Waycross Partners LLC

Item 5          Fees and Compensation

Waycross Managed Risk Equity Fund (“WAYEX”)

WAYEX pays Waycross a fee not to exceed1.25% per annum paid monthly in arrears.

Waycross Focused Equity Fund (“WAYFX”)

WAYFX pays Waycross a fee not to exceed 0.69% per annum paid monthly in arrears.

Separately Managed Accounts (SMAs)

Clients of Waycross who maintain individually managed accounts compensate the firm for its
investment supervisory services through an asset-based fee, calculated as a percentage of the fair
market value of assets under management. These fees are billed quarterly and paid in arrears.

Clients may either pay fees directly or authorize, in writing, the fees to be deducted from their custodial
account.

The following fee schedule reflects the annual asset-based rates applicable to portfolio management
services. Billing occurs quarterly in arrears, based on the fair market value of assets in the client's
account. For accounts opened or closed mid-quarter, fees are prorated based on the number of days
the account was actively managed during the billing period. Fee discounts ("breakpoints") apply to
portions of client assets that exceed the thresholds specified in each tier. Accounts may be billed based
on either the quarter-end market value or the average of month-end values for the quarter, as outlined
in the client’s investment management agreement.

Valuations are determined using Waycross’s portfolio accounting system. As a result, there may be
discrepancies between the value used for billing and the balances reflected on a client’s custodial

statement due to factors such as trade settlement timing, corporate actions, and accrued interest.

Clients should refer to their signed investment management agreement for details on the specific fee
calculation and billing methodology applicable to their account.

Waycross retains discretion to negotiate fees on a case-by-case basis. Consequently, clients with
similar account sizes and investment objectives may pay materially different fees.

Waycross Focused Core Equity Strategy

        •     First $50M          0.50%
        •     Next $50M           0.40%
        •     Balance             0.35%

The client may terminate the agreement at any time upon written notice to Waycross and a pro rata
portion of the quarterly fee will be applied.

Advisory fees discussed include payment solely for the investment advisory services provided by the
Firm, which do not include mark-ups, markdowns, payment of brokerage commissions, custody fees,
SEC fees, internal fees and expenses charged by funds, or other transaction costs. The custodian may
charge transaction fees or commissions, wiring charges and other account maintenance fees. Waycross
does not receive any of these fees.

As appropriate, SMA clients of Waycross may be solicited to invest in WAYFX or WAYEX. Under these
circumstances, the portion of the client's account invested in WAYFX or WAYEX is excluded from the
advisory fee calculation. SMA clients are not obligated to invest in WAYFX or WAYEX.

Item 7           Types of Clients

Waycross offers investment advice to individuals, high net worth (HNW) individuals, trusts,
corporations, charitable organizations, small businesses, and registered investment companies.

We generally require that an individual client invest at least $1,000,000 in our Separately Managed
Accounts (SMAs). We may waive this minimum, at our discretion, when a client has assets invested in
WAYFX or WAYEX or we believe the relationship may grow to the $1,000,000 minimum.