Toptier Wealth Management

Item 5 Fees and Compensation
Wealth Management and Portfolio Management Services
Our annual fee for portfolio management services is a blended rate based on a percentage of the
assets in your account. The annual fees will not exceed 1.00%.

Our annual portfolio management fee is billed and payable, quarterly in advance, fee is calculated
using the balance at end of the billing period x annual fee percentage/365 x number of days in
quarter. We have a minimum annual fee of $5,000 ($1,250 per quarter), although this is negotiable
based on the situation.

If the portfolio management agreement is executed at any time other than the first day of a calendar
quarter, our fees will apply on a pro rata basis, which means that the advisory fee is payable in
proportion to the number of days in the quarter for which you are a client. Our advisory fee is
negotiable, depending on individual client circumstances.

Our fees are negotiable and payable in advance. We do not require you to pay fees six or more
months in advance. You may terminate the investment advisory agreement by providing to our firm in
accordance with the terms of the agreement for services. If you have pre-paid advisory fees that we
have not yet earned, you will receive a prorated refund of those fees.

At our discretion, we may combine the account values of family members living in the same household
to determine the applicable advisory fee. For example, we may combine account values for you and
your minor children, joint accounts with your spouse, and other types of related accounts. Combining
account values may increase the asset total, which may result in your paying a reduced advisory fee.

We will deduct our fee directly from your account through the qualified custodian holding your funds
and securities. We will deduct our advisory fee only when the following requirements are met:

    • You provide our firm with written authorization permitting the fees to be paid directly from your
      account held by the qualified custodian.
    • We send you an invoice showing the amount of the fee, the value of the assets on which the
      fee is based, the time period covered by the fee, and the specific manner in which the fee was
      calculated.
    • The qualified custodian agrees to send you a statement, at least quarterly, indicating all
      amounts disbursed from your account including the amount of the advisory fee paid directly to

       our firm.

We encourage you to reconcile our invoices with the statement(s) you receive from the qualified
custodian. If you find any inconsistent information between our invoice and the statement(s) you
receive from the qualified custodian, call our main office number located on the cover page of this
brochure.

You may terminate the portfolio management agreement upon 30 days written notice. You will incur a
pro rata charge for services rendered prior to the termination of the portfolio management agreement,
which means you will incur advisory fees only in proportion to the number of days in the quarter for
which you are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive
a prorated refund of those fees.

Selection of Other Advisers
Advisory fees charged by TPMMs are separate and apart from our advisory fees. Assets managed by
TPMMs will be included in calculating our advisory fee, which is based on the fee schedule set forth in
the Wealth Management and Portfolio Management section in this brochure. Advisory fees that you
pay to the TPMM are established and payable in accordance with the brochure provided by each
TPMM to whom you are referred. These fees may or may not be negotiable. You should review the
recommended TPMM's brochure and take into consideration the TPMM's fees along with our fees to
determine the total amount of fees associated with this program.

You may be required to sign an agreement directly with the recommended TPMM(s). You may
terminate your advisory relationship with the TPMM according to the terms of your agreement with the
TPMM. You should review each TPMM's brochure for specific information on how you may terminate
your advisory relationship with the TPMM and how you may receive a refund, if applicable. You should
contact the TPMM directly for questions regarding your advisory agreement with the TPMM.

As an example, for illustrative purposes only, a client with a managed account of $3,000,000 will incur
the following total annual asset management fee. The client would incur an additional fee of 0.35%
(Madison Investment Advisors fee on all assets). On a $3,000,000 account with Madison Investment
Advisors their fee to the TPMM would be $10,500. This is separate from their $30,000 fee to TopTier
Wealth Management. For this example, their total fee would be $40,500 or 1.35% annually.

Additional Fees and Expenses
As part of our investment advisory services to you, we may invest, or recommend that you invest, in
mutual funds and exchange traded funds. The fees that you pay to our firm for investment advisory
services are separate and distinct from the fees and expenses charged by mutual funds or exchange
traded funds (described in each fund's prospectus) to their shareholders. These fees will generally
include a management fee and other fund expenses. You will also incur transaction charges and/or
brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by
the broker-dealer or custodian through whom your account transactions are executed. We do not
share in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or
custodian. To fully understand the total cost you will incur, you should review all the fees charged by
mutual funds, exchange traded funds, our firm, and others. For information on our brokerage practices,
refer to the Brokerage Practices section of this brochure.

Item 7 Types of Clients
We offer investment advisory services to individuals (other than high net worth individuals) and high
net worth individuals.

In general, we do not require a minimum dollar amount to open and maintain an advisory account;
however, we have the right to terminate your Account if it falls below a minimum size which, in our sole
opinion, is too small to manage effectively.

We may also combine account values for you and your minor children, joint accounts with your
spouse, and other types of related accounts to meet the stated minimum.