Lountzis Asset Management LLC

Item 5. Fees and Compensation

         Investment Management Fee

         In the event the client determines to engage Lountzis Asset Management to provide investment
         management services, Lountzis Asset Management does so on a fee basis. Lountzis Asset Management
         charges an annual fee equal to 100 basis points (1.00%) of the market value of the assets being
         managed by Lountzis Asset Management. This fee is prorated and charged quarterly, in advance, based
         upon the market value of the assets being managed by Lountzis Asset Management on the last day of
         the previous quarter. Lountzis Asset Management’s annual fee is exclusive of, and in addition to
         brokerage commissions, transaction fees and other related costs and expenses which is incurred by the
         client. Lountzis Asset Management does not, however, receive any portion of these commissions, fees
         and costs.

         Lountzis Asset Management applies its investment management fee to all assets being managed by the
         Firm. These assets will include cash and cash equivalents. Under some market conditions, the Firm’s
         annual fee will exceed returns on cash and cash equivalents.              Lountzis Asset Management has
         procedures in place to ensure that cash balances in client accounts are in the best interest of the client
         and meet at least one of the following investment objectives: (1) having an allocation to cash as an asset
         class; (2) facilitating transaction execution; (3) having available funds to pay the fees charged to the
         account; (4) providing for asset protection and/optionality during periods of volatile market conditions.

         Fee Discretion

         Lountzis Asset Management, in its sole discretion, may negotiate to charge a lesser management fee
         based upon certain criteria (i.e., anticipated future earning capacity, anticipated future additional assets,
         dollar amount of assets to be managed, related accounts, account composition, pre-existing client,
         account retention, pro bono activities, etc.).

         Fees Charged by Financial Institutions

         As further discussed in response to Item 12 (below), Lountzis Asset Management recommends that
         clients utilize the brokerage and clearing services of Charles Schwab & Co., Inc. (“Schwab”) for
         investment management accounts.

         Lountzis Asset Management may only implement its investment management recommendations after the
         client has arranged for and furnished Lountzis Asset Management with all information and authorization
         regarding accounts with appropriate financial institutions. Financial institutions include, but are not limited
         to, Schwab, any other broker-dealer recommended by Lountzis Asset Management, broker-dealer
         directed by the client, trust companies, banks etc. (collectively referred to herein as the “Financial
         Institutions”).

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         Disclosure Brochure

         Clients may incur certain charges imposed by the Financial Institutions and other third parties such as
         brokerage commissions, transaction fees, custodial fees, charges imposed directly by a mutual fund or
         ETF in the account, which shall be disclosed in the fund’s prospectus (e.g., fund management fees and
         other fund expenses), 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. Such
         charges, fees and commissions are exclusive of and in addition to Lountzis Asset Management’s fee.

         Fee Debit

         Lountzis Asset Management’s Agreement and the separate agreement with any Financial Institutions
         authorize Lountzis Asset Management to debit the client’s account for the amount of Lountzis Asset
         Management’s fee and to directly remit that management fee to Lountzis Asset Management.               Any
         Financial Institutions recommended by Lountzis Asset Management have agreed to send a statement to
         the client, at least quarterly, indicating all amounts disbursed from the account including the amount of
         management fees paid directly to Lountzis Asset Management.

         Fees for Management During Partial Quarters of Service

         For the initial period of investment management services, the fees are calculated on a pro rata basis.
         The Agreement between Lountzis Asset Management and the client will continue in effect until terminated
         by either party pursuant to the terms of the Agreement. Lountzis Asset Management’s fees shall be
         prorated through the date of termination and any remaining balance shall be charged or refunded to the
         client, as appropriate.

         Additions may be in cash or securities provided that Lountzis Asset Management reserves the right to
         liquidate any transferred securities or decline to accept particular securities into a client’s account.
         Lountzis Asset Management may consult with its clients about the options and ramifications of
         transferring securities. However, clients are advised that when transferred securities are liquidated, they
         are subject to transaction fees, fees assessed at the mutual fund level (i.e. contingent deferred sales
         charge) and/or tax ramifications.

         If assets are deposited into or withdrawn from an account after the inception of a quarter, the fee payable
         with respect to such assets will not be adjusted or prorated based on the number of days remaining in the
         quarter.
...

Item 7. Types of Clients
          Lountzis Asset Management provides its services to individuals, investment limited partnerships, pension
          and profit-sharing plans, trusts, estates, charitable organizations, corporations and business entities.

          Minimum Account Size

          As a condition for starting and maintaining a relationship, Lountzis Asset Management imposes a
          minimum portfolio size of $1,000,000. Lountzis Asset Management, in its sole discretion, may accept
          clients with smaller portfolios based upon certain criteria including anticipated future earning capacity,
          anticipated future additional assets, dollar amount of assets to be managed, related accounts, account
          composition, pre-existing client, account retention and pro bono activities. Lountzis Asset Management
          shall only accept clients with less than the minimum portfolio size if, in the sole opinion of Lountzis Asset
          Management, the smaller portfolio size will not cause a substantial increase of investment risk beyond the
          client’s identified risk tolerance. Lountzis Asset Management may aggregate the portfolios of family
          members to meet the minimum portfolio size.

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          Disclosure Brochure