Profusion Financial Inc

Item 5: Fees and Compensation

Lower fees for comparable services may be available from other sources.

A. Fee Schedule

Profusion ONE is a comprehensive suite of family office services available exclusively
through the client’s Investment Advisor at PFF. This integrated offering provides direct
access to a wide range of services, including:
   •       Estate Planning – Creation, review, and amendments of estate documents
   •       Tax Services – Preparation, planning, payments, and filings
   •       Cash Management – Oversight of liquidity, bill pay, and day-to-day financial
           operations
   •       Charitable Planning – Strategy, funding, and distribution support
   •       Insurance Guidance – Advice on health, and property and casualty coverage
   •       Debt & Lending Management – Analysis and oversight of personal and
           business liabilities
   •       Risk Management – Customized strategies to identify and mitigate potential
           financial risks

Profusion ONE is designed to simplify and streamline your financial life, giving you
access to institutional-quality services with the personalized attention of your trusted
advisor.

For all fees being withdrawn directly from client accounts, PFF will send a statement to
the client showing the amount of the fee being deducted, the value of the client’s assets
upon which this fee was based, and the specific manner in which the fee was calculated. It
is the client’s responsibility to verify the accuracy of the fee calculation, as the custodian
will not do so, and client should review every statement. PFF will calculate its fee based
on the beginning balance in the client account at the start of the quarter, and will be
prorated by inflows and outflows in the account during the prior quarter.

Investment Supervisory Services Fees

                 Fee Schedule for Separately Managed Accounts

           Total Assets Under Management                   Annual Fee

                    First $999,999                           1.25%

               $1,000,000 - $1,999,999                       1.00%

               $2,000,000 - $,2999,999                       0.95%

               $3,000,000 - $3,999,999                       0.90%

               $4,000,000 - $4,999,999                       0.85%

               $5,000,000 - $5,999,999                       0.80%

               $6,000,000 - $6,999,999                       0.75%

               $7,000,000 - $7,999,999                       0.70%

               $8,000,000 - $8,999,999                       0.65%

               $9,000,000 - $9,999,999                       0.60%

              $10,000,000 - $14,999,999                      0.55%

                 $15,000,000 and up                          0.50%

                        Fee Schedule for Managing 529 Accounts

         Total Household Assets Under Management             Annual Fee

                      All Accounts                             0.50%

    Fee Schedule for Outside Assets (401ks, Limited Partnerships, Real Estate, etc.)

                    Total Assets                    Annual Fee
                    All Accounts              Same as Total Fee above

These fees are negotiable depending upon the needs of the client and complexity of the
situation, and the final fee schedule is attached as Exhibit II of the Investment Advisory
Contract. Fees are paid quarterly in advance, and clients may terminate their contracts
with thirty days’ written notice. Advisory fees are withdrawn directly from the client’s
accounts with client written authorization.
Refunds are given on a prorated basis, based on the number of days remaining in a quarter
at the point of termination. Fees that are collected in advance will be refunded based on
the prorated amount of work completed up to the day of termination within the quarter
terminated. The fee refunded will be the balance of the fees collected in advance minus
the daily rate* times the number of days in the quarter up to and including the day of
termination. (*The daily rate is calculated by dividing the quarterly AUM fee by the
number of days in the termination quarter). Clients may terminate their contracts without
penalty, for a full refund, within 5 business days of signing the advisory contract.

Performance-Based Portfolio Management Fees

Performance-based portfolio management fees are charged to Profusion Private Asset
Fund, a Qualified Client. The performance fee is contingent upon returns for the private
fund exceeding a certain threshold; this is known as a “hurdle rate” or “preferred return”.
Specifically, performance fees are only assessed on returns (capital appreciation,
including dividends and interest) greater than 8% per year. Above the preferred return,
20% of the capital appreciation is paid to the fund management company. If the portfolio
drops in value, then the fund will not incur a new performance fee until the portfolio
reaches the last highest value, adjusted for withdrawals and deposits, which is generally
known as a “high water mark.”

PFF shares in this performance fee with the management company in the form of B shares
in the fund, and is also paid a 0.35% advisory fee, paid quarterly in advance.

In general, a “Qualified Client” is:
       (1) a natural person or company who at the time of entering into such agreement
       has at least $1,000,000 under the management of the investment adviser;
        (2) a natural person or company who the adviser reasonably believes at the time
       of entering into the contract: (A) has a net worth of jointly with his or her spouse
       of more than $2,100,000 excluding the value of the client’s primary residence; or
       (B) is a qualified purchaser as defined in the Investment Company Act of 1940,
       §2(a)(51)(A) (15 U.S.C. 80a-2(51)(A)); or

        (3) a natural person who at the time of entering into the contract is: (A) An
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Item 7: Types of Clients

PFF generally provides investment advice and/or management supervisory services to the
following types of clients:

          ❖ High-Net-Worth Individuals
          ❖ Individuals
          ❖ Private funds

There is no account minimum.