Tilson Financial Group Inc

FEES AND COMPENSATION

          A. Advisory Services and Fees

                                   INVESTMENT MANAGEMENT

        In the event the client desires, the client can engage TFG to design an investment
portfolio and provide ongoing corresponding investment management services on a fee-only
basis. In the event the client determines to implement investment recommendations through
TFG on a fee-only basis, TFG shall charge an annual investment management fee based upon a
percentage of the market value of the assets being managed by TFG. The investment
management fee charged shall vary (between 0.30% and 1.00%) depending upon the market
value of assets under management and the type of assets under management:

                                  Market Value of Portfolio                  % of Assets

                                  Up to $999,000                            1.00%

                                  $1,000,00- $2,999,999                     0.75%

                                  $3,000,000- $6,999,999                    0.50%

                                  $7,000,000- $9,999,999                    0.40%

                                  More than $10,000,000                     0.30%

        TFG generally requires a minimum account size of $500,000 for investment
management services. However, TFG in its sole discretion, will charge a lesser management fee
or accept lesser account sizes, based upon certain criteria (i.e., existing financial planning client,
anticipated future earning capacity, anticipated future additional assets, dollar amount of assets
to be managed, etc.). TFG includes cash in the calculation of the fee unless separately
negotiated between TFG and the client. Fees for third-party managers are in addition to the fees
charged by TFG.

       TFG's advisory fee rate will result in a blended rate based on the client's total portfolio
value. As the portfolio value reaches the various thresholds, the assets will be charged
successively lower fees. The asset management fee level will be based on the total aggregate
value of all of the client's accounts under TFG's management. TFG’s annual investment fee

shall be pro-rated and payable either in advance or arrears based upon the entity with which the
assets are custodied and based upon the market value of the assets on the last business day of the
quarter. However, if assets are custodied at AXOS Advisor Services, the fee will be computed
based on the average daily balance for the preceding quarter and billed in arrears.

       B.   Payment of Fees

        TFG’s agreement shall authorize the custodian of the client’s account to debit the
account for the amount of TFG’s investment management fee and to directly remit that
management fee to TFG in accordance with required SEC procedures. To implement that
procedure, the client will provide written authorization permitting the advisory fees be deducted
from their account held at the custodian. The custodian will send, at least quarterly, to client a
statement reflecting the fee paid to TFG. On an exception basis, client may prefer to pay TFG
directly. Fees shall be prorated and payable either in advance or arrears; and shall be based upon
the market value of the assets on the last business day of the quarter or the Average Daily
Balance depending upon the entity with which the client’s assets are custodied.
        For the initial quarter of investment management services, fees shall be calculated on a
pro rata basis. The Investment Advisory Agreement between TFG and the client will continue
in effect until terminated by either party pursuant to the terms of the Agreement. TFG’s
quarterly fee shall be prorated through the date of termination and any remaining balance shall
be charged or refunded to the client, as appropriate, in a timely manner.

       C. Additional Expenses and Fees

        The fees, if any, charged by Schwab, SEI, and AXOS Advisor Services are exclusive of,
and in addition to, TFG’s investment management fee. In addition to TFG’s investment
management fee, the client, relative to all mutual fund purchases, shall also incur charges
imposed at the mutual fund level (e.g., management fees and other fund expenses).
        Factors that TFG considers in recommending a particular custodian to clients include
financial strength, reputation, reporting, operations, pricing, research, and service. Schwab, SEI,
and AXOS Advisor Services may charge transaction fees for effecting certain securities
transactions (i.e., transaction fees are charged for certain mutual funds, commissions are charged
for individual equity/debt securities transactions). The transaction fees charged by Schwab, SEI,
and AXOS Advisor Services may be higher or lower than those charged by other custodians. In
return for effecting securities transactions through a particular custodian, TFG may receive
certain investment research products and/or services which assist TFG in its investment decision-
making process for the client, all of which transactions shall be in compliance with Section 28(e)
of the Securities Exchange Act of 1934.

        Although the investment research products and/or services that may be obtained by TFG
will generally be used to service all of TFG’s clients, a brokerage commission paid by a specific
client may be used to pay for research that is not used in managing that specific client’s account.

                                      FINANCIAL PLANNING

       TFG charges a fixed fee for financial planning. The fixed fee for financial planning is

based upon a $350 hourly rate for the lead advisor and a $250 hourly rate for the para-planner.
The actual rate will be quoted in the Financial Planning Agreement prior to either party signing
the document. The client is free at all times to accept or reject any financial planning
or investment recommendation from TFG.
...

TYPES OF CLIENTS

       TFG’s clients generally include individuals, pension and profit-sharing plans, trusts, and
business entities. TFG generally requires an annual minimum account size of $500,000 for
investment advisory services.