Vergepointe Wealth Management LLC

Item 5 – Fees and Compensation

A     Depending on the service or services provided, fees are based on a percentage of Assets
      Under Management (“AUM”), an hourly rate, a fixed-fee basis, or a combination of these fee
      structures. Fees are negotiable.

      Our standard fee schedule for investment advisory services is as follows:

      Portfolio Assets                                         Annualized Fee
      $0 to $1,000,000                                             1.25%
      On the next $1,000,000                                       1.15%
      On the next $3,000,000                                       1.00%
      On the next $2,500,000                                        .75%

                        VERGEPOINTE WEALTH MANAGEMENT, LLC
                              Part 2A of Form ADV – Firm Brochure

    On the next $2,500,000                                           .60%
    On amounts in excess of $10,000,000                              .50%

    We also offer investment consultation or financial planning services at an hourly rate or for a
    fixed fee. Hourly fees may range from $210 to $570 per hour. Fixed fee pricing is developed
    on a project-by-project basis for each Client, depending on the scope of work performed.

B   Fees are charged monthly or quarterly in advance based upon the market value of the Client’s
    account at the end of the month or the quarter respectively. Market value means the value of
    all assets in the account (not adjusted by any margin debit). To determine value, securities
    and other instruments traded on a market for which actual transaction prices are publicly
    reported shall be valued at the last reported sale price on the principal market in which they
    are traded (or, if there shall be no sales on such date, then at the mean between the closing
    bid and asked prices on such date). Other readily marketable securities and other instruments
    shall be priced using a pricing service or through quotations from one or more dealers. All
    other assets shall be valued at fair value by the Adviser whose determination shall be
    conclusive. The Advisor may modify the terms of the fee agreement by giving Clients 30
    days’ written notice in advance. Fees are paid directly to us from the account by the custodian
    upon our submission of an invoice to custodian. Payment of fees may result in the liquidation
    of Client’s securities if there is insufficient cash in the account.

    Payment of project fees on a fixed-fee or hourly rate basis shall be made as agreed by the
    parties. Under no circumstances will the Client be required to prepay fees for more than six
    months of such services.

C   Our fees are exclusive of transaction fees, custodial fees, and direct investment manager fees
    for all Client investments, including for example brokerage commissions, custodial fees,
    management fees or costs of mutual funds, exchange traded funds, managed accounts,
    investment partnerships or similar. See Item 12.

    While our fees include the time and activities necessary for the firm to coordinate and
    communicate with third party advisors (such as lawyers, accountants, insurance specialists and
    similar professionals), our fees are exclusive of the fees and costs of any third-party advisors
    engaged by the Client.

D   Clients pay investment advisory fees monthly or quarterly, in advance. New accounts are pro-
    rated from the time we begin charging a fee to the Client. Fees for partial months or quarters
    at the commencement or termination of an agreement will be billed or refunded on a pro-
    rated basis contingent on the number of days the account was open during the month or
    quarter.

    Hourly fees are generally billed monthly based on services provided during the preceding
    month. Fixed fee projects are paid as agreed, but generally Clients are required to pay at least
    a portion of a fixed fee project in advance.

                        VERGEPOINTE WEALTH MANAGEMENT, LLC
                               Part 2A of Form ADV – Firm Brochure

    Either party may terminate an agreement upon 30 days prior written notice to the other. In
    the event of termination, any prepaid but unearned fees will be promptly refunded to the
    Client. Any fees that have been earned by VergePointe but not yet paid by the Client will be
    due and payable. We may modify the terms of the fee agreement by giving Clients 30 days
    written notice in advance.

E   The principals of VergePointe Wealth Management, LLC are also owners of and principals of
    the following “Affiliated Entities”:

        •   VergePointe, LLP, a Certified Public Accounting and consulting firm;
        •   VergePointe Transactions, LLC, a business advisory firm;
        •   VergePointe Capital, LLC, an entity which acts as a general partner of several private
            limited partnerships and/or limited liability companies which are exempt from
            registration (collectively, the “Affiliated Funds”).

    Additional information regarding the investment objectives, underlying investments,
    investment time-horizon, costs, fees, tax implications, and the risks associated with
    participation in our Affiliated Funds is included in each Affiliated Fund’s private offering
    memorandum, limited partnership agreement, subscription agreement, organizational
    documents and/or other important documents. Prior to making any investment in any of our
    Affiliated Funds, we disclose that doing business with any of our Affiliated Entities, including
    via investment in any of our Affiliated Funds, carries with it a substantial conflicts of interest
    and that Clients should carefully review, along with their independent legal and tax counsel,
    all relevant documents and disclosures in order to obtain a comprehensive understanding of
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Item 7 – Types of Clients

We provide investment advice to individuals, pension and profit sharing plans, trusts, estates,
charitable organizations and business entities. Because each Client is unique, they must be willing to
be involved in the planning and ongoing processes. Such involvement does not have to be time
consuming, however we want our Clients to remain informed and have a sense of security about their
investments.