Sanderson Wealth Management LLC

Item 5. Fees and Compensation
         Sanderson offers its services for a fee based upon assets under management and/or advisement as well
         as performance of the accounts.

         Investment Management Fee

         Sanderson provides investment management services for an annual fee based upon a percentage of the
         market value of the assets being managed by Sanderson. Sanderson’s 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. Sanderson does not, however, receive any portion of these commissions, fees,
         and costs.

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         Sanderson’s annual fee varies between 100 and 20 basis points (1.00% - 0.20%) on a tiered schedule.

         Sanderson’s annual fee is prorated and charged quarterly, in advance, based upon the market value of
         the assets being managed by Sanderson on the last day of the previous quarter, as determined by an
         independent third-party. In valuing client assets, the independent-third party includes the value of accrued
         dividends, if any. This results in a higher ending market value for fee billing purposes, where applicable,
         which the Firm believes is fair. The values are determined by a third-party independent from the Firm
         which is typically the custodian of the assets or a third-party application. For privately placed securities,
         the Firm will rely upon the pricing provided by the issuer (which may also come from an administrator).
         These valuations may be unaudited. Furthermore, if the valuation is not available at the time that the
         Firm is billing the client account, it will take the most recent readily available pricing. Because valuations
         may only be provided periodically (including monthly, quarterly or even annually), the Firm can be billing
         on a valuation that would be different if updated. That valuation can be higher or lower depending on the
         increase or decrease in value of the private investment.

         The Firm includes cash in a client’s account in determining the valuation for billing purposes. The Firm
         may, in its sole discretion, not include cash in determining the fee, especially where a client has a high
         percentage of cash for reasons other than the Firm's investment management decision. As further
         disclosed in response to Item 7, Sanderson imposes a minimum annual fee of $20,000.

         Additionally, for asset management services the Firm provides with respect to certain client holdings (e.g.,
         Alternative Investments, held-away assets, and reporting assets etc.), Sanderson may negotiate a fee
         rate that differs from the range set forth above. Clients are advised that a conflict of interest exists for the
         Firm to recommend that clients engage Sanderson 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.

         Sanderson, in its sole discretion, may negotiate to charge a lesser management fee 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, pre-existing client, account retention, pro
         bono activities, etc.).

         Performance-Based Compensation

         Sanderson also offers investment management services to certain qualified clients for performance-
         based compensation in accordance with applicable laws, rules and regulations. Under this arrangement,
         the Firm receives an allocation from the Private Fund based upon the performance of the Private Fund.
         Investors in the Private Fund should review the Offering Documents for more information about the
         performance-based compensation.

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         Fees Charged by Financial Institutions

         As further discussed in response to Item 12 (below), Sanderson generally recommends that clients utilize
         the brokerage and clearing services of Fidelity Institutional Wealth Services and Fidelity Management
         Trust Company (collectively “Fidelity), although clients may have accounts with other broker-dealers or
         custodians.

         Sanderson may only implement its investment management recommendations after the client has
         arranged for and furnished Sanderson with all information and authorization regarding accounts with
         appropriate financial institutions. Financial institutions include, but are not limited to, any other broker-
         dealer recommended by Sanderson, broker-dealer directed by the client, trust companies, banks etc.
         (collectively referred to herein as the “Financial Institutions”).

         Clients will incur certain charges imposed by the Financial Institutions and other third parties such as fees
         charged by Independent Managers, custodial fees, charges imposed directly by a mutual fund or ETF in
         the account, which are disclosed in the fund’s prospectus (e.g., fund management fees and other fund
         expenses), 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. Additionally, clients
...

Item 7. Types of Clients
          Sanderson provides its services to individuals, retirement plans, trusts, estates, charitable organizations
          (including foundations and endowments), corporations and business entities.

          Minimum Fee and Account Size

          As a condition for starting and maintaining a relationship, Sanderson generally imposes a minimum
          portfolio size of $2,000,000.    In addition, Sanderson imposes a minimum annual fee of $20,000.
          Sanderson, in its sole discretion, may accept clients with smaller portfolios or waive its minimum fee
          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, account retention, and pro bono activities. Sanderson only accepts clients with less than the
          minimum portfolio size if, in the sole opinion of Sanderson, the smaller portfolio size will not cause a
          substantial increase of investment risk beyond the client’s identified risk tolerance.      Sanderson may
          aggregate the portfolios of family members to meet the minimum portfolio size.

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          Additionally, certain Independent Managers may impose more restrictive account requirements and
          varying billing practices than Sanderson.     In such instances, Sanderson may alter its corresponding
          account requirements and/or billing practices to accommodate those of the Independent Managers.