the first day of the calendar year. Fees are based on the account’s
asset value as of the last business day of the prior calendar year with
adjustments for deposits and distributions. Fees are prorated for accounts
opened during the quarter.

The annual performance fee is 20%. The fee is calculated based on the year-
end account value. The performance fee is due on the first day of the following
calendar year. The performance fee is prorated based on the initial investment
date. All cumulative net asset increases must equal or exceed all cumulative
net asset decreases and the account must return 10% on an annualized basis
before the performance fee is assessed.

A billing statement will be sent to each client. Fees are paid quarterly in arrears.
Fees are due on the first day of the calendar quarter and are based on the
account’s asset value as of the last business day of the prior calendar quarter
with adjustments for deposits and distributions. Fees are prorated for accounts
opened during the quarter. Lower fees for comparable services may be
available from other sources.

The Adviser will comply with SEC Rule 205-3 when there is an imposition of
performance fees. Accordingly, all clients that will be charged a performance
fee must have at least $1,000,000 invested with the Adviser or have a net worth
of more than $2,000,000 at the time of entering into an Agreement.

                     INCOME STRATEGIES ACCOUNTS

Our fees are based upon a percentage of assets under management.

The fee is calculated based on the year-end account value at a rate of 1.0%.
Investors will be billed in arrears. Lower fees for comparable services may be
available from other sources. Fees are due on the first day of the calendar year
and are based on the account's asset value as of the last business day of the
prior calendar year with adjustments for deposits and distributions. Fees are
prorated for accounts opened during the year. Investors will be invoiced on an
annual basis.
                            GENERAL INFORMATION

Termination of the Advisory Relationship: Client will have a period of five
business days from the date of signing an agreement to unconditionally rescind
the agreement and receive a full refund of all fees.

Termination of the agreement shall not, in any case, affect or preclude the
consummation of any prior transaction or the associated fees assessed by the
Custodian or product sponsor. Thereafter the Client may terminate the
agreement at any time by giving written notice, effective upon receipt by the
Adviser. The Adviser may terminate an agreement at any time, by providing a
written notice to the Client, to become effective thirty (30) days after receipt.
Termination notices should be sent to the address of record. If this Agreement
is terminated prior to the end of the quarter, fees will be prorated for services
performed. If the Client is an individual person, this Agreement shall terminate
upon receipt by the Adviser of written notice of the death or mental disability of
the Client.

Mutual Fund Fees: All fees paid to S&F Investment Advisors for investment
advisory services are separate and distinct from the fees and expenses charged
by mutual funds and/or ETFs to their shareholders. These fees and expenses
are described in each fund's prospectus. These fees will generally include a
management fee, other fund expenses, and a possible distribution fee. A client
could invest in a mutual fund directly, without our services. In that case, the
client would not receive the services provided by our firm which are designed,
among other things, to assist the client in determining which mutual fund or
funds are most appropriate to each client's financial condition and objectives.
Accordingly, the client should review both the fees charged by the funds and
our fees to fully understand the total amount of fees to be paid by the client and
to thereby evaluate the advisory services being provided.
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Item 7 - Types of Clients

S&F Investment Advisors provides advisory services to the following types of
clients:

      Individual – Trusts, estates, 401(k) plans and IRAs of a household count
       as one individual.
      High net worth individuals - Individuals who are “qualified clients” under
       rule 205-3 of the Advisers Act of 1940 or are “qualified purchasers”
      Pension and profit-sharing plans (other than plan participants)
      Business organizations including partnerships

The Mutual Fund Program requires a minimum of $20,000 of assets under
management. The minimum account size for the Separately Managed Account
Program is $200,000. The minimum account size for the Income Strategies
Program is $500,000. These account sizes may be negotiable under certain
circumstances. S&F Investment Advisors may group certain related client
accounts for the purposes of achieving the minimum account size and
determining the annualized fee.