Gunpowder Capital Management LLC

Item 5 Fees and Compensation
The following section will detail the fee structure and compensation methodology for services provided
by us. Each Client engaging Oliver Wealth for services described herein shall be required to enter into
one or more written agreements with us.

   A. Fees for Advisory Services

Managed Account Program

Wealth management fees are paid quarterly, in advance of each calendar quarter, pursuant to the
terms of the wealth management agreement. Wealth management fees are based on the market value
of assets under management at the end of the prior calendar quarter. Wealth management
fees range from 0.035% to 2.50% annually. The advisory fee assessed in the first quarter of service
will be prorated from the inception date of the account[s] to the end of the first quarter. Fees can be
negotiable at our discretion. Certain Clients may be offered a fixed rate
fee schedule. The Client's fees will take into consideration the aggregate assets under management
with OWM. All securities held in accounts managed by us will be independently valued by the Client's
Custodian. Oliver Wealth will not have the authority or responsibility to value any of the portfolio's
securities.

The advisory fee collected by us is exclusive of, and in addition to any fees and expenses associated
with the management of your account such as trade commissions, custody fees, and other
related costs and expenses which are described in Item 5.C – Other Fees and Expenses below.
However, we do not receive or share in any portion of these fees or expenses.

Participant Account Management Program (Discretionary)

The Advisory fee for assets which participate in the Participant Account Management Program will
range from 0.035% to 2.5% annually. Clients who also participate in the Managed Account Program
will be assessed the same fee for both programs. Clients will not be assessed a different fee
percentage for each program. The advisory fee will be billed quarterly in advance and will be
calculated based on the market value of the assets under management at the end of the prior calendar
quarter. The advisory fee in the first quarter of service is prorated from the inception date
of the account[s] to the end of the first quarter. Fees are negotiable at our discretion. Certain Clients
may be offered a fixed rate fee schedule. The Client's fees will take into consideration the aggregate
assets under management with Oliver Wealth. All securities held in accounts
managed by Oliver Wealth will be independently valued by the Client's Custodian. Oliver Wealth will
not have the authority or responsibility to value any of the portfolio's securities.

Financial Planning Services
Financial Planning services offered by OWM are performed at a maximum rate ($20,000/year) of
$300 per hour. We also offer financial planning services for a fixed fee which will take into account
the number of hours that are anticipated to complete the project at a rate of $300 per hour. Hourly and
fixed fees are negotiable and will consider factors such as the nature and complexity of the services
provided, along with the client's overall relationship with us.

                                                                            ©2017 National Compliance Services 800-800-3204

Hourly and fixed fee projects will be invoiced up to fifty percent (50%) of the expected total cost in
advance and upon completion of the financial planning agreement with the remaining due at delivery.
All terms and conditions related to the financial planning arrangement are set forth in the financial
planning agreement.

    B. Fee Billing
Wealth management fees are calculated by Oliver Wealth or its delegate and deducted directly from
the Client's account[s] by the Custodian. We will send an invoice to the
Custodian indicating the amount of the fees to be deducted from the Client's account[s] at the
beginning of the respective quarter. The amount due is calculated by multiplying the quarterly rate
(e.g., 1% ∕ 4 = 0.25%) to the total assets under management with Oliver Wealth at the
end of the prior quarter. Clients will be provided with a statement, at least quarterly, from the Custodian
reflecting deduction of the investment advisory fee. Clients are strongly encouraged to review their
statements to verify the appropriateness of the advisory fee deducted from your account and to
compare them to any reports we may provide you to ensure their accuracy. The Custodian does not
perform a verification of the advisory fee we deduct from your account. Clients provide written
authorization in advance which permit advisory fees to be deducted by Oliver Wealth from their
account[s] held by the Custodian. This authorization is granted to us in the wealth management
agreement you execute with us and through separate account forms provided by the Custodian.

We will be unable to deduct fees from held away accounts that participate in the Participant Account
Management Program, such as 401(k)'s. It is not possible for us to directly debit fees from these types
of accounts, so those fees will need to be assigned to another client account that we can debit directly
on a pro-rata basis. If the client does not have another account we can directly debit, those fees will be
billed directly to the client. Accounts initiated or terminated during a calendar quarter will be charged a
pro-rated fee based on the amount of time remaining in the billing period.

     C. Other Fees and Expenses
Clients can incur certain fees or charges imposed by third parties (i.e., broker-dealers, custodians),
other than Oliver Wealth, in connection with investments made on behalf of your account[s]. The Client
is responsible for all account and trade related fees such as custody fees, brokerage commissions,
transaction fees, SEC fees, internal fees and margin fees and interest. The Custodian recommended
by us does not charge brokerage
...

Item 7 Types of Clients
Oliver Wealth offers investment advisory services to individuals, high net worth individuals, pensions
and profit-sharing plans, charities, corporations, trusts, and estates. Oliver Wealth generally does not
impose a minimum relationship size.

                                                                             ©2017 National Compliance Services 800-800-3204