Nottingham Advisors Inc

Item 5. Fees and Compensation
              Nottingham Advisors offers its services on a fee basis, which includes fixed fees and fees based upon a
              percentage of assets under management.

              Financial Planning and Investment Consulting Fees

              Nottingham Advisors charges a fixed fee to provide financial planning and/or consulting services. These
              fees are negotiable, but generally range from $500 to $4,000 per quarter, depending upon the level and
              scope of the services. Prior to engaging Nottingham Advisors to provide financial planning and/or
              consulting services, the client is required to enter into the Agreement with Nottingham Advisors setting forth
              the relevant terms and conditions of the engagement.

              Investment Management Fees

              Nottingham Advisors provides investment management services for an annual fee based upon the amount
              of assets being managed by Nottingham Advisors. The annual fee varies between 50 and 100 basis points
              (0.50% – 1.00%), depending upon the level of assets under management, as follows:

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                                    PORTFOLIO VALUE                                    BASE FEE

                                    Up to $1,000,000                                        1.00%
                                    $1,000,001 – $2,000,000                                 0.75%
                                    Above $2,000,000                                        0.50%

              Nottingham Advisors’ annual fee is prorated and charged quarterly, in advance or in arrears, based upon
              the market value of the assets being managed by Nottingham Advisors on the last day of the previous
              quarter. Nottingham Advisors’ annual fee is exclusive of and in addition to brokerage commissions,
              transaction fees, and other related costs and expenses which are incurred by the client. Nottingham
              Advisors does not, however, receive any portion of these commissions, fees, and costs.

              Clients are advised that a conflict of interest exists for the Firm to recommend that clients engage
              Nottingham Advisors for additional services for compensation, including rolling over retirement accounts or
              moving other assets to the Firm’s management. Clients retain absolute discretion over all decisions
              regarding engaging the Firm and are under no obligation to act upon any of the recommendations.

              Sub-Advisory Fees

              Nottingham Advisors provides sub-advisory services directly to other advisers for an annual fee.
              Nottingham Advisors’ annual fee is charged to each Sub-Advisory Advisor Client. In certain instances, the
              primary adviser will collect the advisory fee and share a portion of this with Nottingham Advisors. These fees
              vary based on the scope of services rendered and the amount of assets to be managed. Nottingham
              Advisors generally charges its annual fee for these services quarterly, in advance. Nottingham Advisors’
              annual fee is exclusive of and in addition to brokerage commissions, transaction fees, and other
              related costs and expenses which are incurred by the Sub-Advisory Client. Nottingham Advisors does not,
              however, receive any portion of these commissions, fees, and costs. Sub-Advisory Clients incur fees
              related to both Nottingham Advisors’ sub- advisory services and the on-going services provided by the
              Delegating Advisor. Such fees may be higher than a Sub-Advisory client would otherwise pay in the event
              the engaged Nottingham directly.

              Investment Model Services

              For the use of its investment models, Nottingham Advisors typically charges an asset-based fee of 0.35%
              of the assets that the investment adviser or TAMP manage by using the investment model.

              Retirement Plan Consulting Fees

              Nottingham Advisors charges an asset-based fee to provide clients with retirement plan consulting services.
              Each engagement is individually negotiated and tailored to accommodate the needs of the individual plan

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              sponsor, as memorialized in the Agreement. These fees vary, based on the scope of the services to be
              rendered and the amount of assets to be advised on.

              Fee Dispersion. The Firm, in its discretion, may charge a lesser or higher investment advisory fee, charge
              a flat fee, waive applicable minimum asset or minimum fee levels, waive its fee entirely, or charge fee on a
              different interval, 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,
              complexity of the engagement, anticipated services to be rendered, grandfathered fee schedules,
              employees and family members, courtesy accounts, referrals from existing clients, competition,
              negotiations with client, etc.). Please Note: As result of the above, similarly situated clients could pay
              different fees. In addition, similar advisory services may be available from other investment advisers for
              similar or lower fees.

              Fees Charged by Financial Institutions

              Nottingham Advisors may recommend that clients utilize the brokerage, clearing and/or custodial services
...

Item 7. Types of Clients
              Nottingham Advisors provides its services to individuals, investment advisers, pension and profit-sharing
              plans, trusts, estates, charitable organizations, corporations, and business entities.

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              Minimum Account Size

              With respect to outside Sub-Advisory Clients, Nottingham Advisors generally imposes an initial and ongoing
              minimum portfolio value of $100,000. Nottingham Advisors, 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 relationship, account retention, and pro bono activities. Nottingham Advisors only
              accepts clients with less than the minimum portfolio size if, in the sole opinion of Nottingham Advisors, the
              smaller portfolio size will not cause a substantial increase of investment risk beyond the client’s identified
              risk tolerance. Nottingham Advisors may aggregate the portfolios of family members to meet the minimum
              portfolio size.