Heritage Financial Counselors LLC

Item 5: Fees & Compensation

    Compensation for Our Advisory Services

    Asset Management:

    The maximum fee to be charged to the client for the services provided by our firm and Focus Partners
    will not exceed 2%. Fees to be assessed will be outlined in the advisory agreement to be signed by
    the Client. Our firm bills on cash unless indicated otherwise in writing. Annualized fees are billed on
    a pro-rata basis quarterly in advance, based upon the market value of such assets on the last day of
    the previous quarter, and are deducted from client account(s). Adjustments will be made for deposits
    and withdrawals, $10,000 or greater, during the quarter. In rare cases, our firm will agree to directly
    invoice. As part of this process, Clients understand the following:

         a) Focus Partners will calculate the advisory fees for all fee schedules and deduct them from the
            client’s account(s). Clients receive statements showing the fee amount, the value of the assets
            upon which the fee is based, and the specific manner in which the fee is calculated.
         b) Clients provide Focus Partners with written authorization permitting direct payment of
            advisory fees from their account(s) maintained by a custodian who is independent of our firm
            and Focus Partners; and
         c) The account custodian sends a statement to the client showing all account disbursements,
            including advisory fees.

    Financial Planning & Consulting:

    Our firm charges on a flat fee basis for financial planning and consulting services. The total estimated
    fee, as well as the ultimate fee charged, is based on the scope and complexity of our engagement with
    the client. Flat fees will not exceed $15,000. Our firm requires a retainer of 50% of the ultimate
    financial planning or consulting fee at the time of signing. The remainder of the fee will be directly
    billed to the client and due within 30 days of a financial plan being delivered or consultation
    rendered. Our firm will not require a retainer exceeding $1,200 when services cannot be rendered
    within 6 months.

ADV Part 2A – Firm Brochure                        Page 8                            Heritage Financial Counselors, LLC

    Other Types of Fees & Expenses

    Clients will incur transaction charges for trades executed in their accounts. These transaction fees
    are separate from our firm’s advisory fees and will be disclosed by the chosen custodian. Charles
    Schwab & Co. Inc. (“Schwab”), does not charge transaction fees for U.S. listed equities and exchange
    traded funds. Clients may also pay charges imposed directly by a mutual fund, index fund, or
    exchange traded fund, which shall be disclosed in the fund’s prospectus (i.e., fund management fees
    and other fund expenses). Our firm does not receive a portion of these fees.

    Clients may also be invested in other mutual funds (“DFA Funds”) managed by Dimensional Fund
    Advisors, Inc. (“DFA”), a third-party investment adviser that is unaffiliated with our firm and Focus
    Partners. Clients may also pay holdings charges imposed by the chosen custodian for certain
    investments, charges imposed directly by a mutual fund, index fund, or exchange traded fund, which
    shall be disclosed in the fund’s prospectus (e.g., fund management fees, distribution fees, surrender
    charges, variable annuity fees, IRA and qualified retirement plan fees, mark-ups and mark-downs,
    spreads paid to market makers, fees for trades executed away from custodian, wire transfer fees and
    other fees and taxes on brokerage accounts and securities transactions). Our firm does not receive a
    portion of these fees.

    Termination & Refunds

    The Focus Partners Structured Investing Advantage Agreement may be terminated in writing at any
    time. Upon notice of termination a pro-rata refund of the unearned portion of the advisory fees
    charged in advance at the beginning of the quarter will be processed.

    Financial Planning & Consulting clients may terminate their agreement at any time before the
    delivery of a financial plan by providing written notice. For purposes of calculating refunds, all work
    performed by us up to the point of termination shall be calculated at the hourly fee currently in effect.
    Clients will receive a pro-rata refund of unearned fees based on the time and effort expended by our
    firm.

    Commissionable Securities Sales

    Our firm and representatives do not sell securities for a commission in advisory accounts.

Item 7: Types of Clients & Account Requirements

    Our firm has the following types of clients:
        Individuals and High Net Worth Individuals;
        Trusts or Estates;

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             Corporations, Limited Liability Companies and/or Other Business Types.

    Our firm does not impose requirements for opening and maintaining accounts or otherwise engaging
    us.