Uyana Partners LLC

⮚ Item 5 – Fees and Compensation

Basic fee schedule:
  Discretionary Accounts
         ● $1,000,000 to $3,000,000 – 1.10%
         ● $3,000,001 to $6,000,000 – 1.00%
         ● $6,000,001 to $9,000,000 – 0.90%
         ● $9,000,001 to $12,000,000 – 0.80%
         ● Above $12,000,001 – Negotiable

  Non-discretionary Accounts
       For non-discretionary accounts, Uyana Partners will discuss a fee
       arrangement with each account individually.

  Step-Up fee schedule:
     ● $50,000 to $999,999 – 1.00%

Clients that engage Uyana Partners to provide the Consolidated Reporting and/or
Document Management services will be charged a flat fee which will be dependent
on an assessment of the complexity of the client’s assets and/or structure. The
minimum fee charged for these services is $50,000.

These fees are negotiable depending upon the needs of the client and complexity of
the situation and the final fee schedule is attached to the Asset Management
Agreement. Fees are paid quarterly in arrears, and clients may terminate their
contracts with thirty days’ written notice. 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 full refund, within 5
business days of signing the advisory contract. Advisory fees are withdrawn directly
from the client’s accounts with client written authorization.

Additional Fee Information
Clients may authorize the Firm to directly debit management fees from client
accounts on a quarterly basis. In such instances, management fees are prorated
for each capital contribution and withdrawal made during the applicable calendar
quarter. Accounts initiated or terminated during a calendar quarter will be
charged a prorated fee.

In all instances, clients will receive an invoice for fees, in which they may choose
to pay Uyana Partners directly for its billed fees for the relevant period.

The Firm’s fees are exclusive of brokerage commissions, transaction fees, and
other related costs and expenses which shall be incurred directly by the client.
Clients may incur certain charges imposed by custodians, brokers, and other
third parties such as fees charged by fund managers, custodial fees, deferred
sales charges, odd-lot differentials, transfer taxes, wire transfer and electronic
funds fees, and other fees and taxes on brokerage account and securities
transactions. Mutual funds and exchange traded funds also charge internal

management fees, which are disclosed in a fund’s prospectus. It is the Firm’s
policy not to accept “kick-backs” or retrocession fees from any third non-
affiliated party providing services to the Firm’s clients.

Termination of the Agreement
Although an Agreement between Uyana Partners and its clients are ongoing
agreements and constant adjustments are required, the length of service to the
client is at the client’s discretion. The client or the investment manager may
terminate an Agreement by written notice to the other party with a (30) thirty –
day advance notice or as agreed upon otherwise between the client and the Firm.

If an agreement is terminated during a period in which the client has already paid
Uyana Partners its advisory fees in advance, then the Firm will reimburse, on a
prorated basis, the remaining advisory fees collected for any service not
rendered; these fees will be sent to the client’s address of record, unless
otherwise directed by the client, within (30) days of termination of the
agreement.

⮚ Item 7 - Types of Clients

Uyana Partners provides asset and/or portfolio management services to
individuals, high net worth individuals, ultra-high net worth individuals and
Corporations. The Firm ordinarily requires each account to have a minimum of
$1,000,000 for its standard services and $50,000 for its Step-Up service,
although smaller amounts may be accepted and maintained at the discretion of
the Firm. Uyana Partners may also group certain related client accounts to
achieve minimum account size requirements.