Payne Capital LLC

Item 5: Fees and Compensation
The next section briefly describes our fees. Your Advisory Agreement will include more detailed information
regarding the fees you will pay. No increase to the agreed-upon advisory fees outlined in the Advisory
Agreement will occur without your prior consent.

Investment Management Services
At the beginning of each calendar quarter, and for a partial, initial calendar quarter, if applicable, you agree
to pay Swiftwater Capital in advance a quarterly Fee as calculated below:

1. We first determine the market value of your Portfolio as of the last day of the prior calendar quarter.
2. We determine the amount of your Portfolio’s market value falling within the Tier Market Values in the
   table below.
3. We then multiply each tier of the Portfolio’s market value by its corresponding Annual Percentage Rate
   in the table below.
4. The results of each calculation from Step 3 are totaled.
5. One fourth of the total calculated in Step 4 is charged as that quarter’s Fee to Swiftwater Capital. If
   services are provided for only part of the quarter, the fee is prorated based on the number of days of
   service.

                                   Tier Market Values                 Tier’s Annual
                                    of Your Portfolio                Percentage Rate
                                     $0 - $1,000,000                     0.75%
                                 $1,000,001 - $2,000,000                  0.65%
                                 $2,000,001 - $3,000,000                  0.55%
                                 $3,000,001 - $5,000,000                  0.45%
                                $5,000,001 - $10,000,000                  0.30%
                                $10,000,001 and greater                   0.15%

Fees are billed in advance each quarter based on the market value of assets as of the last day of the
previous calendar quarter. Fees are not prorated for mid-quarter additions or withdrawals of capital. For the
first quarter of an engagement, fees are prorated and may be based on the average daily balance of the
assets under management during such quarter. If an engagement is terminated, fees are prorated for the
final billing period.

As an example, assume a Portfolio’s prior quarter ending value is $1,750,000. Within the first Tier is
$1,000,000 of Portfolio Value and $750,000 of value in the second Tier. These Tiers of Portfolio value are
multiplied by the Table’s corresponding Annual Percentage Rate: ($1,000,000 x 0.75%) and ($750,000 x
0.65%). The results are totaled: ($7,500) + ($4,875) = $12,375. One fourth of the total is that quarter’s fee:
$12,375 ÷ 4 = $3,093.75.

We generally deduct our fees from one or more accounts held at an unaffiliated third-party custodian as
directed by you. Please refer to Item 15 of this Brochure regarding our policy on direct fee deduction. You
may pay for our services by check.

Our fees are negotiable. In lieu of charging fees under the tiered fee schedule described above, we may, in

our discretion, agree to a fixed percentage fee based on the total market value of the Portfolio or a fixed
dollar amount to be billed each quarter. In determining the advisory fee, we allow accounts of members of
the same household, emancipated children, and parents to be aggregated, with each account charged a pro
rata share of the aggregate fee based on that family member’s assets under management. This allows all
family members to enjoy lower fees.

Cash Flow Studies
For our Investment Management Clients, we rarely charge separately for a Cash Flow Study, as the
information obtained from the Study may be necessary to properly determine the Asset Allocation Targets
for managing your Portfolio. If the Investment Management fee we earn is disproportionately low compared
to the effort we must spend to complete a Cash Flow Study, we reserve the right to charge you a separate
fee for the Study—which fee will be agreed to by you before the start of the Study.

For a Cash Flow Study whose fee is not included in our Investment Management Services, we will charge
either an hourly rate or a Fixed Fee. Time spent by Swiftwater’s Investment Advisors is charged hourly at
$200; our Staff CPA time is charged hourly at $300; and our Staff’s attorney time is charged hourly at $400.
A Fixed Fee typically ranges between $3,500 and $10,000. The fee we will charge depends on factors such
as your specific needs, complexity, estimated time (as determined by investment advisors, our attorney, and
a CPA), research, and the resources we consider necessary.

For legal and accounting services outside the scope of Swiftwater’s engagement but provided by our staff
attorney or CPA through their separate practice, Swiftwater may pay for such services on your behalf, or you
will be charged separately for such services (but only if you had agreed in advance to this additional
charge). If you prefer to use your own attorney and CPA, the costs of their services are paid directly by you
and will not offset your fees payable to Swiftwater.

We generally deduct our fees from one or more accounts held at an unaffiliated third-party custodian as
directed by you. Please refer to Item 15 of this Brochure regarding our policy on direct fee deduction. You
may pay for our services by check.

Fees are negotiable, and the agreed-upon fee will be outlined in a service contract. We may ask for part of
the fee to be paid at the onset of our service, with the balance due on completion. We will not bill you for
fees exceeding $500 more than six months in advance.

Succession Management: Planning and Legacy (SMPL)
For the estate planning services we call the SMPL Audit, we rarely charge our Investment Management
clients a separate fee. Clients trust in our capabilities to manage their investment portfolio. In return, we
must help ensure our clients’ succession management and legacy are firmly established.
...

Item 7: Types of Clients
We provide Investment Management, Cash Flow Studies, and SMPL Audits to individual investors.
We also provide services to sponsors of qualified retirement plans subject to regulations of the Employee
Retirement Income Security Act of 1974 (“ERISA”), but only if the company sponsoring the plan is owned by
one of our Investment Advisory Clients.

We do not have a minimum account size requirement. Our minimum annual fee for Investment Management
Services (to include a Cash Flow Study) is $3,500. At our sole discretion, we can lower this minimum fee,
particularly for family members, friends, and younger investors.