Intellicapital Advisors LLC

Item 5: Fees and Compensation

      A. Fee Schedule

      Portfolio Management Fees

                              Total Assets                  IAL’s Fee

                                 $0 - $ 1,000,000              1.12%

                          $1,000,001- $2,000,000               0.97%

                          $2,000,001- $3,000,000               0.85%

                          $3,000,001- $5,000,000               0.69%

                           $5,000,001 & above                  0.62%

      IAL uses an average of the daily balance in the client's account throughout the billing
      period, after considering deposits and withdrawals, for purposes of determining the
      market value of the assets upon which the advisory fee is based.

      These fees are negotiable, and the final fee schedule will be memorialized in the client’s
      advisory agreement. Clients may terminate the agreement without penalty for a full
      refund of IAL's fees within five business days of signing the Investment Advisory
      Contract. Thereafter, clients may terminate the Investment Advisory Contract generally
      with 30 days' written notice.

Financial Planning Fees

         Planning Tool Experience
         Nitrogen Retirement Analysis - No Portal -                          $500.00

         eMoney Advisor - Basic - Interactive Portal                        $2,000.00

         eMoney Advisor - Complex - Estate Taxes                            $3,500.00

         Waive Planning                                                           $-

   Nitrogen Riskalyze Portfolio Review                                   $500.00

   Tax Planning and Tax Prep
   Holistiplan Tax Planning                                              $250.00

   RTS Tax Planning and Tax Prep                                         $850.00

   No Tax Planning                                                           $-

   Family Mapping Session with Mike
   Family Mapping                                                        $600.00

   Family Mapping Update                                                 $125.00

   No Mapping                                                                $-

   Digital Footprint Protection
   Per Person                                                            $300.00

   Digital Vault                                                         $240.00

   Black Diamond Performance Tracking - All Assets                       $250.00

The fees are negotiable, and the final fee schedule will be attached as Exhibit II of the
Financial Planning Agreement.

Clients may terminate the agreement without penalty, for full refund of IAL’s fees, within
five business days of signing the Financial Planning Agreement. Thereafter, clients may
terminate the Financial Planning Agreement with upon written notice.

Selection of Other Advisers Fees

IAL may direct clients to third-party investment advisers. IAL will receive its standard fee
on top of the fee paid to the third-party adviser. The fees shared are negotiable and will
not exceed any limit imposed by any regulatory agency. The notice of termination
requirement and payment of fees for third-party investment advisers will depend on the
specific third-party adviser selected.

IAL may specifically direct clients to Adhesion Wealth. The annual fee schedule is as follows:

              Total Assets                  IAL’s Fee         Third Party’s Fee        Total Fee

               $0 - $ 1,000,000                   1.00%                 0.12%                  1.12%

        $1,000,001- $2,000,000                    0.85%                 0.12%                  0.97%

        $2,000,001- $3,000,000                    0.70%                 0.12%                  0.82%

        $3,000,001- $5,000,000                    0.57%                 0.12%                  0.69%

          $5,000,001 & above                      0.50%                 0.12%                  0.62%

       *Tax Loss Harvesting Only: 0.04% Additional Fee
       *Tax Transition Sleeve: 0.18% Additional Fee
       *SMA Manager Fee varies based on strategy - Additional Fee
        Additional fees may be underlying expenses for ETF, Mutual fund, or SMA manager fee.

Fees and compensation for using the AssetMark Platform, are provided in more detail in the
AssetMark Platform Disclosure Brochure. Fees and Investment Minimums schedules are
included AssetMark's Platform Disclosure Brochure and the Client Billing Authorization will also
state the fee applicable to your account. The fees applicable to each Account on the AssetMark
Platform will include: 1. Financial Advisor Fee, 2. Platform Fee, which includes any Strategist or
Manager Fee, as applicable, and most custody fees. The Platform Fee Schedules for the various
Investment Solutions are listed in the Fees & Minimum table provided in proposal and
supplemental proposal. Other fees for special services may also be charged. The Client should
consider all applicable fees.

                  Total Assets                  IAL’s Fee     Third Party’s Fee        Total Fee

               $0 - $ 1,000,000                   1.00%                 0.30%                  1.30%

        $1,000,001- $2,000,000                    0.85%                 0.25%                  1.10%

        $2,000,001- $3,000,000                    0.70%                 0.25%                  0.95%

        $3,000,001- $5,000,000                    0.57%                 0.25%                  0.82%

          $5,000,001 & above                      0.50%                 0.25%                  0.75%

        Held Away Account/Pontera Fees

IAL may specifically direct clients to Pontera to manage held away assets like 401k, 403b or 457
plans. The annual fee schedule is as follows:

                   Total Assets                  IAL’s Fee     Third Party’s Fee       Total Fee
...

Item 7: Types of Clients

IAL generally provides advisory services to High-Net-Worth Individuals and Individuals.

There is an account minimum of $250,000, which may be waived by IAL in its discretion.