Rhodes Investment Advisors Inc

Item 5 Fees and Compensation

Assets Under Management- Portfolio Management Program Fee Schedule:

Assets Under Management                      Annualized Fee
 $        0 to $ 250,000                     3.00%
 $250,001 to $ 500,000                       2.00%
 $500,001 to $1,000,000                      1.00%
 Over          $1,000,000                    Negotiable

The above- listed fees may be in excess of the industry norm. Similar advisory services may be obtained
for less. We have a minimum managed account size of $10,000; however, our account minimums and
fees charged are negotiable. Portfolio Management fees will be billed in one of two ways:

(1) Fees will be directly deducted from your account at the custodian quarterly in advance from your
    accounts within thirty (30) days following the end of the quarter. We will send the qualified custodian
    written notice of the amount of the fee to be deducted from your account.

     We and/or the custodian shall provide written notice/invoice documentation reasonably supporting
     the determination of the investment advisor fees. The Custodian will send to you a quarterly Account
     statement that shows the amount of our advisory fee, the value of your assets upon which the fee
     was based, and the specific manner in which the fee was calculated. We will verify that the Custodian
     sends Account statements on a quarterly basis.

     You should compare invoices for advisory fees to the corresponding custodian statement.
     Statements should be received from the custodian no less than quarterly. If statements are not
     received, contact us immediately.

(2) Fees will be directly invoiced on a quarterly basis within (30) days following the end of the quarter.

Our fees are based on the percentages listed in the Fee Schedule on ending account market values
based on the calendar quarter custodial statement. Fees for the initial quarter will be adjusted pro-rata
based upon the number of calendar days in the calendar quarter that the Agreement goes into effect.

Fees are calculated by multiplying the assets under management market value by the relevant
percentage and dividing such product by four (4). Accounts opened in mid-quarter will be assessed at a
pro-rated management fee.

We are not compensated on the basis of a share of either capital gains or capital appreciation, or any
portion of the portfolio.

Either party may terminate the Portfolio Management Agreement at any time and for any reason, upon
thirty (30) days written notice to the other party. Upon notice of termination, we will await further
instructions from you as to what steps you request to liquidate and/or transfer the portfolio and remit the
proceeds. Upon receiving instructions, we will instruct broker dealers, mutual fund sponsors, and others
to liquidate and/or transfer the portfolio and remit proceeds back to you or a designated third party. A
refund of our unearned Portfolio Management Fee will be made on a prorated basis from the time of
termination.

No proration for breakpoints is achieved during the quarter. Breakpoints are applied when billing occurs
in the next quarter.

All accounts for members of your family (husband, wife, and dependent children) or related businesses
may be assessed fees based on the total balance of all accounts, e.g., per household.

ERISA Accounts,Profit Sharing 401(k), SEP’s:
We may also have other retirement accounts which are subject to ERISA rules and regulations. In all
cases an “eligible investment advice arrangement” or advisory agreement will be executed with the
Client. We will be considered a “fiduciary advisor” and will charge fees to the retirement account.

Retirement Accounts – DOL Disclosure
We are fiduciaries within the meaning of Title I of the Employee Retirement Income Security Act of 1974
(“ERISA”) and/or the Internal Revenue Code (“Code”), as applicable, when we provide investment advice
regarding portfolio assets held in an IRA, Roth IRA, Archer Medical Savings Account, a Plan covered by
ERISA, or a plan described in Section 4975(e)(1)(A) of the Code (collectively referred to collectively
sometimes herein as (“Retirement Accounts”).

To ensure that Rhodes Investment Advisors adhere to fiduciary norms and basic standards of fair dealing,
we are required to give advice that is in the "best interest" of the retirement client. The best interest
standard has two chief components, prudence, and loyalty. Under the prudence standard, the advice
must meet a professional standard of care and under the loyalty standard, our advice must be based on
the interests of our retirement clients, rather than the potential competing financial interest of Rhodes
Investment Advisors.

To address the conflicts of interest with respect to our compensation, we are required to act in your best
interest and not put our interest ahead of yours. To this end, we must:
     • Meet a professional standard of care when making investment recommendations (give prudent
         advice).
    •   Never put our financial interests ahead of you when making recommendations (give loyal advice).
    •   Avoid misleading statements about conflicts of interest, fees, and investments.
    •   Follow policies and procedures designed to ensure that we give advice that is in your best
        interest.
    •   Charge no more than is reasonable for our services; and
    •   Give you basic information about conflicts of interest.

Additional Types of Fees or Expenses:
Portfolio Management fees do not include certain charges imposed by third-parties which may include,
but are not limited to, the following: mutual fund or money market 12b-1 and sub transfer fees, fund or
money market management fees and administrative expenses, mutual fund transaction fees, certain
deferred sales charges on previously purchased mutual funds transferred into the account, IRA and
...

Item 7 Types of Clients

Client Base:
Our customer base may consist of individuals (to also include high net worth individuals), trusts, estates,
pension, and profit-sharing plans and corporations. These are the types of clients that we service, but we
may not have all these types as current clients at any one time.

Conditions for Account Management:
We have imposed a minimum account size of $10,000 in assets to be managed by us. We will aggregate
related accounts in the same household to meet account minimums. We may make exception to this
minimum from time to time based on individual factors.