Motley Fool Wealth Management, LLC

Investment Advisory Agreement

This Investment Advisory Agreement (the “Agreement”) is made between you and Motley Fool Wealth
Management, LLC (“MFWM”, “us”, "we", or “our”). Please read this legally-binding document carefully
before purchasing or using our services. It sets forth the terms by which MFWM will provide you with
financial and investment advice. You should also read our Client Relationship Summary, Brochure and
Privacy Notice for more information about MFWM and the services we provide. Your use of our website
is subject to our Terms of Use.

1. Services Offered

MFWM currently provides the following services pursuant to this Agreement:

a. Discretionary account management services through our separately managed account or

“Personal Portfolio” program (“Personal Portfolio Program” or the “Program”); and

b. Nondiscretionary advice consisting of: (i) financial review and counseling services for clients
investing $300,000 or more in our Personal Portfolio Program (“Counseling Services”); and
(ii) financial planning services for Clients with $1,000,000 or more invested in our Personal
Portfolio Program (“Financial Planning Services,” and together with our Counseling Services,
our “Planner Services”).

2. Scope of Services

a. Nondiscretionary Advice (Eligible Clients Only)

Our Planner Services consist of financial review, counseling and planning, and are based upon
your responses to our online questionnaire regarding your financial and portfolio information,
risk tolerance levels, time to retirement, need to access assets, and your plans to add funds to
or withdraw funds from your Personal Portfolio account(s) (your “Profile”). Our Planner
Services also incorporate additional information we receive from you, through your interaction
with a financial planner regarding your personal financial situation, and through Aggregation
Software (as described below) that we may make available to eligible clients. With respect to
MFWM’s Personal Portfolio Program, our proposed asset allocations for you, should you
invest $300,000 or more, may be adjusted as part of our Counseling Services.

1) Counseling Services. If you invest $300,000 or more in our Personal Portfolio

Program, you are eligible to receive Counseling Services, which include one or more
of the following:

a) Meetings and consultations with a financial planner;

b) Reviewing your online questionnaire inputs and advising on possible changes;
c) Assisting you in determining which Model Portfolios (as defined below) in our
Personal Portfolio Program to follow and providing related asset allocation advice,
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 taking into consideration, among other things, your portfolio holdings that are not
currently under our management (as voluntarily communicated by you through
Aggregation Software or otherwise);
d) Answering specific questions that you may have about financial goals and
circumstances, including meeting retirement goals and the suitability of current
investments; and/or
e) Counseling on tax efficiency and general tax considerations.

Counseling Services are ancillary services provided solely in connection with our
Personal Portfolio Program and are offered free of charge. Consultations are generally
conducted via telephone, email and web conference, but you may also request to meet
with MFWM in-person. Face-to-face meetings are by appointment.

2) Financial Planning Services. If you invested $1,000,000 or more in our Personal

Portfolio Program, you are eligible to receive complimentary Financial Planning
Services. A description of each service within our Financial Planning Services is
provided in Appendix A to this Agreement.

If you are eligible, you will be paired with a financial planner who is available for
regular consultations. Consultations primarily take place via telephone, but web
conference or in-person visits to MFWM’s offices may also be accommodated. You
may also elect to receive a detailed financial plan.

3) Eligibility for Planner Services. Eligibility for Planner Services is determined based on
Aggregate Assets (as defined below under Section 4 – Fees with respect to fee
breakpoints). One important difference, however, is that you are permitted to combine
stock-based and index-based accounts for purposes of calculating eligibility for
Planner Services. MFWM reserves the right to waive the investment minimums with
respect to Planner Services, and in so doing, we may consider, among other things,
your overall relationship with MFWM and its affiliates.

In addition, if you have at least $100,000 of assets invested in our Personal Portfolio
Program, you are permitted to count (towards the $300,000 or $1,000,000 minimum
associated with Counseling Services and Financial Planning Services, respectively)
your investments in products and services offered by certain of our affiliated
investment advisory entities (“Affiliated Products”). You are also permitted to
aggregate the assets of certain members of your household (who are enumerated below
under Section 4 – Fees) that are invested in Affiliated Products. If you are eligible for
Planner Services as a result of aggregating Affiliated Products, you will continue to
have access to our Planner Services even if you (or a family member) cease to be an
investor in or client of an Affiliated Product.

As used in the preceding paragraph, “Affiliated Products” include funds managed by

1623 Capital LLC, and Motley Fool Ventures Management LLC. Exchange-traded
funds (“ETFs”) managed by Motley Fool Asset Management, LLC and publication

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 products and services offered by The Motley Fool (or any other publishing, non-
regulated affiliate) are excluded from the definition of “Affiliated Products” and,
therefore, are not counted for purposes of Financial Planning Services eligibility.

You acknowledge and agree that you are responsible for notifying us of your
status as an investor in or client of Affiliated Products (or having an eligible
member of your household who is an Affiliated Product investor or client). You
can notify us via email at support@[Link], or by speaking with a
financial planner or other customer services representative.

MFWM reserves the right to waive the investment minimums with respect to Planner
Services. Planner Services are generally limited to one client per household.

4) Your Obligations. Our nondiscretionary advice relies on your Profile and additional
information you may provide to our financial planners (including information
voluntarily provided by you through Aggregation Software). MFWM does not and
cannot verify such information. Therefore, you agree that it is your responsibility to
confirm that all the information and data you provide to MFWM is complete and
correct. You further agree that if you provide us with inaccurate or incomplete
information, MFWM’s advice may not be fully tailored to meet your needs.

5) Implementation. You understand and acknowledge that any implementation of the

nondiscretionary advice provided to you is your responsibility.

6) Updates to the Advice. Financial plans and other nondiscretionary advice provided by
our financial planners is not automatically updated. You are solely responsible for
informing us of any changes to your financial circumstances that may affect your
financial plan or other advice previously provided. Financial planners are not alerted
to and do not periodically check changes to information entered into Aggregation
Software. To the extent that information provided through Aggregation Software is
utilized by financial planners to provide nondiscretionary advice, you acknowledge
and agree that it is your responsibility to inform your financial planner of changes
to your aggregation information.

b. Asset Aggregation Software

MFWM may make available to you third-party asset aggregation software (“Aggregation
Software”). The Aggregation Software allows you to view managed and non-managed
accounts on a dashboard including calculation of net worth and cash flow through real-time
syncing with your third-party account-holders. You may also add financial assets and liabilities
manually to reflect the full breadth of your financial situations.

If you are not eligible for Planner Services (or, if you are eligible, and elect not to utilize
our Planner Services), you acknowledge and agree that we do not take into consideration
any information you have entered into the Aggregation Software when making asset

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 allocation recommendations with respect our Personal Portfolio Program. Asset
allocation recommendations will be based solely on your Profile. Furthermore, you
acknowledge and agree that you are solely responsible for any investment decisions you
make based on your use of Aggregation Software.

If you are eligible for and elect to utilize Planner Services, our financial planners will, as part
of their interaction with you, utilize information provided by you through the Aggregation
Software for purposes of providing Planner Services.

There is no charge associated with access to Aggregation Software. Your use of Aggregation
Software is voluntary and is exclusively governed by third-party Aggregation Software
providers’ respective terms, conditions and policies. By accessing and using Aggregation
Software, you expressly agree to be bound by such terms, conditions and policies as stated
on the third-party service provider websites. Any and all claims or disputes regarding
Aggregation Services are solely between you and the service provider in question.
MFWM cannot guarantee the accuracy, timeliness or security of the information entered
into Aggregation Software.

c. Discretionary Account Management – Personal Portfolios

Our Personal Portfolio Program enables you to own an individually tailored portfolio that
employs a mix of strategies and asset classes (the “Model Portfolios”). Each Model Portfolio
focuses on a particular investment strategy (such as long term buy and hold), type of security
(such as growth stocks) or asset class (such as international equities). MFWM will act as the
Program’s sponsor, managing your account (the “Account”), as set forth herein.

1) Model Portfolios. Several of the Model Portfolios share the same investment
philosophies as certain subscription services published by our affiliate, The Motley
Fool, LLC (“TMF”). However, MFWM’s Model Portfolios do not attempt to track
these (or any) TMF services. As further explained below in Section 2.c.6 (Basis of
Advice), you understand and acknowledge that Model Portfolios and your
Account may diverge completely from TMF’s services.

Rather than choosing a portfolio comprised primarily of our traditional stock-based

Model Portfolios, you may elect a portfolio comprised exclusively of unaffiliated
ETFs. We refer to our Model Portfolios that exclusively utilize ETFs as “Index-Based
Model Portfolios.” Please note, however, that you generally cannot create a blended
portfolio consisting of both Index-Based Model Portfolios and stock-based Model
Portfolios (except that this limitation does not apply to the Fixed Income Model
Portfolio, which is ETF-based and can be incorporated into most portfolios). We may
make limited exceptions to this general restriction in our sole discretion and consistent
with our fiduciary duty. For ease of reference, unless we expressly exclude Index-
Based Model Portfolios below, all references to “Model Portfolios” include both stock-
based and Index-Based Model Portfolios.

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 As with all investments, the holdings in your Account involves risk. MFWM does not
guarantee the results of any of its advice or account management. Significant losses
can occur from investing in securities, or by following any investment strategy,
including those recommended or applied by MFWM. The risks associated with each
Model Portfolio are described in Appendix B to this Agreement. You acknowledge
and agree that you have read and understand these risks.

2) Allocated Accounts and Single Strategy Accounts.

a) MFWM can create a portfolio for you that allocates your assets across stock-based
Model Portfolios or, based on your election, Index-Based Model Portfolios. The
exact allocations will be based on your Profile (as may be adjusted as part of our
Counseling Services for eligible clients) and we will then manage your account
accordingly.

Whether you achieve your investment objective depends largely upon MFWM
selecting the best mix of strategies for your Account. There is the risk that the
MFWM’s evaluations and assumptions regarding our allocation advice may be
incorrect. You acknowledge and agree that you understand the asset allocation
risks associated with your Account, which risks are further explained in
Appendix B.

b) You may choose to reject our allocation advice by first acknowledging receipt of
our guidance. Instead, you may open an account that follows one stock-based
Model Portfolio, with an optional allocation to the Fixed Income Model Portfolio
(for ease of reference, these account structures, which may or may not have an
allocation to Fixed Income, are referred to as “Single Strategy Accounts”). Not all
the Model Portfolios are made available to Single Strategy Accounts, and you
cannot create a Single Strategy Account following an Index-Based Model
Portfolio. You may also choose to adjust the allocations to our recommended
Model Portfolios. Please note, however, that you generally cannot selectively
remove a Model Portfolio entirely from our recommended allocation unless you
choose a Single Strategy Account (subject to the restriction discussed above with
respect to Index-Based Model Portfolios in Single Strategy Accounts). If, at your
request, your Account departs from our allocation advice, you acknowledge
and agree that you are solely responsible for choosing the Account
composition best suited for you.

c) MFWM periodically reviews its asset allocation advice. As part of our annual
rebalancing program, we may, in our sole discretion, modify allocations to Model
Portfolios within your Account to reflect, among other things, the need for reduced
market risks, lower portfolio volatility, a portfolio allocation with fewer or more
asset classes due to fluctuation in account value, or for other reasons that we
believe are in your best interest. While adjustments to allocations during
rebalancing may result in the addition and/or removal of Model Portfolios from

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 your Account, MFWM will only adjust your allocation within the constraints of
your current risk score or objective. For example, a moderate portfolio may be
reallocated based on our capital market expectations, but will remain a moderate
portfolio. You will receive advance notice (typically via email) of allocation
changes five (5) to ten (10) business days prior to rebalancing. If you do not wish
to participate in the MFWM’s rebalancing program, you may opt-out at any time.
You acknowledge and agree that, unless initiated by you (through a Profile
update or, if eligible, through communication with a financial planner), we do
not periodically monitor and adjust your allocations beyond our annual
rebalancing program.

d) In order to further ensure that our advice remains properly tailored, you are
encouraged to promptly update your Profile should any information change with
respect to your risk tolerance, needs or goals. MFWM will annually seek your
confirmation that the information in your Profile remains accurate.

e) For temporary defensive purposes in times of adverse or unstable markets,

economic or political conditions, or if MFWM does not believe, in its exclusive
investment discretion, that there are suitable investments at that time, a portion of
your Account may consist of un-invested cash beyond what would otherwise be
retained in cash for account management purposes. In addition, if a portion of your
Account is allocated to our Hedged Equity Model Portfolio strategy, the various
short strategies utilized by our Hedged Equity Model Portfolio may generate cash.
Although permitted to do so at the portfolio manager’s discretion, MFWM
generally will not create leverage in your Account by reinvesting the cash proceeds
of short sales. As a consequence, you may see a cash balance in your Account after
MFWM executes a short sale. The cash balances associated with short sales act as
collateral for the short position, and you will not earn interest on it. Depending on
the account size and Model Portfolio strategies, amounts of un-invested cash may
be significant. Holding significant amounts of cash may be inconsistent with
your investment strategies, and the Account might not achieve its investment
objective.

3) Suitability. Using your Profile (as may be adjusted as part of our Counseling Services
for eligible clients), we will advise you on whether we think the Program is suitable
for you as well as the appropriate allocation across the Model Portfolios. If you choose
not to follow the guidance provided, you are assuming exclusive responsibility for
determining that the Program and the amount you invest is suitable for you. You agree
not to hold MFWM liable for any losses that arise out of, or are related to, your
decision not to follow our advice.

If you are investing less than $300,000 in our Personal Portfolio Program but you
have combined investable assets of $300,000 or more, we encourage you to
schedule time with a MFWM financial planner to discuss how our Personal
Portfolios fit into your overall portfolio.

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4) Investment Management. MFWM will serve as the exclusive investment adviser to the
accounts in the Program. Personnel of another affiliate, Motley Fool Asset
Management, LLC (“MFAM”) perform the research and portfolio management for the
Model Portfolios. You hereby appoint MFWM as the exclusive investment adviser to
your Account to buy, sell, pledge, lend or otherwise effect transactions in stocks,
bonds, and any other securities, or cash equivalents for you and in your name. You
understand and acknowledge that MFWM will have full discretion to direct and
manage the investment, reinvestment and rebalancing of the assets in your
Account in accordance with the agreed upon allocation to the Model Portfolios,
as we may adjust from time to time.

5) Securities Selection. You acknowledge and agree that our selection of individual
securities is not personally tailored for your Account. Rather, the individual
securities purchased and sold for your Account are based upon and track the
holdings in the Model Portfolio.

If your Account is held at Charles Schwab & Co., Inc. (“Schwab”), your Account will
lack fractional share functionality, which means that your Account will only hold full
shares of the securities that are held in our Model Portfolios. As a result, your Account
may hold more cash due to the inability to purchase full shares (generally applicable
to higher priced securities).

To keep your Account held at Schwab fully invested to the extent practicable, MFWM
previously invested excess cash in ETFs that we believed offered comparable exposure
to the desired asset class (“Replacement ETFs”). Beginning December 22, 2023, we
ceased adding Replacement ETFs to client accounts held at Schwab. Accounts with
Replacement ETFs will be traded out of the Replacement ETF securities, resulting in
the generation of cash. To the extent practicable given an account’s cash balance and
model allocation, the cash generated by the sale of Replacement ETFs will be
reinvested pursuant to that account’s current allocation model. Clients may in some
instances continue to hold the Replacement ETFs for a period of time prior to the
implementation of these trades in their respective accounts, and may continue to hold
additional cash to the extent proceeds from the sale of Replacement ETFs are not able
to be completely redeployed into allocation model securities. No action is required on
the part of clients to effectuate the removal of these securities from accounts. Accounts
custodied at Schwab may hold higher cash balances as a result of these sell transactions
as well as the inability to hold fractional shares in such accounts.

If your account holds Replacement ETFs, you acknowledge and agree that
holding significant amounts of Replacement ETFs will result in deviations from
our Model Portfolios, along with performance dispersion as compared to accounts
held at Interactive Brokers, LLC (“IB”). You further acknowledge that your
Account holding Replacement ETFs will be subject to higher ETF-related fees
and expenses that are passed along to you (as described in Section 4 below).

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6) Basis of Advice. You acknowledge that MFWM performs its own research by
obtaining information from a wide variety of sources. MFWM may utilize research
prepared and distributed by its affiliates, including investment newsletter services
(“Affiliated Research”). Affiliated Research does not represent the sole basis of our
advice, and all investment decisions for your Account are made independently by the
portfolio managers at MFWM. Accordingly, you further acknowledge and agree
that your Account may diverge completely from our affiliates’ respective
strategies and recommendations.

7) Account Minimums, Funding and Dollar Cost Averaging.

a) The account minimums in the Program depend upon the Model Portfolio(s) and
generally start at $6,000. Higher minimums are associated with Model Portfolios
following more sophisticated strategies. MFWM will establish the minimum
investment amount for each Account, which is determined by: (i) the
recommended asset allocation; (ii) applicable Model Portfolio holdings and
strategies; and (iii) the Custodian at which your assets are held.

If you fail to transfer, deposit or maintain the minimum for the Model Portfolios
you are following, your Account may deviate significantly from the model as we
will not be able to make all the trades as dictated by the applicable Model
Portfolios. We reserve the right to cease management of your Account if we
deem there are insufficient funds.

b) Unless we are instructed otherwise, we generally refrain from trading securities in

your Account until you transfer or deposit at least 95% of your indicated funding
amount (the “Anticipated Funding Amount”). This delay in trading is intended to
minimize the transaction and tax costs associated with configuring your Personal
Portfolio account to our Model Portfolios. Upon receiving the required percentage
of the Anticipated Funding Amount (and assuming that your account has been
properly configured by you for trading at your Custodian and your Custodian has
released all funds for investing), we will generally begin placing trades for your
Account within five (5) business days.

c) After the initial investment period, additional investments are subject to a $500
minimum. Additional deposits that are available for investment will be invested
weekly according to our cash sweep schedule. As such, these additional amounts
may remain un-invested (in cash) for a period of up to five (5) business days.
If you want to have additional amounts invested prior to our cash sweep schedule,
you may contact us to request expedited investment.

Cash deposits may not be invested for several reasons, including, but not limited
to: (1) the deposit is debited to pay MFWM’s management fees; (2) there is not
enough cash to successfully effectuate a trade; (3) the cash available in your
account is less than the cash allocation for your account; (4) the existence of trade

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 or ticker restrictions placed on your account to align with one or more of your
financial planning or account management objectives that prevents us from
investing the cash in your account; or (5) if the cash is used to pay down account
margin balances.

d) If you transfer an existing portfolio into your Account, MFWM will sell the
holdings that are not part of the Model Portfolios being followed in your Account
and the proceeds will be reallocated accordingly. Similarly, MFWM may at times
be required to sell or reduce positions in your Account in order to maintain
allocations that are similar to those of the Model Portfolios. You acknowledge
that these transactions may generate unwanted tax consequences, and we
recommend that you consult with your personal tax advisor regarding the
possible consequences of MFWM’s recommendations and security trades.

e) If you have access to our Planner Services and maintain your Account(s) at IB,
you may request that we invest deposited funds monthly over an agreed-upon
period of time (“Dollar Cost Averaging”). Funds that are deposited but marked for
Dollar Cost Averaging will be held in cash in your account pending investment.
You must specify the overall amount you wish to Dollar Cost Average and the
amount to be invested each month. If you deposit more or less than initially
specified, Dollar Cost Averaging will continue at the specified monthly amount
until all funds are invested. During the time that your account is subject to Dollar
Cost Averaging, no additional investment amounts will be invested in the weekly
cash sweep (as described above). If you elect to Dollar Cost Average, you
acknowledge and agree that our management fee will accrue and be payable
with respect to cash balances held in your Account pending investment
pursuant to the Dollar Cost Averaging program, and that you will not earn
interest on those cash balances. Dollar Cost Averaging is not currently
available for Accounts held at Schwab.

8) Reasonable Restrictions

a) You may impose reasonable investment restrictions on the management of your

Account by communicating such restriction(s) to a member of MFWM’s planning
or client experience team. You may also revise your Profile and your investment
restrictions at any time. You acknowledge and agree that such restrictions may
negatively affect your Account’s overall performance. In addition, you
acknowledge and agree that our asset-based fee will accrue and be payable
with respect to those restricted assets. We strongly encourage you to promptly
transfer restricted assets out of your Account.

b) Due to system constraints, the processing of any investment restrictions can take
two (2) to four (4) business days that trading is available. Consequently, there may
be a delay between when a restriction is entered and when it is implemented, which
may result in trades in restricted securities made on your behalf. You acknowledge

9
 and agree that MFWM will not be liable if it trades in a security within four
(4) business days of your placing it on restriction.

c) If your Account is maintained at IB, capital that would have been invested in a
restricted security may be held in cash. You acknowledge and agree that holding
cash may be inconsistent with your investment strategies, and your Account
might not achieve its investment objective. Conversely, if your Account is
maintained at Schwab, capital that would have been invested in restricted securities
will be invested across the remaining unrestricted securities in the associated
Model Portfolio. In both cases, holding restricted securities will result in
deviations from our Model Portfolios.

d) Please note that if you transfer a security into your account that is subject to a
restriction, we will not sell that security and it will remain in your Account.
Similarly, if you subsequently restrict a security that is currently held in your
Account, MFWM will refrain from all trading in that security. We will not sell the
shares you held prior to making the restriction. You understand and agree that
transferring a restricted stock into your Account or placing a stock you presently
hold on restriction will not result in the sale of that security. We strongly
encourage you to refrain from transferring restricted securities into your
Account.

e) If for any reason we deem that the restrictions imposed are unreasonable, we have
the right to cease management of your Account.

9) Account Performance. Please be aware that your Account’s performance may vary
from the returns of the Model Portfolios that you are following. This variance is due to
a number of factors including but not limited to differences in trade prices, transaction
fees, rounding, market activity, restrictions you have imposed, and the amount and
timing of deposits or withdrawals you make to your Account as well as deviations we
have made from the Model Portfolios. You specifically acknowledge and agree that
your investment results under the Program may differ significantly from those of
the Model Portfolios and will likely bear little or no relation to any of the
publications or portfolios of our affiliates.

10) Trading Authorization; Limited Power of Attorney

In connection with your Account, you hereby designate MFWM as your agent and
attorney-in-fact to buy, sell, pledge, lend and otherwise deal in securities and
contracts relating to securities for you. Except as may be provided in this
Agreement, MFWM is authorized to act for you in the same manner and with the
same force and effect as you might or could do solely with respect to purchases,
sales, pledges, loans or trades, as well as for all other things necessary or incidental
thereto. Without limiting the foregoing, it is intended that MFWM will manage all

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 transactions in your Account on your behalf, and that you will not be permitted to
engage in transactions for your Account under the Program.

11) Trade Aggregation and Trade Rotation Policy.

a) Trade Aggregation. MFWM is only able to aggregate orders for client accounts
held at the same Custodian. For applicable accounts at each Custodian, clients
that participate in an aggregated order will participate based on the percentage
allocation of that security in the Model Portfolio, as determined by our
portfolio managers. The share price for each security will be allocated to your
account based on an algorithm on the trading platform of each Custodian. You
acknowledge and agree that deviations may occur in the allocation if your
account: (i) is restricted due to cash limitations; (ii) contains restricted
securities (including those securities that you place on a “do-not-trade”
list); or (iii) any other specific limitations on your account.

When transactions are so aggregated at each Custodian, they may be traded in

multiple blocks and as each deployed portion of the order is filled, it is
allocated among the participating client accounts. Clients in each trade block
get an average price. Consequently, you acknowledge and agree that the
price obtained by you may be less favorable than it would be if similar
transactions were not being made at the same time.

In order to ensure that we can timely trade for your account by, among other
things, including your trades in aggregated orders, you are encouraged to
configure your account as a “margin” as opposed to “cash” account. When an
account is not enabled for margining, we may be required to wait two (2)
business days following the sale of securities for your account before we can
reinvest the proceeds of that sale in additional securities.

b) Trade Rotation Policy. MFWM has adopted a trade rotation policy that is
designed to ensure that we do not trade on behalf of any group of clients in a
manner that unintentionally favors client accounts held at one Custodian over
another. To meet this objective, we have established written trade rotation
procedures. Along with using block trades to aggregate client accounts who
use the same Custodian (as described above), we utilize a rotation schedule,
which lists the trade rotation order used when MFWM places trades among
different Custodians. The rotation schedule is designed as an internal control
to ensure that all client accounts are treated fairly and equitably over time to
the extent it is practicable. Custodians are placed on a daily rotation schedule
with the first Custodian to begin trading on a particular day then moving to the
bottom of the order on the next day, and so on.

The potential impact to execution prices would be movement in the underlying

security (of which the impact could be positive or negative to client accounts

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 held at any particular Custodian in the trade rotation on that trading day). As
such, you acknowledge and agree that where your Account falls in the
rotation could favorably or adversely affect your execution relative to
other clients. However, the nature of trade rotation is intended in the long run
to provide fair placement and execution to all clients across Custodians.

12) Fractional Share Program [IB Accounts Only]. In order to minimize the amount of
un-invested cash in your Account, improve diversification and more closely track
the Model Portfolios, MFWM has a fractional share program that allows you to
purchase securities in dollar amounts rather than full share quantities. Please be
advised that trading in fractional shares has unique limitations, which include (by
way of example only):

Fractional shares are not transferrable. If you close your Account and transfer your
investments to another firm, your fractional shares will need to be liquidated. Upon
the closing of your Account, IB will generally liquidate any fractional shares held
in your Account, and you hereby expressly authorize MFWM, upon the
termination of our advisory services, to facilitate the liquidation of your fractional
shares. Please note, however, that MFWM may not be able to facilitate the
liquidation of fractional shares in connection with the partial transfer of
investments to another firm. Under these circumstances, you must contact IB.

Holding fractional shares may affect your ability to be credited for cash dividends,
stock dividends and stock splits, as a result of limitations on rounding. For
example, if you own .0001 of a share of stock that pays a one cent dividend per
share, your cash balance will not be credited a fraction of a cent.

Fractional share ownership is reflected as a bookkeeping entry, and the rights

attributable to ownership of a full share will not apply. For example, you will not
have voting rights for the fraction of a share owned, even if more than .50 shares
are in your Account.

13) Brokerage Services; Statements.

a) All brokerage services for Accounts, including trade execution, clearing and
custody will be provided by Schwab and IB (Schwab and IB are collectively
referred to as “Custodians,” and each a “Custodian”). Accordingly, as a condition
of participating in the Program, you must be a Custodian account holder or open
and fund an account with a Custodian. The terms and conditions for deposit,
withdrawal of funds, execution services, margin trading, or access to your Account
will be governed by your Custodian in its role as sole custodian and broker. All
claims or disputes regarding custodial and brokerage services and practices
are solely between you and your Custodian. Accordingly, MFWM will not be
liable for any such claims or disputes and your sole remedy in such instances
is against your Custodian.

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 b) You are responsible for Custodian account and transactions fees which will be
deducted from your Account pursuant to your Custodian’s standard practices.

c) Your Custodian will send you or otherwise make available quarterly account
statements as well as trade confirmation notifications. MFWM may also provide
you with periodic reports on market conditions, investment performance and other
investment topics. You are strongly encouraged to compare all statements or
reports received from MFWM against your brokerage account statements
received from your Custodian. Discrepancies between statements or reports
received from MFWM and your Custodian should be reported to MFWM
and your Custodian immediately.

14) Proxies and other Legal Notices. MFWM will not vote proxies for the securities held
in your Account. We also will not advise you or take any action on your behalf in
connection with any legal proceedings involving securities (or the underlying issuers)
currently or formerly held in your Account. You agree that the voting of your shares
and the decision on whether to take part in any legal proceeding is your responsibility.
If the Account is maintained on behalf of a plan subject to Employee Retirement
Income Securities Act of 1974 (“ERISA”), you understand that proxy voting is
considered to be a plan asset and that MFWM, as the investment adviser, has the
obligation to make certain all proxies are voted unless the plan document (not this
Agreement) states that the right to vote proxies has been reserved to the plan trustees.
You represent that the plan document reserves to the plan trustees the right to vote
proxies and that the trustees will maintain exclusive responsibility for determining all
proxy voting decisions.

15) Joint Accounts. If you hold the Account jointly, the terms “you” and “your” as used
in this Agreement refer to all account holders and each joint holder has complete
authority to deal with us as fully and completely as if he or she alone were interested
in this Account and without notice to the other Account owners. Notice to any joint
holder constitutes notice to all joint holders. MFWM may follow the instructions of
any joint holder, without notice to any other Account holder, in every respect.

16) Trusts. If you represent a trust, you certify that you have the power under the trust
documents to enter into this Agreement. If you represent a trust with multiple trustees,
you further certify that each named trustee has complete authority to deal with us fully
and completely as if he or she was the sole trustee. MFWM will send any notice to the
email address on record, which you agree will constitute notice to all trustees. You
further agree to immediately notify MFWM if the authority of any trustee changes in
any manner material to this Agreement including without limitation the accuracy of
any representations made herein.

17) Retirement Accounts. If the Account is maintained on behalf of a plan subject to the
ERISA or an account subject to the Internal Revenue Code of 1986 (the “Code”) (each

13
 type of account referred to herein as a “Retirement Account”), we acknowledge that
we will be acting as a “fiduciary” (as that term is defined in Section 3(21)(A) of ERISA
or Section 4975 of the Code) to that Retirement Account (including with respect to,
among other things, advice we provide in connection with “rolling-over” accounts into
Retirement Accounts under our management), and MFWM will act in a manner
consistent with the requirements of a fiduciary under ERISA and the Code. For
purposes of this Agreement, the term “Retirement Account” covers: (i) “employee
benefits plans” (as defined under Section 3(3) of ERISA), which include pension, profit
sharing or welfare plans sponsored by private employers; and (ii) individual retirement
accounts (“IRAs”) (as defined in Section 4975 of the Code).

With respect to any Retirement Account subject to ERISA, you represent that the
engagement of MFWM, and any instructions that have been given to MFWM with
regard to the Retirement Account, are consistent with applicable plan and trust
documents. You agree to furnish MFWM with copies of such governing documents.
You acknowledge your status as, or that you are duly acting on behalf of, a “named
fiduciary” with respect to the control and management of the assets held in the
Retirement Account, and agree to notify MFWM promptly of any change in the
identity of the named fiduciary. You further acknowledge that the Retirement Account
is only a part of the plan’s assets, and that MFWM is not responsible for overall
compliance of such investments with the requirements of ERISA or any other
governing law or documents. You also agree to maintain appropriate ERISA bonding
for the Account and to include within the coverage of the bond MFWM as may be
required by law.

18) Tax Loss Harvesting. MFWM does not monitor for tax loss harvesting events, nor do
we initiate tax loss harvesting at our discretion. A tax loss harvesting strategy may be
applied at your direction or we may suggest it to you in certain instances as part of your
financial planning services if it is deemed reasonable for your account(s). However,
MFWM will not take any action unless you have agreed to the recommendation.

When facilitating tax loss harvesting, MFWM will sell securities in your account at a
loss to offset potential capital gains, although the type and amount of capital gains will
not be monitored by MFWM for this purpose. If you request tax loss harvesting for
your account, MFWM will sell one or more securities in the account and will reinvest
the sale proceeds into the account’s strategy allocations after approximately 31 days
(calendar days, not trading days) (“wash loss waiting period”). The exact number of
days between sales and purchases conducted pursuant to tax loss harvesting activities
may vary for a variety of reasons and may in certain instances be significantly more
than 31 days. The performance of the securities subsequently purchased may be better
or worse than the performance of the securities that were sold for tax loss harvesting
purposes.

While your affected account is subject to the wash loss waiting period, it will not
participate in updates from our portfolio management team. Fees will continue to
14
 accrue during this time. During the wash loss waiting period, MFWM may use
proceeds from loss transactions to purchase one or more securities to maintain overall
investment of the account. These securities may perform better or worse than the
securities that were sold for tax loss harvesting purposes. Upon termination of the wash
loss period, such securities may be sold as necessary in order to align the account with
the then-current model allocations.

The effective utilization of losses harvested will depend upon your recognition of
capital gains in the same or future tax periods, and in addition may be subject to
limitation. Losses harvested that are not utilized in the tax period in which they were
realized generally may be carried forward to offset future capital gains, if any. In
requesting tax loss harvesting from MFWM, you understand that you should consult
with professional tax advisors or otherwise confirm the consequences of tax loss
harvesting in light of your particular circumstances and its impact on your tax return.
No tax loss harvesting strategy suggested or implemented by MFWM, nor any
discussion with any MFWM personnel related to tax loss harvesting, is intended as tax
advice, and MFWM does not represent that any particular tax benefits or consequences
will be obtained.

You understand that MFWM will only assist with tax loss harvesting for accounts in
the MFWM Personal Portfolio Program. You further acknowledge and agree that you
are responsible for monitoring your account(s) outside of the Personal Portfolio
Program to ensure that transactions in the same security or substantially identical
security do not create a “wash sale.” A wash sale is the sale of a security at a loss
followed by the purchase of the same security or substantially similar security within
30 days of each other. If a wash-sale transaction occurs, the IRS may disallow or defer
the loss for current tax reporting purposes. More specifically, the wash-sale period for
any sale at a loss consists of 61 days: the day of the sale, the 30 days before the sale,
and the 30 days after the sale. (These are calendar days, not trading days.) The wash-
sale rule postpones losses on a sale if the securities are replaced within the wash-sale
period.

The effectiveness of the tax loss harvesting strategy to reduce your tax liability will
depend on your entire tax and investment profile, including purchases and dispositions
in your accounts outside the Personal Portfolio Program, the type of investments (e.g.,
taxable or non-taxable), and the holding periods (e.g., short-term or long-term) of such
investments. Transactions outside the Personal Portfolio Program may affect whether
a loss is successfully harvested and, if so, whether that loss may be used to offset a
taxable gain in the most efficient manner.

3. Trusted Contacts and Powers of Attorney

a. Trusted Contacts

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 As a fiduciary, MFWM is committed to safeguarding the use of your personal information.
However, to allow us to continuously manage your Account in the event of a life-changing
event, such as death, incapacity, or diminished capacity (collectively “Significant Life
Events”), you hereby grant MFWM authorization to obtain information directly from your
Custodian with respect to certain emergency contacts appointed by you from time to time
during your Custodian account application or account update process (collectively, “Trusted
Contact”). By acknowledging and accepting this Agreement, you authorize us to contact
your Trusted Contact following a Significant Life Event if we reasonably believe doing so
is in your best interest. During our discussions with your Trusted Contact, we may provide
them access to your non-public personal information; provided, however, that MFWM
generally refrains from accepting instructions from such Trusted Contact with respect to your
Account unless such Trusted Contract is appropriately authorized as an executor, guardian,
attorney-in-fact or other authorized representative.

b. Powers of Attorney

You understand and acknowledge that MFWM may accept instructions from your
appropriately authorized third-party agent (“Agent”) pursuant to a power of attorney or other
document (“Authorizing Document”); provided, however, that MFWM may, in its sole
discretion upon review of the Authorizing Document, refrain from accepting instructions from
an Agent and, in such case, we reserve the right to cease management of your Account.

MFWM may request that you execute a document, including without limitation a form of
power of attorney to be provided by MFWM, confirming the appointment of an Agent.

4. Fees

a. Advisory Fees

1) Asset-Based Fee. MFWM charges an annual asset-based fee (the “Asset-Based Fee”)
that is calculated as a percentage of the market value of the assets in your Account.
The Asset-Based Fees paid to MFWM is based on the type of strategy and offering
made available to you.

a) Stock-Based Portfolios. The calculation of the Asset-Based Fee for our stock-
based portfolios is detailed in the chart below.

Client’s Aggregate Assets* Annual Fee

First $1,000,000 0.95% of aggregate assets

Amounts over $1,000,000 0.75% of aggregate assets

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b) Index-Based Portfolios. The calculation of the Asset-Based Fee for our index-
based portfolios is detailed in the chart below.

Client’s Aggregate Assets* Annual Fee

First $1,000,000 0.40% of assets

Amounts over $1,000,000 0.30% of assets

* The Accounts that are eligible to be combined for breakpoint purposes (“Aggregate
Assets”) are those accounts in your name or accounts having your same address. If an
Account is in the name of an adult member of your household, that individual generally
must be: (1) your spouse; (2) your parents, grandparents and great-grandparents; (3)
your children, grandchildren, great-grandchildren and their spouses; (4) your siblings
and their spouses; and (5) an individual whose relationship to you, while not listed in
the foregoing, is similar to one of the enumerated relationships. The adjusted Asset-
Based Fee will be applied to all combined Accounts. Please note, however, that you
cannot combine stock-based and index-based Accounts for purposes of
calculating fee breakpoints.

You agree to instruct your Custodian to deduct the applicable fee directly from your
Account. Fees are calculated and accrued daily (based on the daily closing balance of
your Account). MFWM charges the Asset-Based Fee in the subsequent calendar
month, which is debited directly from your Account.

The Asset-Based Fee will begin accruing on the day your Account begins trading. If
you are converting from a Flat Advisory Fee (as described below) to an Asset-Based
Fee, the Asset-Based Fee begins accruing on the latter of: (i) the day after your flat
advisory fee term expires and (ii) the date on which you accept the Asset-Based Fee
disclosures.

Please note that the Asset-Based Fee will accrue and be payable with respect to
assets you restrict from trading. Unlike the Flat Advisory Fee, Asset-Based Fees
paid to MFWM are not refundable.

17
2) Flat Advisory Fee. Certain clients, under limited offerings that are no longer available,
pay a flat advisory fee (the “Flat Advisory Fee”) for access to our Personal Portfolio
Program. The Flat Advisory Fee was payable in advance, and based on the length of
the advisory term selected.

Advisory Term Advisory Fee Refund

1 Year $4,999 Pro-rated refund

3 Years $8,999 Pro-rated refund

5 Years $11,999 Pro-rated refund

Given the nature of the Flat Advisory Fee, at certain assets levels clients may be
paying (on a converted percentage basis) an annual asset-based fee of more than
2%. In some cases, these fees may substantially exceed those charged by other
investment advisers that provide similar services. If, as a result of fluctuations in
asset levels, clients are paying a converted asset-based fee of more than 2% annually,
they are encouraged to: (i) transition to the Asset-Based Fee discussed above; or (ii)
contribute additional assets to their account. With respect to conversions to an Asset-
Based Fee, MFWM will provide a pro-rated refund of the remaining Flat Advisory Fee
balance prior to charging the Asset-Based Fee.

If you are paying a Flat Advisory Fee, you will receive a pro-rated refund if you
terminate this Agreement. Refunds are pro-rated on a monthly basis. Depending on the
terms of a particular offering, you may be provided more favorable refund terms. The
Flat Advisory Fee is not negotiable.

If you are a Motley Fool One subscriber, your subscription grants you access to all our
services except for certain financial planning services. You will not pay MFWM a fee
for use of such services. If you own a Personal Portfolio Account, you will incur some
account-related fees and other fees and expenses as further detailed in this Section 4.

3) Fee Disclosure for Retirement Accounts. In accordance with applicable law, MFWM
is required to provide certain information regarding our services and compensation to
assist fiduciaries and plan sponsors of those Retirement Accounts that are subject to
the requirements of ERISA in assessing the reasonableness of their plan’s contracts or
arrangements with us, including the reasonableness of our compensation. This
information (the services we provide as well as the fees) is provided to you at the outset
of your relationship with us and is set forth in this Agreement (including any fee table
and other exhibits), and then at least annually to the extent that there are changes to
any investment-related disclosures for services provided as a fiduciary under ERISA.

18
 4) Planner Services.

a) Counseling Services. If you are eligible (as described under Section 2.a. above),
Counseling Services are provided free of charge. Counseling Services are ancillary
services provided in connection with investments in our Personal Portfolio
Program and are not independently offered for a separate fee.

b) Financial Planning Services. If you are eligible (as described under Section 2.a.
above), Financial Planning Services are provided free of charge. MFWM does not
offer Financial Planning Services as a stand-alone service for a separate fee.

b. Other Fees. Your Account and the trades we make on your behalf will be subject to the
applicable Custodian’s transaction fees, commissions, account fees and other miscellaneous
charges, as well as applicable taxes. Please consult your Custodian’s website for a full list of
their fees.

c. Underlying Fund Fees and Expenses. Model Portfolios utilized in MFWM’s Personal Portfolio
Program may from time to time include ETFs that are subject to fees and expenses that are
passed along to you. Index-Based Model Portfolios that exclusively utilize ETFs will have
higher fund-related fees and expenses. In addition, stock-based accounts that include
allocations to the International, Fixed Income and Hedged Equity Model Portfolios will have
higher fund-related fees and expenses. Similarly, accounts held at Schwab that invest in
Replacement ETFs, as described above, will have higher fund-related fees and expenses. The
fund-related fees and expenses associated with accounts utilizing these Model Portfolios may
be significant, and could range from 0.10 to 0.15% of assets under management.

5. Custody

Custody and brokerage services are provided by IB and Schwab. You acknowledge that, in the
event that Custodian account documentation purports to give MFWM broad authorization
to transfer funds or securities out of your Account, these authorizations are broader than
those contained in this Agreement, and our authority is specifically limited to the authority
set forth in this Agreement regardless of broader authorization in Custodian documentation.

6. Your Responsibilities

The utility of all our services is highly dependent on the information you provide to us. You
understand that if the information you provide is not accurate, timely and complete, our
recommendations may not be appropriate for your financial goals and needs. Accordingly, you are
required to review your Profile at least annually. However, if there are changes to your financial
circumstances, please do not wait until you are prompted to revise your Profile, which you can do
at any time. You agree that you are responsible for keeping your Profile accurate and up to date.

19
7. Client Representations and Acknowledgements

a. You represent and warrant that:

1) You have the required legal capacity and authority to enter into this Agreement;

2) All the information you have provided (or will provide) in the Profile and, if applicable,
when opening an Account or communicating with a MFWM financial planner
(including information provided through Aggregation Software) is accurate and
complete;

3) You are and will continue to be the owner or co-owner of all your Account assets, and
there are, and will continue to be, no restrictions on the pledge, lending, hypothecation,
transfer, distribution or sale of such assets;

4) If you are opening an Account for someone else, you are authorized to do so pursuant
to the terms of this Agreement;

5) If this is a trust Account, the trust is in existence and you have full authority to enter
into this Agreement and all actions taken by you hereunder are in compliance the trust
documents and applicable law;

6) If the Retirement Account is maintained on behalf of a plan subject to ERISA, (i) the
engagement of MFWM, and any instructions that have been given to MFWM with
regard to the Retirement Account, are consistent with applicable plan and trust
documents, (ii) that appropriate ERISA bonding is being maintained for the Account
as may be required by law and the bonding includes within its coverage MFWM, (iii)
the plan document reserves to the plan trustees the right to vote proxies, and (iv) that
you are, or duly acting on behalf of, a “named fiduciary” with respect to the control
and management of the assets held in the Retirement Account; and

7) If you are opening an Account on behalf of a corporation, partnership, limited liability

company or other separate legal entity, such entity is in valid existence, you have full
authority to enter into this Agreement, and all actions taken by you hereunder are in
compliance with such entity’s organizational and governing documents and applicable
law. Furthermore, the entity for which the Account is being opened is not a
“government entity,” as defined in Rule 206(4)-5 under the Investment Advisers Act
of 1940.

b. You acknowledge that:

1) You have received or otherwise been given access to our Form CRS (Client
Relationship Summary) and Brochure which describe all the services we offer;

20
 2) Our recommendations and/or transactions in your Account may have tax consequences
to you. You are responsible for all tax liabilities arising from transactions and/or other
aspects of the Account;

3) You are sufficiently knowledgeable about investing to understand the risks involved
including the risks that you could lose some or all of your investment and not achieve
your investment objectives, and that past performance is not a guarantee of future
results;

4) If you are not eligible for Planner Services (or, if you are eligible, and elect not to
utilize our Planner Services), you acknowledge and agree that we do not take into
consideration any information you have entered into the Aggregation Software when
making asset allocation recommendations with respect our Personal Portfolio Program.
Asset allocation recommendations will be based solely on your Profile. Furthermore,
you acknowledge and agree that you are solely responsible for any investment
decisions you make based on your use of Aggregation Software;

5) MFWM may aggregate trades for your Account with trades made on behalf of other
client accounts, which may result in the price obtained by you being less favorable than
it would be if similar transactions were not made at the same time; and

6) You are solely responsible for selecting the Custodian for your Account(s). In
connection with deciding upon which Custodian is best suited for your personal
financial situation, you have been provided an opportunity to ask questions of, and you
have received satisfactory answers from, our representatives regarding the different
terms and services offered by each Custodian. Furthermore, you have obtained any and
all additional information you have requested from us, the Custodian and our
respective representatives (to the extent that any such person possesses such
information or can acquire it without unreasonable effort or expense) necessary to
make an informed decision regarding the appropriate Custodian for your Account.

8. Conflicts

a. Pursuant to a shared services agreement, MFAM personnel (solely for purposes of this section,
“Portfolio Managers”) provide research and asset management services to the Personal
Portfolio Program. Portfolio Managers also provide asset management services to ETFs (each,
a “MFAM Fund” and together the “MFAM Funds”) and certain proprietary accounts. Conflicts
of interest arise when a Portfolio Manager has day-to-day portfolio management
responsibilities with respect to more than one fund or account, especially when managing or
providing investment advisory services for other funds or accounts with similar investment
strategies and different (higher) fees. These factors create conflicts of interest because Portfolio
Managers have potential incentives to favor certain funds or accounts over others (including
the Model Portfolios), with the result that other funds or accounts could outperform the Model
Portfolios.

21
 A conflict may also exist if the Portfolio Managers identify a limited investment opportunity
that may be appropriate for more than one fund or account, but the Model Portfolios are unable
to take full advantage of that opportunity because of the need to allocate that opportunity among
multiple funds or accounts. In addition, the Portfolio Managers may execute transactions or
make recommendations for another fund or account that may adversely affect the value of
securities held by the Model Portfolios.

Our Code of Ethics and its ancillary policies and procedures seek to ensure that clients’
accounts are not harmed by potential conflicts of interest. Our policies and procedures are
designed to ensure that fair and appropriate allocation of investments (purchases and sales) are
made among all funds and accounts (including the Model Portfolios), and that neither the
MFAM Funds, Model Portfolios, or other funds or accounts (including proprietary accounts)
can benefit from an informational or trading advantage over the other. Portfolio Managers are
also aware that trades may not be made in one fund or account for the purpose of benefiting
another fund or account. Investment decisions must be made only on the basis of the investment
considerations relevant to the particular fund or account for which a trade is being made.

b. To avoid conflicts of interest, MFWM will not buy MFAM Funds for your Account. Rather, if
you transfer an account into the Personal Portfolio Program that includes a MFAM Fund (or
any other security not in the chosen Model Portfolio), MFWM will sell such investments in
order to purchase the equities in the Model Portfolio you have selected unless you have
restricted those securities.

c. MFWM personnel and Portfolio Managers may also buy or sell securities that MFWM
recommends to Clients, and these persons may have positions in securities that we recommend.
Such investment actions by MFWM personnel and Portfolio Managers pose potential conflicts
of interest in that these persons may benefit from price movements of recommended securities.
Our Chief Compliance Officer monitors the personal securities trading of MFWM’s personnel
and Portfolio Managers for violations of the Code of Ethics.

d. MFWM has no nonpublic knowledge of its affiliates’ respective holdings or recommendations.

The affiliates may recommend or enter into transactions that may be consistent with, or
opposed to, MFWM’s views or any individual Model Portfolio and may adversely affect the
prices of securities held in our clients’ accounts, or the prices at which your Account can
purchase or sell a security.

e. During discussions with our financial planners, they may provide advice with respect to 401(k)
and IRA rollovers into accounts that are managed by MFWM. Such recommendations pose
potential conflicts of interest in that rolling retirement savings into a MFWM managed account
will generate ongoing asset-based fees for MFWM that it would not otherwise receive.

f. You understand that MFWM performs advisory services for other clients, and that MFWM
gives advice and takes actions for other clients that may differ from the advice given, or the
timing or the nature of any action taken on your behalf. In addition, MFWM is not obligated

22
 to buy, sell, or recommend for you any security or other investment that we or our affiliates
may buy, sell, or recommend for any other client or for their own accounts.

g. In order to facilitate our fractional share program, MFWM may, through a proprietary account,
participate in aggregate sale and purchase orders alongside its clients to ensure that aggregate
trades will round out to a whole share. As a result of the operation of the fractional share
program, MFWM may hold fractional shares and may receive dividend payments, if any, in
proportion to its holdings. MFWM believes that the dividend payments it may receive with
respect to its fractional share holdings will be negligible.

h. Pursuant to a shared services and licensing agreement, TMF provides (for direct and indirect
compensation) MFWM with various support services, including accounting, information
technology, human resources, and marketing services (such as assistance with drafting
marketing content and access to prospect lists). If MFWM does not meet profit expectations,
or if other affiliated businesses are more profitable than us, these corporate resources may be
reallocated to other affiliated businesses in order to enhance the overall profitability of The
Motley Fool group of companies. Decreased access to these resources could impair our ability
to grow and improve our business, which could negatively impact the scope and quality of
services that we provide to you. Similarly, any cutback in access to TMF marketing resources
could impact our ability to gather new assets, which could, in turn, affect our ability to achieve
economies of scale and better pricing with respect to third-party services.

i. Custodians make available to us products and services that benefit MFWM, but do not directly
benefit you or our other clients. We receive economic benefits from Custodians in the form of
technology, software, research and other support products and services they make available to
us. While you do not pay more for assets maintained at a Custodian as a result of these
arrangements, MFWM derives an economic benefit from them and, as such, these
arrangements create conflicts of interest. These benefits create an incentive for us to use these
Custodians rather than making such a decision based exclusively on your interest in receiving
the best value in custody services and the most favorable execution of your transactions. We
attempt to mitigate this conflict of interest through a rigorous best execution analysis and
oversight by a Best Execution Committee. Notwithstanding these controls, you should consider
these conflicts of interest when selecting a Custodian.

9. Confidentiality

Except as expressly provided herein or in our Privacy Statement, we will keep your information
confidential, unless we are required to disclose it by law.

10. Standard of Care

We will perform the services described in this Agreement in good faith and in accordance with
applicable law. When providing investment services to Retirement Accounts, we will act as a
fiduciary as defined in ERISA. Provided that we have acted in a manner consistent with our
fiduciary duty under the Advisers Act or ERISA, as applicable, and the terms of this Agreement,

23
 neither we nor any affiliate will be held liable for: (i) any action performed or omitted, or for errors
of judgment made within the scope of the performance of such services; (ii) any loss (however
arising, including negligence) resulting from your direction (including any requested deviation
from our standard services, procedures or policies) or from any information provided by you; (iii)
any losses resulting from following our policies or your reasonable restrictions; or (iv) any act or
failure to act by an unaffiliated third party (including, without limitation, your Custodian). Federal
and state securities and ERISA laws impose liabilities under certain circumstances on persons, even
when they act in good faith, and nothing contained herein shall constitute a waiver or limitation of
rights that you may have under federal or state securities, ERISA, laws, or any other law that cannot
be waived.

11. Termination

a. This Agreement will continue until terminated by a party upon written notice to the other party.
In the event of termination, howsoever occasioned, it may take up to ten (10) days to
disassociate your Account from our Personal Portfolio Program. You acknowledge and
understand that during this interval period, you may accrue asset-based fees. Generally after
disassociation, MFWM will no longer place trades for your Account, nor accept instructions
from you to do so. Upon the termination of our advisory services ongoing trading activities
may continue for a period of time post-disassociation, including the liquidation of fractional
shares in your Account if held at IB.

b. If you are a Motley Fool One subscriber, this Agreement will automatically terminate if you
cease to be a Motley Fool One subscriber. If you wish to continue to utilize our services as a
client of MFWM, you may do so under the terms of a new investment advisory agreement.
Generally, Motley Fool One subscribers and clients currently paying a Flat Advisory Fee will
be required, should they wish to continue utilizing MFWM’s Personal Portfolio services, to
convert their accounts to the Asset-Based Fee upon the expiration of their Motley Fool One
subscription or contract term, respectively, or the termination of this contract howsoever
occasioned.

c. You may terminate this Agreement at any time (without terminating your Motley Fool One
subscription, if applicable) with notice. Similarly, MFWM may terminate this Agreement and
no longer make its services available to you upon written notice to you.

d. If you fail to create and fund an account at your Custodian within a reasonable period of time,
as determined by us in our sole discretion, we reserve the right to terminate our advisory
relationship with respect to our Personal Portfolio service. For the avoidance of doubt, this
provision does not apply to non-discretionary services.

e. The provisions of Sections 9, 10, 13, and 14 will survive the termination of this Agreement.

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12. Client Death or Disability

Death, disability or incompetency will not automatically terminate or change the terms of this
Agreement. However, following a Significant Life Event or under other circumstances, your
executor, guardian, attorney-in-fact, or other authorized representative may terminate this
Agreement by giving written notice to us, with such termination being effective upon our receipt
of such notice.

13. Notices

All notices and other information from MFWM, will be delivered to you in accordance with the
Consent to Electronic Delivery.

14. Mandatory Arbitration

This Agreement contains a pre-dispute arbitration clause. Therefore, all controversies that
may arise between us concerning the advisory services we provide will be determined by
arbitration before a panel of independent arbitrators set up by the American Arbitration
Association. You understand that judgment upon any arbitration award may be entered in
any court of competent jurisdiction.

By entering into this Agreement, the parties specifically agree and are aware of the following;

• The parties are waiving their right to seek remedies in court, including the right to
jury trial.
• Arbitration awards are generally final and binding on the parties; a party’s ability to
have a court reverse or modify an arbitration award is very limited.
• Pre-arbitration discovery is generally more limited than and different from court
proceedings.
• The arbitrators do not have to explain the reason(s) for their award unless, in an
eligible case, a joint request for an explained decision has been submitted by all
parties to the panel at least 20 days prior to the first scheduled hearing date.
• The panel of arbitrators will typically include a minority of arbitrators who were or
are affiliated with the securities industry.

No person will bring a putative or certified class action to arbitration, nor seek to enforce any
pre-dispute arbitration agreement against any person who has initiated in court a putative
class action, or who is a member of a putative class who has not opted out of the class
regarding any claims encompassed by the putative class action until: (i) the class certification
is denied, (ii) the class is decertified, or (iii) the court excludes the client from the class.

15. Miscellaneous

a. MFWM and its investment advisor representatives may transact business only in states where
they are registered, excluded or exempted from state registration requirements. Our services

25
 are made available to United States residents and in certain circumstances, clients living
abroad.

b. Neither party may assign this Agreement without the prior consent of the other party, provided
that we may transfer our rights and obligations under this Agreement to any subsidiary, affiliate
or successor so long as such transaction does not constitute an “assignment” for purposes of
the Investment Advisers Act of 1940 (the “Advisers Act”), as amended.

c. This Agreement will be governed by the laws of the Commonwealth of Virginia but nothing
herein will be construed contrary to the Advisers Act or any rule or order of the Securities
Exchange Commission under the Advisers Act, other federal securities laws, or if applicable
the provisions of ERISA or the Code.

d. If any provision or part of a provision in this Agreement is held to be invalid or unenforceable,

the validity and enforceability of all other provisions in the Agreement will not be affected or
impaired.

e. Our failure to enforce any term or provision of this Agreement is not a waiver of the term or
provision. MFWM may materially amend this Agreement upon written notice to you. Your
continued use our services following our notice will signify your acceptance to any new terms.

f. All section headings are for convenience only and do not form part of this Agreement.

DATE: April 26, 2024

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 APPENDIX A

Category of Service Specific Services

Retirement Savings and Income • Retirement needs analysis

Planning • Develop retirement income and distribution
strategies, including Social Security review
• Analysis of the use of various retirement
plans, including tax-advantaged plans
• Medicare and Medicaid analysis

Investment Planning • Portfolio development and analysis,

including asset allocation and portfolio
diversification strategies
• Analysis of the uses and taxation of
investment vehicles

Estate Planning • Develop strategies to transfer property and

property titling, including the use and
taxation of trusts and intra-family and other
business transfer techniques
• Analysis of sources of estate liquidity
• Gift and estate tax compliance and
calculation

Tax Planning • Income tax analysis, including Alternative

Minimum Tax (AMT)
• Explore tax reduction and management
techniques
• Charitable/philanthropic contributions and
deductions

Risk Management and Insurance • Analysis and evaluation of risk exposures

Planning • Assessment of insurance needs, including
health, life, disability and long-term care,
and assistance finding the most effective
coverage
• Annuities

Education Planning • Education needs analysis

• Review of education savings vehicles and
financial aid options
• Gift/income tax strategies

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 APPENDIX B

RISKS ASSOCIATED WITH MODEL PORTFOLIOS

MFWM may allocate your assets across some or all of the Model Portfolios, each of which embody a
specific strategy or area of focus. As a result, your assets are generally invested in a combination of
strategies and securities. Whether you achieve your investment objective depends largely upon MFWM
selecting the best mix of strategies and investments for you. There is the risk that the MFWM’s evaluations
and assumptions regarding your allocation may be incorrect. Similarly, any imperfections, limitations, or
inaccuracies in Model Portfolios could affect the viability of the Model Portfolio, and the data and research
used to manage the Model Portfolios may be inaccurate and/or may not include the most current information
available.

Even if we get the allocation and Model Portfolios right, all investments (including government debt)
involve risk, and we cannot guarantee the results of any of our advice or account management. Significant
losses can occur from investing in securities, or by following any investment strategy, including those
recommended or applied by MFWM. The financial markets may change, sometimes rapidly and
unpredictably, and you (or MFWM acting on your behalf) may not have the ability to avoid or prevent
losses.

In addition to the risks associated with the strategies employed by MFWM and the investments in your
Account, there are also risks associated with the operations of our business. Operational risk, such as
breakdowns or malfunctioning of essential systems and controls, can impact our ability to perform key
functions, including managing your Account. Personnel and organizational changes can also materially
affect such risks. Similarly, disruptions in the electronic trading and other systems (resulting from system
upgrades or other reasons) and troubles at the exchanges through which orders are executed (resulting from,
among other things, extreme market volatility) could interrupt trading and availability of timely execution
could diminish substantially. If this occurs during periods of volatility, substantial losses may be incurred.

A description of the investment objectives and strategies associated with each of our Model Portfolios can
be found on our website at [Link] The following provides a
discussion of the risks associated with each of our Model Portfolios.

A. Market Risk (All Model Portfolios and Account Level)

General market and economic factors may adversely affect securities markets generally and could,
in turn, adversely affect the value of Model Portfolio investments in stocks, regardless of the
performance or expected performance of companies in which we invest. Periods of unusually high
financial market volatility and restrictive credit conditions, at times limited to a particular sector or
geographic area, have occurred in the past and may be expected to recur in the future.

Some countries, including the United States, have adopted or have signaled protectionist trade
measures, relaxation of the financial industry regulations that followed the financial crisis, and/or
reductions to corporate taxes. The scope of these policy changes is still developing, but the equity
and debt markets may react strongly to expectations of change, which could increase volatility,
particularly if a resulting policy runs counter to the market’s expectations. The outcome of such
changes cannot be foreseen at the present time. In addition, geopolitical and other risks, including

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 environmental (e.g., climate change) and public health risks, may add to instability in the world
economy and markets generally.

As a result of increasingly interconnected global economies and financial markets, the value and
liquidity of a Model Portfolio’s investments may be negatively affected by events impacting a
country or region, regardless of whether the Model Portfolio invests in issuers located in or with
significant exposure to such country or region.

B. Issuer Risk (All Model Portfolios and Account Level)

The value of a security may decline for a number of reasons that directly relate to the issuer, such
as management performance, major litigation, investigations or other controversies, changes in
financial condition or credit rating, changes in government regulations affecting the issuer or its
competitive environment and strategic initiatives such as mergers, acquisitions or dispositions and
the market response to any such initiatives, financial leverage, reputation or reduced demand for
the issuer’s goods or services, as well as the historical and prospective earnings of the issuer and
the value of its assets. A change in the financial condition of a single issuer may affect one or more
other issuers or securities markets as a whole.

C. Account Margin and Leverage Risk (All Model Portfolios and Account Level)

Utilizing margin loans in an account exposes the account to increased risks similar to those
experienced when holding other forms of debt, such as associated interest charges, repayment
obligations, and collateral maintenance requirements, and can significantly increase the risk of loss
in the portfolio due to the expanded value of the underlying investments at risk in comparison to
the underlying assets deposited into the account, which is also known as portfolio leverage.
Portfolio leverage can magnify the impact of portfolio losses dramatically. Losses incurred on
margin must be repaid with underlying account assets, which can quickly be depleted due to
existing leverage in the account. In addition, if sufficient funds are not available in an account to
satisfy a margin call, the custodian may liquidate securities positions to fund the call, which may
result in undesired trading activity and related capital gains or losses.

D. Equity Risk (All Model Portfolios except for Fixed Income Model Portfolio)

The Large Cap Aggressive Growth, Large Cap Core, Hedged Equity, U.S. Small and Mid-Cap,
International, Dividend and U.S. Small and Mid-Cap Dividend Model Portfolios are heavily
invested in individual stocks, which may make it more difficult to preserve principal during periods
of stock market volatility.

Equity Risk in General. The stock of any company may not perform as well as expected, and may
lose value, because of factors related to the company, including adverse developments regarding
the company’s business, poor management decisions, or changes in the company’s industry or
popularity of its goods and services. In the event a company becomes insolvent, stockholders will
generally have lowest priority among owners of that company’s obligations as to the distribution
of the company’s assets. Stocks may also be affected by general market and economic factors, even
when their companies’ respective business fundamentals are unchanged.

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 Small and Mid-Capitalization Companies. The securities of smaller companies may involve greater
risks than do those of larger, more established companies, because the small companies may, for
example, lack the management experience, financial resources, product diversification and
competitive strength of larger companies, and their trading may be more volatile.

E. Dividend Risk (Dividend and U.S. Small and Mid-Cap Dividend Model Portfolios)

While several of our Model Portfolios invest in dividend-paying stocks, the Dividend and U.S.
Small and Mid-Cap Dividend Model Portfolios seek to provide a safe and growing stream of
dividend income. There is no guarantee that the issuers of the stocks will declare dividends in the
future or that, if dividends are declared, they will remain at their current levels or increase over
time. High-dividend stocks may not experience high earnings growth or capital appreciation. A
client’s performance during a broad market advance could suffer because divided paying stocks
may not experience the same capital appreciation as non-dividend paying stocks.

F. Options Trading and Shorts Selling Risk (Hedged Equity Model Portfolio)

Shorting securities or writing option contracts involve additional risks. With short sales and certain
forms of option trades, the risk of loss is hypothetically unlimited as investors who short may be
required to purchase shares to cover at any time, and at any price. Options can be used to create
leverage, which can increase the risk of total loss, since smaller fluctuations in value will have
significant effects on the owner’s portfolio. Writing options and shorting stocks also involves the
risk of timing, where the counter party assigns the option holder shares or forces the short seller to
cover a short, which may not allow the strategy to play out.

G. International Risk (International Model Portfolio)

Foreign and Emerging Market Investments. Investing in securities of foreign companies involves
risks generally not associated with investments in the securities of U.S. companies, including the
risks associated with fluctuations in foreign currency exchange rates, unreliable and untimely
information about issuers, and political and economic instability. Investing in emerging market
countries involves risks in addition to and greater than those generally associated with investing in
more developed foreign markets. In many less-developed markets, there is less governmental
supervision and regulation of business and industry practices, stock exchanges, brokers, and listed
companies than there is in more developed markets. The securities markets of certain countries in
which MFWM may recommend investment may also be smaller, less liquid, and subject to greater
price volatility than those of more developed markets.

Depositary Receipt Risk. American Depositary Receipts (“ADRs”) are typically trust receipts
issued by a U.S. bank or trust company that evidence an indirect interest in underlying securities
issued by a foreign entity. Global Depositary Receipts (“GDRs”), European Depositary Receipts
(“EDRs”), and other types of depositary receipts are typically issued by non-U.S. banks or financial
institutions to evidence an interest in underlying securities issued by either a U.S. or a non-U.S.
entity. Investments in non-U.S. issuers through ADRs, GDRs, EDRs, and other types of depositary
receipts generally involve risks applicable to other types of investments in non-U.S. issuers.
Investments in depositary receipts may be less liquid and more volatile than the underlying
securities in their primary trading market. If a depositary receipt is denominated in a different
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 currency than its underlying securities, a portfolio will be subject to the currency risk of both the
investment in the depositary receipt and the underlying security. There may be less publicly
available information regarding the issuer of the securities underlying a depositary receipt than if
those securities were traded directly in U.S. securities markets. Depositary receipts may or may not
be sponsored by the issuers of the underlying securities, and information regarding issuers of
securities underlying unsponsored depositary receipts may be more limited than for sponsored
depositary receipts. The values of depositary receipts may decline for a number of reasons relating
to the issuers or sponsors of the depositary receipts, including, but not limited to, insolvency of the
issuer or sponsor. Holders of depositary receipts may have limited or no rights to take action with
respect to the underlying securities or to compel the issuer of the receipts to take action.

H. Real Estate Risk (All Model Portfolios)

1. Real Estate Sector Risk. An investment in a real property company may be subject to risks
similar to those associated with direct ownership of real estate, including, by way of
example, the possibility of declines in the value of real estate, losses from casualty or
condemnation, and changes in local and general economic conditions, supply and demand,
interest rates, environmental liability, zoning laws, regulatory limitations on rents, property
taxes, and operating expenses. Some real property companies have limited diversification
because they invest in a limited number of properties, a narrow geographic area, or a single
type of property.

2. Real Estate Investment Trusts (REITS). REITs are pooled investment vehicles that manage
a portfolio of real estate or real estate-related loans to earn profits for their shareholders.
REITs are generally classified as equity REITs, mortgage REITs, or a combination of
equity and mortgage REITs. Equity REITs invest the majority of their assets directly in
real property, such as shopping centers, nursing homes, office buildings, apartment
complexes, and hotels, and derive income primarily from the collection of rents. Equity
REITs can also realize capital gains by selling properties that have appreciated in value.
Mortgage REITs invest the majority of their assets in real estate mortgages and derive
income from the collection of interest payments. REITs can be subject to extreme volatility
because of fluctuations in the demand for real estate, changes in interest rates, and adverse
economic conditions. Similar to regulated investment companies, REITs generally are not
subject to federal income tax on income distributed to shareholders, provided they comply
with certain requirements. The failure of a REIT to continue to qualify as a REIT for tax
purposes can materially affect its value. An investor indirectly bears its proportionate share
of any expenses paid by a REIT in which he or she invests.

I. Fixed Income Risk (Fixed Income Model Portfolio)

1. Fixed Income Risk in General. While often considered to be safer investments, fixed
income securities do carry risks. For example, changes in interest rate levels generally
cause fluctuations in the prices of fixed-income securities. So, if interest rates rise, the
prices of these securities usually fall. Also, subsequent to the purchase of a fixed-income
security, the ratings or credit quality of such security (and that of its issuer) may deteriorate,
which could negatively affect the market price. Depending on the features of the fixed

31
 income investment, other risks such as inflation and lack of liquidity, may affect its market
value.

2. Inflation-Indexed Bonds. Unlike a conventional bond, whose issuer makes regular fixed
interest payments and repays the face value of the bond at maturity, an inflation-indexed
bond provides principal and interest payments that are adjusted over time to reflect a rise
(inflation) or a drop (deflation) in the general price level for goods and services. Although
inflation-indexed bonds seek to provide inflation protection, their prices may decline when
interest rates rise and vice versa. In the event of deflation, the U.S. Treasury has guaranteed
that it will repay at least the face value of an inflation-indexed bond issued by the U.S.
government. However, if an inflation-indexed bond is purchased at a premium, deflation
could result in a loss. Any increase in principal for an inflation-indexed bond resulting from
inflation adjustments is considered by the Internal Revenue Service to be taxable income
in the year it occurs. An ETF holding an inflation-indexed bond pays out (to shareholders)
both interest income and the income attributable to principal adjustments in the form of
cash or reinvested shares, and the shareholders must pay taxes on the distributions.

3. Municipal Bonds. Municipal bonds can be significantly affected by political or economic

changes as well as uncertainties in the municipal market related to taxation, legislative
changes or the rights of municipal security holders, including in connection with an issuer
insolvency. Municipal securities backed by current or anticipated revenues from a specific
project or specific assets can be negatively affected by the inability to collect revenues for
the project or from the assets. Certain municipal bonds may provide exposure to the
transportation industry and utilities sector. The transportation industry may be adversely
affected by economic changes, increases in fuel and operating costs, labor relations,
insurance costs and government regulations. The utilities sector is subject to significant
government regulation and oversight, and may be adversely affected by increases in fuel
and operating costs, rising costs of financing capital construction and the cost of complying
with U.S. federal and state regulations, among other factors.

4. Mortgage-Related and Other Asset-Backed Securities Risk. Mortgage-related and other

asset-backed securities, including mortgage-backed securities, represent interests in
“pools” of mortgages or other assets such as consumer loans or receivables held in trust
and often involve risks that are different from or possibly more acute than risks associated
with other types of debt instruments. Generally, rising interest rates tend to extend the
duration of fixed rate mortgage-related securities, making them more sensitive to changes
in interest rates. As a result, in a period of rising interest rates, mortgage-related securities
may exhibit additional volatility since individual mortgage holders are less likely to
exercise prepayment options, thereby putting additional downward pressure on the value
of these securities and potentially causing holders of these interests to lose money. This is
known as extension risk.

Mortgage-backed securities can be highly sensitive to rising interest rates, such that even
small movements can cause a loss of value. Mortgage-backed securities, and in particular
those not backed by a government guarantee, are subject to credit risk. In addition,

32
 adjustable and fixed rate mortgage-related securities are subject to prepayment risk. When
interest rates decline, borrowers may pay off their mortgages sooner than expected. This
can reduce the returns for holders of these securities because they may have to reinvest that
money at lower prevailing interest rates. In addition, the creditworthiness, servicing
practices, and financial viability of the servicers of the underlying mortgage pools present
significant risks. For instance, a servicer may be required to make advances in respect of
delinquent loans underlying the mortgage-related securities; however, servicers
experiencing financial difficulties may not be able to perform these obligations.
Additionally, both mortgage-related securities and asset-backed securities are subject to
risks associated with fraud or negligence by, or defalcation of, their servicers. These
securities are also subject to the risks of the underlying loans. In some circumstances, a
servicer’s or originator’s mishandling of documentation related to the underlying collateral
(e.g., failure to properly document a security interest in the underlying collateral) may
affect the rights of security holders in and to the underlying collateral. In addition, the
underlying loans may have been extended pursuant to inappropriate underwriting
guidelines, to no underwriting guidelines at all, or to fraudulent origination practices. The
owner of a mortgage-backed security’s ability to recover against the sponsor, servicer or
originator is uncertain and is often limited.

Investments in other asset-backed securities are subject to risks similar to those associated
with mortgage-related securities, as well as additional risks associated with the nature of
the assets and the servicing of those assets. Payment of principal and interest on asset-
backed securities may be largely dependent upon the cash flows generated by the assets
backing the securities, and asset-backed securities may not have the benefit of any security
interest in the related assets. Investments may be made in any tranche of mortgage-related
or other asset-backed securities, including junior and/or equity tranches (to the extent
consistent with other of the Fund’s guidelines), which generally carry higher levels of the
foregoing risks.

J. Exchange Traded Fund and Index Tracking Risk (Hedged Equity, Index-Based and Fixed
Income Model Portfolios)

1. Exchange Traded Fund Risk. Investments in investment companies or other investment

vehicles may include index-based unit investment trusts such as ETFs. Such index-based
investments sometimes hold substantially all of their assets in securities representing a
specific index. With respect to certain strategies, MFWM may use ETFs designed to track
an index as a way of gaining exposure to equity or fixed-income markets, or a particular
segment of such markets.

When MFWM utilizes ETFs, clients will incur their pro rata share of the expenses of the
ETF, such as investment advisory and other management expenses. In addition, clients will
be subject to those risks affecting the ETF, including the effects of business and regulatory
developments that affect ETFs or the investment company industry generally, as well as
the possibility that the value of the underlying securities held by the ETF could decrease
or the portfolio becomes illiquid.

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 ETF shares are listed for trading on a national securities exchange and are bought and sold
on the secondary market at market prices. Although it is expected that the market price of
an ETF share typically will approximate its net asset value (NAV), there may be times
when the market price and the NAV differ significantly. Thus, we may pay more or less
than the NAV when we buy ETF shares on the secondary market, and we may receive more
or less than NAV when you sell those shares. Trading of ETF shares may be halted by the
activation of individual or market-wide trading halts (which halt trading for a specific
period of time when the price of a particular security or overall market prices decline by a
specified percentage).

Certain ETFs may hold common portfolio positions, thereby reducing the diversification
benefits of an asset allocation style. ETFs may engage in investment strategies or invest in
specific investments in which MFWM would not engage or invest directly. The
performance of those ETFs, in turn, depends upon the performance of the securities in
which they invest.

2. Index Tracking Risk. Index-Based Model Portfolios seek to track the performance of an
index (i.e., achieve a high degree of correlation with an index) by investing in ETFs.
However, the return of an ETF may not match the return of its index for a number of
reasons. For example, the return on the sample of securities purchased by an ETF (or the
return on securities not included in the index), to replicate the performance of the index
may not correlate precisely with the return of the index. Each ETF incurs a number of
operating expenses not applicable to its index, and incurs costs in buying and selling
securities. In addition, an ETF may not be fully invested at times, either as a result of cash
flows into or out of the ETF or reserves of cash held by the ETF to meet redemptions.
Changes in the composition of an index and regulatory requirements also may impact an
ETF’s ability to match the return of its index. Index tracking risk may be heightened during
times of increased market volatility or other unusual market conditions.

K. Non-Diversification Risk (All Model Portfolios and Account Level)

Investments in a particular strategy may become concentrated in a small number of issuers. As a

consequence, the aggregate returns realized by a client (either on a strategy or account level) may
be adversely affected if a small number of these investments perform poorly. To the extent that the
MFWM takes large positions in a small number of investments, account returns may fluctuate as a
result of changes in the performance of such investments to a greater extent than that of a more
diversified account.

L. Sector & Industry Concentration Risk (All Model Portfolios and Account Level)

1. Concentration Risk Generally. To the extent MFWM invests more heavily in particular
sectors or industries of the economy, client performance will be especially sensitive to
developments that significantly affect those sectors or industries. While investing in a
particular sector is not a principal investment strategy of any Model Portfolio, client
portfolios may be significantly invested in a sector or industry, such as the information
technology sector, as a result of the portfolio management decisions made pursuant to

34
 MFWM’s investment strategies. MFWM does not place any restrictions on its level of
sector or industry concentration.

2. Communications Sector Risk. Communication companies are particularly vulnerable to

obsolescence of products and services due to technological advancement and innovation
or competitors. Companies in the communications sector may also be affected by other
competitive pressures, such as pricing competition, as well as research and development
costs, substantial capital requirements and government regulation. Additionally,
fluctuating domestic and international demand, shifting demographics, and often
unpredictable changes in consumer preference can drastically affect a communication
company’s profitability. While all companies may be susceptible to network security
breaches, companies in the communications sector may be more likely to be targets of
hacking and potential theft of proprietary or consumer information or disruptions in
service, which could have a material adverse effect on their businesses.

3. Consumer Discretionary Sector Risk. The consumer discretionary sector includes

companies that sell nonessential goods and services, including the retail, leisure and
entertainment, media, and automotive industries. Because issuers in the consumer
discretionary sector manufacture products and provide discretionary services directly to
the consumer, the success of these issuers is tied closely to the performance of the overall
domestic and international economy, commodity price volatility, imposition of import
controls, depletion of resources and labor relations, exchange and interest rates, and
competition. Success depends heavily on disposable household income and consumer
spending, which may be strongly affected by social trends and marketing campaigns.
Consumer discretionary companies may be adversely affected and lose value more quickly
in periods of economic downturns given that the products of these companies may be
viewed as luxury items during these times. Changes in demographics and consumer tastes
can also affect the demand for, and success of, consumer discretionary products in the
marketplace.

4. Consumer Cyclical Sector Risk. Companies in the consumer cyclical sector are largely
impacted by the performance of the overall global economy, changes in interest rates,
fluctuations in supply and demand, and changes in consumer preferences. Success depends
heavily on disposable household income and consumer spending. As a result, consumer
cyclical companies may be adversely affected and lose value quickly in periods of
economic downturns.

5. Information Technology Sector Risk. Market or economic factors impacting information

technology companies and companies that rely heavily on technological advances could
have a significant effect on the value of a Model Portfolio’s investments. The value of
stocks of information technology companies and companies that rely heavily on technology
is particularly vulnerable to rapid changes in technology product cycles, rapid product
obsolescence, government regulation and competition, both domestically and
internationally, including competition from foreign competitors with lower production
costs. Stocks of information technology companies and companies that rely heavily on
technology, especially those of smaller, less-seasoned companies, tend to be more volatile
35
 than the overall market. Information technology companies are heavily dependent on
patent and intellectual property rights, the loss or impairment of which may adversely
affect profitability. Additionally, companies in the technology sector may face dramatic
and often unpredictable changes in growth rates and competition for the services of
qualified personnel.

M. Climate Change Risk (All Model Portfolios and Account Level)

Climate change and regulations intended to control its impact may affect the value of Model
Portfolio investments. Our current evaluation is that the near-term effects of climate change and
climate change regulation on Model Portfolio investments are not material, but we cannot predict
the long-term impacts on Model Portfolio investments from climate change or related regulations.
The ongoing political focus on climate change has resulted in various treaties, laws and regulations
which are intended to limit carbon emissions. MFWM believes these laws being enacted or
proposed may cause energy costs at properties owned by the REITs or other real estate companies
in which the Model Portfolios may invest to increase. MFWM does not expect the direct impact of
such risks to be material to the value of our investments. However, there can be no assurance that
climate change will not have a material adverse effect on Model Portfolio investments.

N. Financial Institution Risk (All Model Portfolios and Account Level)

Actual events involving reduced or limited liquidity, defaults, non-performance, or other adverse
developments that affect financial institutions or other companies in the financial services industry,
including banks and other custodians, or impact the financial services industry generally, as well
as concerns or rumors about any events of these kinds, have in the past and may in the future lead
to market-wide liquidity problems, defaults on financial obligations, non-performance of
contractual obligations, and other adverse impacts on these financial institutions, investors that
deposit funds and securities at these institutions, lenders and borrowers of these institutions, and
other companies in the financial services industry. For example, on March 10, 2023, Silicon Valley
Bank, was closed by the California Department of Financial Protection and Innovation, which
appointed the Federal Deposit Insurance Corporation as receiver. Investor concerns regarding the
United States or international financial systems could result in less favorable commercial financing
terms, including higher interest rates or costs and tighter financial and operating covenants, or
systemic limitations on access to credit and liquidity sources, thereby making it more difficult to
acquire financing on acceptable terms or at all. Any decline in available funding or access to cash
and liquidity resources could, among other risks, adversely impact the ability to meet operating
expenses, satisfy financial obligations, liquidate portfolio holdings, withdraw capital, or fulfill
other obligations, or result in breaches of financial and/or contractual obligations. Any of these
impacts, or any other impacts resulting from the factors described above or other related or similar
factors not described above, could have material adverse impacts on portfolio holdings,
performance, or business operations.

O. Cybersecurity Risk (All Model Portfolios and Account Level)

The widespread use of information technology systems in investing involves a high level of
cybersecurity risk. This risk could be an unauthorized occurrence, or a series of related
unauthorized occurrences, on or conducted through MFWM’s or any of its third-party service
36
 providers’ information systems that jeopardizes the confidentiality, integrity, operability, or
availability of MFWM’s or any of its third-party service providers’ information system or any
information residing therein. A cybersecurity incident can result in the loss or corruption of data,
unauthorized release or misuse of confidential information, and generally compromise MFWM’s
ability to conduct business. It may also result in a third party obtaining unauthorized access to our
proprietary information or clients’ information, including social security numbers, home addresses,
account numbers, account balances, and account holdings. MFWM has limited ability to prevent
or mitigate cybersecurity incidents affecting third-party service providers, and those third-party
service providers may have limited indemnification obligations to MFWM. Cyber incidents
affecting MFWM or its third-party service providers may adversely impact and cause financial
losses to MFWM or its clients. Issuers of securities MFWM invests in are also subject to
cybersecurity risks, and the value of these securities could decline if the issuers experience
cybersecurity breaches.

P. Geopolitical Risk (All Model Portfolios and Account Level)

Geopolitical risks, including those arising from trade tension and/or the imposition of trade tariffs,
terrorist activity or acts of civil or international hostility, are increasing. For instance, military
conflict and escalating tensions globally could result in geopolitical instability and adversely affect
the global economy or specific markets. Similarly, other events outside of MFWM’s control,
including natural disasters, climate change-related events, or health crises may arise from time to
time and be accompanied by governmental actions that may increase international tension. Any
such events and responses, including regulatory developments, may cause significant volatility and
declines in the global markets, disproportionate impacts to certain industries or sectors, disruptions
to commerce (including to economic activity, travel and supply chains), loss of life and property
damage, and may adversely affect the global economy or capital markets and may cause client
assets to decline.

Q. Epidemic, Pandemic, and Public Health Emergencies (All Model Portfolios and Account
Level)

Any public health emergency, including any outbreak of COVID-19, SARS, H1N1/09 flu, avian
flu, other coronavirus, Ebola or other existing or new epidemic diseases, or the threat thereof, could
have a significant adverse impact on investments and could adversely affect our ability to fulfill
your investment objectives. The extent of the impact of any public health emergency on investment
performance will depend on many factors, including the duration and scope of such public health
emergency, the extent of any related travel advisories and restrictions implemented, the impact of
such public health emergency on overall supply and demand, goods and services, investor liquidity,
consumer confidence and levels of economic activity and the extent of its disruption to important
global, regional and local supply chains and economic markets, all of which are highly uncertain
and cannot be predicted. The effects of a public health emergency may materially and adversely
impact the value and performance of your investments. In addition, MFWM’s operations may be
significantly impacted, or even halted, either temporarily or on a long-term basis, as a result of
government quarantine and curfew measures, voluntary and precautionary restrictions on travel or
meetings and other factors related to a public health emergency, including its potential adverse
impact on the health of any such entity’s personnel.

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