Miller Wealth Advisors LLC

ITEM 5: FEES AND COMPENSATION

MWA is solely compensated in the form of investment advisory fees paid by its clients
as outlined in this section.

MWA’s Investment Management fees are based upon a percentage of the assets
under MWA’s management at a rate of 1% annually. However, MWA’s fee is
negotiable, is agreed to at the time of engagement and is based on unusual
circumstances, required services, complexity of services, pre-existing relationships, or
other factors, at the discretion of the Advisor.

MWA’s fees are billed quarterly in arrears of services. The quarterly fee is based
upon the portfolio’s market value on the last trading day of each quarter as
determined by the client’s selected custodial firm. The quarterly fee is calculated by
multiplying the portfolio balance on the last trading day of the quarter by ¼ of the
Advisor’s annual fee. A pro-rata fee is calculated for services initiated at any time
other than at the beginning of a calendar quarter.

MWA does not directly bill its investment management fees. Fees are automatically
deducted via the client’s qualified custodian as authorized by the client. MWA
follows the required criteria established in the SEC’s Investment Advisers Act when
payment is made via a qualified custodian as described below:

   1) The client provides written authorization permitting the Advisor’s fees to be
   paid directly from the client’s accounts held by the independent qualified
   custodian. The authorization shall specify the frequency of fee withdrawals and
   will limit withdrawals to the contractually agreed investment advisor fees and

   2) The client will directly receive regular account statements directly from the
   qualified custodian which reflect the Adviser’s fee deduction; 3) The frequency
   of fee withdrawal shall be specified in the written authorization/agreement; 4)
   The custodian of the account shall be advised in writing of the limitation on the
   Adviser’s access to the account and (5) The client shall be able to terminate
   the written billing authorization or agreement at any time.

It is important to note that custodial firms do not verify advisory fees. Therefore,
clients should review their custodial statements carefully. If a client should have any
questions or concerns in connection with an advisory fee deduction, they should
promptly contact Miller Wealth Advisors.

If at any time during the engagement, the client fails to receive the regular statements
produced by the custodian, it is important for the client to promptly notify MWA and
their custodial firm.

Where MWA is requested to modify services or where additional complexities in
services arise, MWA will propose a new Client Agreement. Clients are welcome to
discontinue services at any time.

Clients are responsible for the payment of all third-party fees associated with
investing. Clients may pay transaction and brokerage commission to the custodian or
other service providers (“Financial Institution[s]”) as well as any fees associated with
their particular accounts including (but not limited to) fees associated with: Account
opening, maintenance, transfer, termination, wire transfer, retirement plan, trusts and
all such applicable third party 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. All fees paid to MWA for advisory
services are separate from the fees and expenses charged to shareholders of ETF’s
or mutual fund shares offered by fund companies. If a fund previously purchased by or
selected by a client should impose a sales charge, the client may pay an initial or
deferred sales charge. Such charges, fees and commissions are exclusive of and in
addition to the Advisor’s fees. A complete explanation of the expenses charged by a
mutual fund or ETF is contained in the respective mutual fund prospectus. Clients are
encouraged to read each prospectus and all other securities offering documents.
MWA does not participate in any of these fees.

Investment Management Services can be terminated without cost within 5 days of the
execution of MWA’s Client Agreement if the Advisor’s Form ADV 2 Brochure was not
delivered at least 48 hours prior to engagement. Alternatively, either party may
immediately terminate services by written notice to the other. However, for the client’s
convenience, MWA will accept a verbal termination from clients. When services are
terminated prior to the end of a calendar quarter, the Advisor will only invoice for
services provided up until the date of termination.

ITEM 7: TYPES OF CLIENTS
                   AND MINIMUM CONDITIONS
The Advisor’s services are primarily provided to individuals; high net worth individuals;
trusts and estates. MWA does not require a minimum portfolio size or a minimum fee
to establish services. MWA reserves the right to decline to offer services to any person
at its sole discretion.

    ITEM 8: METHOD OF ANALYSIS, INVESTMENT
          STRATEGIES AND RISK OF LOSS
MWA believes each client presents a unique set of goals, values, interests,
objectives, time horizons and challenges. MWA provides individualized attention to
each type of investor who engages the Advisor for services.

MWA utilizes its proprietary investment strategy: “Reasonable Growth with the
Production of Income as Necessary”. The Advisor and client select a portfolio
allocation best suited to their stated needs after the client has defined the client’s
objectives, risk tolerance, and time horizons. The ultimate selection is approved by the
client. MWA may also agree to manage only a portion of the client’s investment
portfolio.

Client participation and the client’s delivery of accurate and complete information are
critical to the Advisor’s process. In performing its services, the Advisor will not be
required to verify any information received from the client or from the client’s other
professionals (i.e., attorney, accountant, etc.) and is expressly authorized to rely on
such information. Through the interview and data-gathering process, MWA seeks to
evaluate an investor’s risk tolerance, time horizon, goals, and objectives in an effort to
determine an investment plan or portfolio to best fit the investor’s profile.

MWA normally seeks to take a balanced approach to portfolio management. After
working with the client to identify both short-term and long-term financial goals, a
strategic investment framework can be tailored to address these objectives. This
framework comprises target asset class ranges based on factors including the
Advisor’s analysis of expected asset class returns and a client’s investing history,
tolerance for portfolio volatility, threshold for permanent losses, and short-term

portfolio liquidity needs. MWA’s individualized portfolio strategy is based upon a
number of concepts and determined by the type of investor.

Investment concepts are based upon a variety of sources including internal research,
screening software and publicly available materials. Third-party research is also
utilized by the Advisor. MWA may also utilize certain asset allocation tools, portfolio
models, and investment research materials prepared by independent third parties,
registered investment advisors or consultants to help construct an appropriate asset
mix for a client and to monitor the performance of the investment portfolio selected. In
providing individualized investment advice, MWA may invest the client’s assets in
accordance with the recommendations of the third party or may invest the account in
any manner it deems appropriate based on the client’s personal objectives. All
management expenses incurred from these third parties are paid by MWA and thus a
portion of advisory fees received may be used to compensate such third-party service
providers.

Prospective investments are considered in relation to the structure of the overall
portfolio and purchased only when the Advisor feels such purchase improves the
portfolio’s overall risk-adjusted expected return potential. The Advisor normally
repositions portfolio investments when conditions warrant based on the Advisor’s
analysis rather than in accordance with a preset timetable. Changing conditions in the
client’s financial situation or significant changes in market conditions may warrant a
collaborative effort with the client to modify their strategic investment framework,
which consequently may also trigger changes to investment holdings within the
portfolio.

Clients may choose to make self-directed securities transactions, which are
investments that are not reviewed and/or not recommended by the Advisor. In such
cases, the Advisor will not have passed on the suitability of said investments and while
the Advisor may assist with client-directed implementation as a value-added service at
the client’s request, the Advisor will not manage these types of investments.

While the Advisor makes every effort to consider tax consequences, the sale of
investments may cause taxable gain(s) or loss(es) to the client. Clients are welcome
to consult their independent personal tax Advisor about tax consequences resulting
from transactions or any particular investment held in their account.

Portfolio additions may be in cash or securities provided that the Advisor reserves the
right to liquidate any transferred securities or decline to accept particular securities
into the client’s account. The Advisor may consult with its clients about the
ramifications of transferring securities when provided pre-notification of the client’s
intentions. However, clients may be 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.

Clients may withdraw account assets on notice to the Advisor, subject to the usual and
customary securities settlement procedures. The Advisor generally designs its client
portfolios as long-term investments and withdrawals may impair the achievement of a
client’s investment objectives.

The Advisor may utilize aspects of Fundamental, Technical and Cyclical Analysis
methods, but focuses on providing uniquely personalized Investment Management
Services.

Fundamental Analysis involves the analysis of financial statements, the general
financial health of companies, and/or the analysis of management or competitive
advantages. Fundamental analysis focuses on using real data to evaluate a security's
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