* * UNIFIED MANAGED ACCOUNT PROGRAM DISCLOSURE Booklet. I. Unified managed Account Program Disclosure Booklet

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1 UNIFIED MANAGED ACCOUNT PROGRAM DISCLOSURE Booklet Voya Financial Advisors, Inc. Member SIPC P.O. Box 9270, Des Moines, IA The following contains additional terms, services and conditions of the Unified Managed Account Program and VFA s Investment Policy Statement ( IPS ). Client must receive this document and review with his or her Investment Adviser Representative when discussing the Unified Managed Account Program. I. Unified managed Account Program Disclosure Booklet The Unified Managed Account Program ( Program ) is a managed account program offered by Voya Financial Advisors ( VFA or Sponsor ) on a discretionary and/or non-discretionary basis based on the service provided. The Client hereby appoints Sponsor as its investment adviser to provide the services described herein and Sponsor hereby accepts such appointment. Sponsor and the IAR assigned to this Account shall provide account services for the Program, including an initial consultation to determine the Client s financial situation and investment objectives. Based on the Client s financial situation, goals, objectives, and other information provided by the Client, the Client will be provided with investment recommendations and ongoing investment related services in connection with assets in the Account. Client understands and agrees that any investment recommendations made pursuant to the UMA Program will not be a primary basis for investment decisions relating to this Account, and that he/she is under no obligation to follow any of the recommendations made by IAR. This booklet, the Unified Managed Account Program Disclosure Booklet forms part of and accompanies your Agreement and is incorporated by reference therein. 1. Services Client s IAR will help Client complete an Investment Policy Statement ( IPS ) based on information about Client s financial status, risk tolerance, investment time horizons, and investment objectives. Client s IPS will be used to determine Client s suitability for the Program and to assist Client in setting an appropriate investment objective. Client s IAR will furnish information that may be required in the Program to any third party that is selected to perform services. Client assigned IAR may manage all or a portion (a Sleeve ) of Client s Account. The portion of Client s Account that Client s IAR manages is referred to as the Advisor Directed Sleeve. In managing the Advisor Directed Sleeve, Client s IAR will be solely responsible for the management of the Account as described. Transactions in the Advisor Directed Sleeve will be executed on a non- discretionary basis, meaning the IAR must obtain Client s prior authorization unless IAR or a third party associated with the Program is given written approval for limited discretionary trading authority by the Client. Client may grant such discretionary trading authorization for purchases and sales of securities in an Advisor Directed Sleeve upon approval by VFA and the completion of the Trading Authorization Limited to Purchases and Sales of Securities Form (the Trading Authorization Form ). In addition, Client s IAR may recommend investment in one or more Sleeves managed by an Independent Investment Strategist ( IIS ). The IIS may provide VFA with Mutual Funds, Separately Managed Accounts, ETFs and/or model portfolios ( Model Portfolios ) as directed by Client. The Program includes both IIS Sleeves managed by entities unaffiliated with Sponsor ( Unaffiliated IIS Sleeves ), and IIS Sleeves managed by affiliates of the Sponsor ( Affiliated IIS Sleeves ). Affiliated IIS Sleeves are not available for IRA and ERISA Accounts when the IAR has been granted discretion. With respect to Unaffiliated IIS Sleeves, the terms of limited discretionary trading authority, if applicable, shall be set forth on the Trading Authorization Form. Client acknowledges and agrees that the Client may grant discretionary authority only with respect to Advisor Directed Sleeves or Unaffiliated IIS Sleeves as described above. With respect to all other Sleeves, including Affiliated IIS Sleeves, VFA does not have any discretionary authority over the decision to purchase or sell any investment products in Client s Account; VFA must give the Client the final authority to determine how Client s assets are invested and what investment products to purchase or sell within the parameters and as allowed in the applicable Model Portfolios. For additional information regarding certain authorizations related to Affiliated IIS Sleeves, please see the Affiliated IIS Addendum. Client understands and agrees that the IIS(s) does not possess knowledge of Client s individual circumstances or investment information or provide personalized investment advice to Client. From time to time, an IIS will add and remove investments from its respective portfolios, and will modify the allocation within and/or rebalance the portfolios. Client acknowledges that such modifications will then be effected through the sale of investments in Client s account which may have tax ramifications for Client based on the transactions that result in Client s account. The IAR (or in his/her absence an alternate designated by Sponsor) will be reasonably available during regular business hours to consult with Client regarding Client s financial situation, investment objectives and related matters, provide advice, make recommendations, and execute transactions. Client will receive transaction confirmations and Account statements. Sponsor reserves the right to establish minimum account values in consideration of Client s ability to participate in Program. * * Page 1 of 6 Order # /01/2018

2 I. Unified managed Account Agreement Program Disclosure Booklet (Continued) Unaffiliated IIS s Authority to Modify and Rebalance Portfolios If an Unaffiliated IIS decides to modify a Model Portfolio(s) in an Unaffiliated IIS Sleeve, Client grants discretionary authority to the Unaffiliated IIS to make trading decisions and initiate purchase and sale transactions in Client s Account through the Overlay Manager (as identified below) that are consistent with the modified Model Portfolio. Client understands that a modification may trigger a need to rebalance Client s Account. Client authorizes and directs the Unaffiliated IISs, through the Overlay Manager, to rebalance Client s Account in the event that the portfolio and/or investments within Client s Account fall outside the acceptable allocation ranges determined by the Unaffiliated IIS for the Model Portfolio that the Client has selected. This may entail reducing investments in certain funds and increasing the investment in others. Client acknowledges that these transactions are part of the Model Portfolio and provide authority for the Unaffiliated IIS to implement these transactions through the Overlay Manager on Client s behalf. For information regarding modification and rebalancing of Model Portfolios in Affiliated IIS Sleeves, please see the Affiliated IIS Addendum. Available Investments Portfolios may be managed by Client s IAR and/or IIS(s) and include various asset classes to fulfill the asset allocation of the portfolio. Client has accepted IAR recommendations, and once assets have been transferred into the Account, IAR will initiate the steps necessary, through the Program s Overlay Manager to purchase and or sell securities and/or engage the selected IIS(s) as directed by Client. Client understands and acknowledges that there may be a delay between the time that Client directs the transfer of assets and the time that such transfer occurs. Client may specify any reasonable restrictions on the management of his or her Account, subject to acceptance by Sponsor and the selected IIS(s). For the IIS Sleeve, transactions are initiated in the available investments identified by the IIS(s). All trades will be in the percentages identified in the asset allocation model provided by the IIS(s), unless specified differently by Client. In all purchases, sales, or trades, VFA is authorized to follow the instructions of Client in every respect concerning the Account. Client s IAR will assist Client in selecting an asset allocation model ( Asset Allocation Model ) based upon Client s investment objectives. In determining whether to select a particular Asset Allocation Model, Client should consider all of Client s assets, income, investments, and overall financial situation. IAR may discuss deviations from the Asset Allocation Model proposal with Client, but any decision to adopt or deviate from the proposed allocation remains entirely with Client. Management of the Program assets generally begins when Client delivers the minimum required investment amount. In the event Client delivers a lesser amount, assets will generally not be managed until the minimum is met, and any cash deposited will be invested in a sweep account until the required opening balance is met. Pursuant to the Agreement, Client authorizes that any cash in Client s Account may be invested in a money market fund or bank deposit product under an automatic cash sweep program. Selecting and Monitoring of Independent Investment Strategists VFA has selected certain affiliated and unaffiliated IIS(s) to participate in the UMA Program. VFA has authorized them to develop and manage Model Portfolios. The Model Portfolios are administered by VFA using a third party technology platform. Each Model Portfolio is designed to meet a particular investment goal. In its role as Sponsor and investment adviser of the Program, VFA is responsible for conducting due diligence and selecting the IIS(s) and Model Portfolios to be offered. VFA evaluates IIS(s) based on extensive information provided by that IIS, including descriptions of its investment process, asset allocation strategies, sample portfolios, financials and review of their disclosure brochure(s). VFA also analyzes performance, risk characteristics and management style. In addition to selecting the IIS(s), VFA will provide ongoing monitoring of the Model Portfolios to ensure the IIS(s) are managing them consistent with stated investment policies and strategies. VFA applies the same methodology in our review of affiliated and unaffiliated IIS(s). VFA may terminate the relationship, at its sole discretion, with any IIS and retain one or more new or existing IIS(s) to participate in the Program. 2. BROKERAGE, CUSTODIAL AND ADMINISTRATIVE SERVICES a. Client authorizes and directs Sponsor and IAR on behalf of Client to open a custodial account with respect to certain assets in the Account with Pershing LLC, a subsidiary of The Bank of New York Mellon Corporation, One Pershing Plaza, 4th Floor Jersey City, NJ ( Pershing or Custodian ), and, subject to Section 1, Client directs that all investment and investmentrelated activity in connection with the custodial account and payment of fees as provided in the Agreement shall be effected through the custodial account at Pershing. Pursuant to an agreement between Pershing and Sponsor, Pershing shall execute and clear all transactions, and hold all funds and securities in Client s Account, as directed by Sponsor. Transactions for certain IIS Sleeves may be executed through another clearing broker, however, Pershing will remain the Custodian for all securities. Transactions in the Account may incur additional transaction fees, commissions, and/or other charges. Therefore, the costs to the Client for participation in the Program may be more or less than the cost of purchasing similar services separately. b. There are certain costs not covered by the Asset-Based Fee that Client are responsible for paying. These costs include, but are not limited to, fees and expenses charged by mutual or exchange-traded funds held in Client s Account, termination fees, outgoing account transfer fees, returned checks and/or stop payment fees associated with check writing, margin related fees, and trade correction fees. c. The Overlay Manager places orders for the purchase and sale of securities in accordance with the portfolio(s) selected with respect to Client s program assets and rebalances the Account. d. IAR, IIS(s), and Overlay Manager may share in a portion of the Asset-Based Fee and may pay a portion of its compensation to a third-party investment adviser. Page 2 of 6 Order # /01/2018

3 I. Unified managed Account Agreement Program Disclosure Booklet (Continued) e. Sponsor or Overlay Manager may, but is not required to, aggregate orders for the sale or purchase of securities for the Account with orders for the same security for other clients, including its employees and their related persons. In such cases, each Account will be charged or credited with the average price per unit and, where applicable, with brokerage costs and other fees. f. As permitted by applicable law, Sponsor may act as agent or as principal for its own account in transactions with respect to the Account. Client expressly authorizes Sponsor to effect agency cross transactions (i.e., transactions for which Sponsor or an affiliate acts as a broker for both parties in a transaction), which may result in conflicting loyalties. Client may revoke this authorization to effect agency cross transactions at any time by written notice to Sponsor. g. With Client s prior authorization and consent, Sponsor may engage in and execute riskless principal transactions in bonds (fixed income securities) on Client s behalf. A riskless principal transaction is one where Sponsor has received an order from Client to purchase or sell a bond and then Sponsor purchases or sells the bonds to or from a dealer in its principal trading account and immediately purchases or sells the bonds to or from Client. Client may revoke this authorization to effect riskless principal transactions at any time by written notice to Sponsor. Purchasing and selling bonds to Client in a riskless principal transaction may present conflicts of interest. While Sponsor does not maintain any inventory of bonds, it does use the services of, relies upon, and purchases or sells the bonds that it purchases and sells to Client from its clearing firm, Pershing, and other bond dealers who may maintain inventories of certain bonds. Pershing and other bond dealers have a financial incentive to purchase or sell those bonds. In addition, Sponsor does not search all bond dealers that may have those or similar bonds available for Client to purchase or sell at higher or lower prices. Sponsor addresses these conflicts by verifying that its clearing firm or other bond dealers it purchases or sells bonds to or from have provided Client with best execution price for the bonds Client purchased or sold. Sponsor also periodically verifies and compares the prices of other bond dealers to ensure its clients are receiving the best execution price. Additionally, since Sponsor does not maintain inventories of bonds, and only purchases or sells the bonds to Client when Client authorizes it to enter an order on Client s behalf, Sponsor receives no additional financial incentive for Client s purchase or sale of the bonds. Please refer to Sponsor s Form ADV Part 2A Disclosure Brochure for more information regarding conflicts of interest. h. Custodian shall maintain sole custody of assets in the Account and perform such custodial functions, including, but not limited to, crediting of interest and dividends on Account assets and other custodial functions customarily performed with respect to securities brokerage accounts. The Client shall retain ownership of all cash, securities, and other instruments in the Account. i. IAR, Custodian, Overlay Manager and IIS(s) are expressly precluded from taking any action or rendering any advice to Client with respect to the voting of proxies nor may they exercise or make any recommendations as to the exercise of any option, warrant or other right or privilege associated with the securities and other property solicited by, or with respect to, the issuers of any securities held in Client s Account. Client retains the authority and responsibility to vote proxies in Client s Account. IN addition, Sponsor and Custodian have no obligation to render advice or take any action with respect to securities or other investments, or the issuers thereof, which become subject to any legal proceedings, including bankruptcies. 3. INVESTMENT IN AFFILIATED PRODUCTS Client authorizes that, in addition to the money market funds in the Agreement and subject to Section 1 herein, all or part of the Account may be invested in Affiliated IIS Sleeves and/or shares of one or more mutual funds or similar pooled products for which an affiliate of Sponsor serves as investment adviser or other service provider ( Affiliated Product ) and Sponsor believes that investment in the Affiliated IIS and/or Affiliated Product(s) is suitable based on yield, risk, charges, nature of investment program, liquidity, and other relevant factors, based on Client s financial situation and investment objectives. An affiliate serving as an investment adviser or other service provider to an Affiliated Product will receive a management fee from the Affiliated Product as set forth in the Affiliated Product s prospectus, and may receive other compensation in connection with the operation and/or sale of shares of the Affiliated Product, to the extent permitted by applicable law. Similarly, an affiliate of Sponsor acting as the Affiliated IIS may receive compensation for managing a Model Portfolio. Client understands that Sponsor has a financial incentive for customers to invest in Affiliated IIS Sleeves and/or Affiliated Products over other investment options available under this UMA Program because Sponsor or its affiliates receive fees in connection with the use of Affiliated Products. By executing this agreement, Client has consented to the inclusion of the Affiliated IIS(s) and/or Affiliated Products in the UMA Program. Client may revoke this consent at any time. Any assets invested in Affiliated IIS and/or Affiliated Products are included in the Asset-Based Fee calculation described in your Agreement and no portion of any Affiliated Product s advisory, administrative, service, or other fees or fees paid to an Affiliated IIS will be offset against this Asset-Based Fee. For additional information, please see the Affiliated IIS Addendum. 4. OVERLAY MANAGER AND PORTFOLIO REBALANCING Client acknowledges that the current Overlay Manager for the Program is FDxAdvisors, Inc. ( Folio ), an independent investment adviser, who Sponsor has authorized to act as the Overlay Manager for Program Accounts, and Client authorizes VFA to delegate this authority to Folio. Client authorizes the Overlay Manager to have trading authorization to place orders for the purchase and sale of securities in accordance with the portfolio(s) selected with respect to Client s Program Assets and to rebalance the Account. On a quarterly basis, the Overlay Manager will rebalance Client s Account whenever Client s Account moves plus or minus ten percent (10%) from the target allocation. In addition, the Overlay Manager may rebalance Client s Account when the IIS changes the target asset allocation percentages within a Model Portfolio or when additional funds are deposited or withdrawn from the Account. Page 3 of 6 Order # /01/2018

4 I. Unified managed Account Agreement Program Disclosure Booklet (Continued) 5. CLIENT S RESPONSIBILITIES Client recognizes that the value and usefulness of the advisory services provided by Sponsor will be dependent upon information that Client provides and upon Client s active participation in the formulation of the Account s investment objectives. Client will complete a Risk Tolerance Questionnaire with the assistance of the IAR. Client will also provide copies of documents as Sponsor may reasonably request, in order to facilitate evaluation and implementation of the Client s investment plan. Client shall advise IAR or Sponsor promptly and in writing if the Client s financial situation or objectives change. In addition, Client will notify Sponsor if Client wishes to impose reasonable restrictions on the management of the assets in the Program; provided however, that Sponsor may refuse to accept or to continue to manage such Program assets, as the case may be, if it determines such restrictions are unreasonable. If Client refuses to modify or withdraw such restrictions after Sponsor has notified Client that the restrictions are unreasonable and given Client an opportunity to withdraw or modify the restrictions, then a Client Account will not be opened, or in the case of an existing Account, such Account will be closed and (i) Sponsor will no longer be responsible for implementing investment decisions for the Account, and (ii) all holdings will be transferred into a brokerage account in Client s name held through Sponsor. Client acknowledges that any restrictions Client imposes may cause Sponsor to deviate from investment decisions associated with implementing an appropriate portfolio and, accordingly, may affect performance. 6. COMPENSATION/FEES a. Payment Schedule and Account Valuation: The Client shall pay the Asset-Based Fee quarterly or monthly in advance. The first payment is due when a deposit or transfer occurs in the Account and will be based upon the opening value of the Account. The first payment will be prorated if this Agreement is executed at any time other than on the first day of a calendar quarter or month. Subsequent Asset-Based Fees are determined on the first day of each calendar quarter or month based on the portfolio value of the Account assets as of the close of business on the last business day of the preceding quarter or month and are payable in advance (except as otherwise provided in Section 7 with respect to assets deposited during a quarter or month). Portfolio value of the Account for purposes of this Agreement will be determined by Pershing in accordance with its normal practices and procedures and such determination will be binding on the parties to this Agreement absent bad faith or manifest error. b. Miscellaneous Fees: Miscellaneous Fees are clearing related fees and other charges imposed by the Custodian in connection with Client s Account that are not covered by the Asset-Based Fee. These fees are unique to Client s Account activity and include, but are not limited to, wire transfer fees, transfer fees, and any other service charges assessed by Custodian at an individual Account level. Please consult the Custodian s fee schedule for more information. c. Other Fees and Compensation: Certain of the mutual funds in which Program assets are invested, including Affiliated Products, may distribute payments from the funds assets to broker-dealers pursuant to a 12b-1 distribution plan or other such plan as compensation for distribution, shareholder services, record keeping, or administrative services. Sponsor may receive payments from the funds or other compensation from the sponsors of such mutual funds. Such fee arrangements typically are disclosed in a fund s prospectus. Pershing assesses annual custodial fees on retirement accounts, such as IRAs. This fee may vary depending on the types of investments held in the account. For example, accounts that hold mutual funds may be assessed a lower custodial fee than accounts that hold stocks and bonds. In addition, Pershing charges termination fees on retirement accounts and transfer out fees on non-retirement accounts. Clients should refer to their agreement with Pershing for further information regarding custodial, termination, or transfer fees. The Account may pay charges imposed by third parties for investments held in the Account or transaction-related taxes or fees and other fees or taxes required by law. Additional information on fees and compensation and related conflict of interest is contained in Sponsor s Form ADV Part 2A Disclosure Brochure. d. Minimum Account Value: A minimum account value of $100,000 or $250,000 for a portfolio that consists of fixed income securities is generally required for the UMA Program. Prorated charges or refunds of fees will be assessed on additions or withdrawals greater than $10,000 and will be processed at the beginning of the calendar quarter or month following the addition or withdrawal. 7. ADDITIONS AND WITHDRAWALS Client may make additions to or withdrawals from the Account at any time, subject to Sponsor s right to terminate the Account if it falls below the minimum account value as determined by Sponsor or as otherwise provided in Section 11 in the Agreement. Additions may be in cash or securities, provided that Sponsor reserves the right to decline to accept particular securities into the Account or to impose a waiting period before certain securities may be deposited. If cash or securities are accepted for management in the Account during the quarter or month, a prorated Asset-Based Fee based on the value of the assets will be charged. Client may request periodic withdrawals; and alternatively, may withdraw Account assets subject to the usual and customary securities settlement procedures. Client acknowledges that he or she is responsible for any charges, including contingent deferred sales charges, surrender charges, or redemption fees, that apply to redemptions or liquidations of securities held in the Account. Clients will receive a prorated refund of unearned fees based on the amount of any assets withdrawn during the quarter or month. No Asset- Based Fee adjustment will be made due to market appreciation or depreciation in Account asset value during that period. Page 4 of 6 Order # /01/2018

5 I. Unified managed Account Agreemen Program Disclosure Booklet (Continued) 8. RISK CONSIDERATIONS Investment performance is not guaranteed and past performance is not indicative of future performance. Client understands that there can be no assurance that Client s investment objective will be achieved nor that Client s Account assets will not lose value. VFA makes no representations as to the success of any Sleeve or Model Portfolio. Client acknowledges that VFA, IAR, Overlay Manager and IIS(s) make no guarantee of profit or offer any protection against loss on any Program and that all purchases and sales of securities shall be solely for the Account and at the risk of the Client. All investments have risks, including the risk of loss of Client s principal investment. While VFA, the IAR and respective IISs seek to balance potential for investment gain against the risk of loss, Client understands and agrees that there is risk in these investments, as is outlined in the Sponsor s Form ADV Part 2A Disclosure Brochure and in the prospectus and offering documents of the underlying investments. While the use of the UMA Program and Model Portfolios developed by the IISs can help manage this risk, there have been periods in the past where markets in general and individual investments have lost value and there will be similar periods in the future. VFA emphasizes, and Client acknowledges, that investment returns, particularly over shorter time horizons, are highly dependent on trends in the various investment markets. Thus, VFA s respective investment advisory services are generally suitable for longer-term investment objectives or strategies, rather than for shorter-term trading purposes. Client understands that there is no guarantee that Client s investment objectives will be achieved. 9. NOTICES All written notices to any party under this Agreement shall be sent to such party by hand, first class mail, facsimile transmission, or by certified mail, return receipt requested, at the addresses set forth below, or such other address as such party may designate in writing to the other. To Sponsor: To Client(s): Voya Financial Advisors, Inc. All written notices to Client(s) will be sent to the then current Attention: Brokerage Operations Department address of record on the Account 699 Walnut St, Ste Des Moines, IA II. The Investment Policy Statement Summary of the Investment Policy Statement (IPS) The purpose of the Investment Policy Statement ( IPS ) is to outline an investment allocation strategy that meets the Client s stated goals and objectives while taking into consideration the identified risk tolerance level, time horizon, needs and preferences. Information on the investment management process and investment goals are explained in the following paragraphs. A written investment policy is meant to assist the Client and Investment Adviser Representative ( IAR ) adhere to a disciplined, investment strategy to establish, manage and set reasonable expectations of an agreed upon investment strategy(ies). It describes Client responsibilities and the responsibilities of the IAR and encourages effective communication. The IPS is not a part of the Client s Agreement, nor does it represent a commitment, but rather it establishes the guidelines, including methods, strategies and investment criteria that will be used in the management of the Client account. This IPS should be reviewed in conjunction with the Client Information Form, the investment information, the Investor Channel UMA Account Agreement and Risk Tolerance Questionnaire to help ensure consistency. If the Client goals and/or objectives change, the IAR should refer to and review this IPS and the Client asset allocation strategy. This IPS and related account documentation should be reviewed between the Client and IAR on at least an annual basis. Finally, there can be no guarantee about the attainment of intended goals or objectives. Objectives and Time Horizon A portfolio constructed with Client specific goals, needs and constraints in mind is intended to help keep downside potential within the identified level of risk-comfort of the Client. The objectives are developed based on information the Client provided about financial goals, financial resources, risk tolerance and time horizon: To balance investment risk consistent with risk tolerance and maximize return potential at that risk level. To consider financial goals and time horizon. To maintain a prudent diversification of the portfolio assets. To work toward achieving financial goals when each is expected to occur. To periodically monitor and review the portfolio. The investment strategy developed and recommended by the IAR is based on information provided by the Client on the Client Information Form, the Unified Managed Account Program Advisory Account Agreement and Risk Tolerance Questionnaire. Page 5 of 6 Order # /01/2018

6 II. The Investment Policy Statement (Continued) Risk Tolerance Client understanding of the ability to tolerate market fluctuations is important in designing the portfolio. The Client ability to tolerate the uncertainties, complexities and volatility inherent in the investment markets is considered in the development of the Client s intended investment strategy. The risk profile is developed in part based on data the Client furnished, including information about their time horizon and other factors. Some of the factors that influence the Client risk tolerance assessment are present financial condition, financial ability to accept risk, future financial goals, discretionary income and its variability, willingness to accept return volatility, and other factors. These factors, combined with personal risk tolerance indicate the Client s ability to accept investment risk in order to meet long-term financial goals. The Client understands that higher returns may involve more volatility and has indicated by information provided a willingness to tolerate some declines in the value of the portfolio in order to achieve those returns. The Client risk tolerance is reflected on the the Unified Managed Account Program Advisory Account Agreement and Risk Tolerance Questionnaire, which will be reviewed annually. Asset Allocation Based on Client financial resources, financial goals, time horizon, tax status, holding limitations, risk tolerance and expected investment performance, a recommended portfolio will be determined. The asset allocation recommended is based upon the level of risk the Client has indicated a willingness to accept. This allocation may consider the correlation of returns among different investments in the portfolio. A tactical strategy may be utilized for a portion of the assets. No guarantees can be given about future performance, and the IPS should not be construed as providing such guarantee. Selection Criteria Investment products used to implement the investment program will be subject to an investment selection criteria process. The following criteria may be used in the selection of investments: Past performance, considered relative to other investments having the same investment objective. Consideration may be given to both performance rankings over various time frames and consistency of performance. Costs relative to other mutual funds or investments with similar objectives and investment styles. Assets under management of a proposed mutual fund. Length of time a mutual fund has been in existence and tenure of the current manager. Historical volatility of the investment compared with similar investments. A mutual fund s adherence to a clearly articulated investment philosophy and style. Price of the investment. Rating of the investment assigned by a third party rating or research entity. Certain investment options may not be available including, but not limited to currencies, limited partnerships, precious metals, commodities, futures, options, and penny stocks. Recommendations for general securities and bonds may be based on information and analysis obtained from various sources, including research materials prepared by others, corporate rating services, and annual reports, prospectuses, corporate filings with the Securities and Exchange Commission, company press releases, financial newspapers and magazines. Expected Performance The expected portfolio return is based on the performance of each investment and its percentage weighting in the account. It is understood that there can be no guarantee about the performance of the Client s portfolio. The actual portfolio return may also be reduced by the deduction of advisory, money management, custodial, transaction and other fees. Page 6 of 6 Order # /01/2018