Intellicents Investment Solutions Inc

Item 5 – Fees and Compensation

A client’s written agreement with iis establishes the specific way fees are charged. Typically, iis charges monthly or
quarterly and in arrears. Clients may elect direct billing of fees, or they may authorize iis to directly debit fees from
their investment accounts. Management fees are not prorated for each capital contribution and withdrawal made
during the applicable calendar quarter. Accounts initiated or terminated during a calendar period will be charged a
prorated fee at the end of the initial period or upon termination. Generally, asset-based fees will be calculated on
period end assets as valued by the custodian. For those accounts paying in advance, upon termination of an
account, any prepaid, unearned fees will be refunded promptly. All fees are reviewed annually and are subject to
negotiation.

iis’s fees are exclusive of brokerage commissions, transaction fees and other related costs and expenses that may
be incurred by the client. Clients may incur certain charges imposed by custodians, brokers, third-party investment
companies and other third-parties, such as fees charged by managers, custodial fees, deferred sales charges, odd-
lot differentials, transfer taxes, wire transfer and electronic fund fees, and other fees and taxes on brokerage
accounts and securities transactions. Mutual funds and exchange-traded funds charge internal fund management
fees, disclosed to the investor in the fund’s prospectus. Such charges, fees and commissions are exclusive of and in
addition to iis’s fee, and iis shall not retain any portion of these commissions, fees, and costs as compensation. Any
such fees received by the Plans record-keeper/custodian are made available to the client and applied as directed by
them. Please see Item 14 below for more discussion of iis’s revenue sharing practices.

iis considers the reasonableness of the fund’s expenses in selecting or recommending custodians and/or broker-
dealers for client’s transactions. Item 12 further describes the factors that iis considers in the selection process.

Fees are negotiable, so clients receiving the same service may be paying different fees.

Fees for services described in Item 4 are as follows:

I. Retirement Plan Consulting Services

Non-Discretionary and Discretionary Investment Advice Fees. Fees for investment advice are typically charged
as an annual asset-based fee, unless otherwise agreed to by the parties, and are billed monthly or quarterly and in
arrears. The fee schedule, subject to negotiation, for non-discretionary and discretionary investment advice, is
provided in the table that follows below. The fees represent advisory services as described in Item 4.

Fees for services may be charged in the form of a flat fee, hourly fee, or asset-based fee. Service fees are, likewise,
negotiable, and may take the following forms:

     •    A flat fee for selected services will generally be client specific and based on factors such as: (1) amount of
          Plan assets, (2) number of investment options, (3) number of participants, (4) number of client locations,
          (5) use of asset allocation strategies, and (6) extent of travel.

     •    An hourly fee for selected services will generally correlate with the specific employee resources utilized
          and will range from $100 to $450 per hour.

     •    An asset-based fee for selected services reflected on the following schedule:

Fees are negotiated with clients but in no circumstances will exceed: (expressed in terms of a percentage of plan
assets)

 Total Plan Assets                                           ERISA 3(21)                         ERISA 3(38)
                                                           Non-Discretionary                    Discretionary
                                                            Services Fees                       Services Fees
 $   0 – 1,000,000,000                                        up to 0.85%                        up to 1.20%

II. HSA Consulting Services

Fees for investment advisory services for HSA services are typically charged as an annual asset-based fee, unless
otherwise agreed to by the parties, and are billed monthly or quarterly and in arrears. The fee for HSA investment
advisory services is 0.35% of assets under management with $8,000 minimum. Additional services may be
contracted for additional fees.

III. Sub-Advisory Services.

Fees for sub-advisory services are typically charged as an annual asset-based fee, unless otherwise agreed by the
parties, and are billed monthly or quarterly and in arrears. The fee for sub-advisory services will be a portion of the
advisor’s fees based on the services iis is contracted to provide.

IV. Individual Wealth Management

Fees for investment advice are typically charged as an annual asset-based fee, unless otherwise agreed to by the
parties, and are billed monthly or quarterly and in arrears. The fees for investment advice range as follows, according
to the size, nature and complexity of the client relationship:

         Assets under Management                        Annual Percent Fee

         $0 to +50 million                              up to 1.50%

Clients may choose to pay for financial planning services on a fixed fee basis billed at a maximum of $500 per hour.
Fees can be negotiated, depending on the circumstances and agreed upon contractually with the client based on
services rendered prior to the engagement commencing. Should the client opt for a combination of services of both
fixed-fee financial planning services, along with asset planning services, iis retains the right to waive the financial
planning fee.

V. Sub-Adviser Fees for Individual Wealth Management.
When iis engages a Sub-Adviser to manage all or a portion of a client’s assets, the client will pay the Sub-Adviser’s
fee in addition to the advisory fee charged by iis. The Sub-Adviser’s fee is separate from and in addition to iis’s
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Item 7 – Types of Clients

iis provides investment services to retirement Plan Sponsors of qualified retirement Plans, TPAs or Sponsors of
HSA/VEBA accounts, to Plan Sponsors of non-qualified retirement benefit Plans and offers wealth management
services to individuals, charitable institutions, foundations, endowments and municipalities.