Griffiths Dreher & Evans PS CPAS

ITEM 5 – FEES AND COMPENSATION

In all instances, adviser will send the client a written or electronic invoice, including the fee, the formula used to
calculate the fee, the fee calculation itself, the time period covered by the fee, and, if applicable, the amount of assets
under management on which the fee was based. Also, adviser will include the name of the custodian(s) on the fee
invoice. Adviser will send these to the client in advance of the request for payment or payment of adviser’s advisory
fees. We urge the client to compare this information with the fees listed in the account statement.

Discretionary Investment Management Services: Investment Management Services are provided on a discretionary
basis. Fees are based on the following schedule (accounts are aggregated before performing the calculation):

                          Assets Under Management              Per Quarter       Annualized
                            First $1,000,000                     0.3125%           1.25%
                            $1,000,001 to $2,500,000             0.2500%           1.00%
                            $2,500,001 to $5,000,000             0.2000%           0.80%
                            $5,000,001 to $10,000,000            0.1750%           0.70%
                            $10,000,001 and over                 0.1250%           0.50%

All fees paid to GDE for investment advisory services are separate and distinct from the fees and expenses charged
by mutual funds 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. Additionally, the asset
custodian may charge clients a transaction fee on purchases or sales of mutual funds and other securities. A client
could invest in mutual funds directly, without the services of GDE. In that case, the clients would not receive the
services provided by GDE 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. Clients will incur brokerage and
other transaction costs. See item 12, “Brokerage Practices.”

In some circumstances, Discretionary Investment Management Service fees may be negotiable or may be waived.
Discretionary Investment Management Service fees may be modified at the discretion of the advisor when special
conditions or complexities exist, and the fee is agreed upon at the time of the engagement.

The Discretionary Investment Management Service Agreement may be cancelled at any time for any reason upon
receipt of written notice. Upon termination of any account, the pro-rated portion of any prepaid, unearned fees will be
promptly refunded. The client has the right to terminate an agreement without penalty within five business days after
entering into the agreement. The Adviser reserves the right to terminate this Agreement at its’ discretion upon written
notice.

The first payment is due and payable on the first day of the calendar quarter following the quarter in which execution
of the Agreement takes place and will be assessed pro-rata based on the value of the portfolio on the last day of the
contract execution quarter. Subsequent payments are due quarterly in advance and will be assessed on the first day of
each calendar quarter based on the value of the portfolio as of the last day of the previous calendar quarter, including
a pro-rata-based assessment of the previous calendar quarter’s inflows and outflows.

GDE will request authority from the client to receive quarterly payments directly from the client's account held by an
independent custodian. Clients may provide written limited authorization to GDE to withdraw fees from the account.
The client understands that the following criteria must be met when payment is withdrawn by the custodian and paid
to GDE under the terms of this authorization:

    1.   The client provides written authorization permitting the fees to be paid directly from the Client’s account
         held by the independent custodian and the authorization is limited to withdrawing contractually agreed upon
         investment advisor fees.
    2.   The advisor must notify the Client, in writing before or on the proposed date of withdrawal of the exact
         amount of the proposed withdrawal and the specific manner or basis on which the fee has been calculated.
    3.   The frequency of the withdrawal shall be specified in the written authorization/agreement.
    4.   The custodian of the account shall be advised in writing of the limitation of the Adviser’s access to the
         account.
    5.   The custodian agrees to send to the Client, a statement at least quarterly, indicating all amounts disbursed to
         the Adviser.

Fees are billed quarterly, in advance, and are based upon the market value of the included assets on the last day of the
previous fee period and are due the following business day. GDE shall provide a billing notice to clients and payment
of total fees shall be made, as the case may be. An increase or decrease to the fee, called a true-up adjustment, is
calculated at the end of each quarter to reflect fluctuations in account value during the quarter due to deposits and
withdrawals. The true-up for the quarter is reflected separately in the subsequent quarter fee calculation. If an account
is closed during the quarter and a reduction of fees is due from the true-up adjustment, it will be credited to other
account fees or refunded by check if other account fees are insufficient to utilize the credit.

Lower fees for comparable services may be available from other sources.

GDE nor any of its supervised persons accepts compensation for the sale of securities or other investment products,
including asset-based sales charges or service fees from the sale of mutual funds.

ITEM 7 – TYPES OF CLIENTS
GDE provides advisory services to individuals, business owners, businesses, trusts, and to CPA clientele. GDE does
not require a minimum account balance to open or maintain an account.