This brokerage and research services Client Commission Arrangement (CCA) is part of the firm’s Customer Agreement. Unless otherwise defined in this document, defined terms have the same meaning as in the firm’s Customer Agreement. In the event that any provision of this Supplement conflicts or is inconsistent with any provision of the firm’s Customer Agreement, the provisions of this Supplement shall control for the matters or services related to this Supplement.

• Program Description. The William O’Neil Securities Inc. (“ONS”) brokerage and research services or Client Commission Arrangement program (“CCA”) allows the SEC Registered Investment Advisor (RIA) to receive credits for trades executed for the RIA’s managed accounts through ONS’s trading desk and to use those credits to obtain brokerage and research products from ONS and third-party vendors (“Vendors”). The Program is designed to be consistent with the requirements of Section 28(e) of the Securities Exchange Act of 1934 (“Exchange Act”) and interpretive guidance issued by the Securities and Exchange Commission (“SEC”). For the RIA’s convenience, ONS will send the Investment Advisor a monthly report detailing the transactions executed, the commissions paid, the credits generated, and the aggregate cost or billed amount of brokerage and research services provided to the RIA.
• The RIA’s Responsibilities under the Program. As the firm generates credits through Section 28(e) eligible transactions, the firm may request ONS pay for research services and products the firm have received or wish to receive. Requests must be made in writing and must provide the (a) identity and contact information of the Vendor; (b) a description of the research services the firm received or would like to receive from the Vendor; and (c) the amount to be paid to the Vendor. ONS may separately request that the Vendor directly submit an invoice to us with the information identified above. Upon receipt of the RIA’s request and/or the Vendor’s invoice, ONS will either pay for the requested service promptly, or, in the event, ONS determines that we are unable to honor the RIA’s request, ONS will promptly notify the RIA of our decision. If ONS is not previously familiar with a Vendor’s products or services, ONS may request a more detailed description of such product or service from the RIA or the Vendor
• Representations, Warranties, and Acknowledgments. By participating in the Program and making written requests that ONS pay a Vendor for brokerage and research services, the RIA represent, warrant and acknowledge that: (a) the firm is registered as an investment adviser with the SEC and that the RIA owe legal and fiduciary duties to the RIA’s clients (including a duty to seek best execution of client transactions and to make full and fair disclosure to clients about any soft dollar arrangements) and are otherwise subject to contractual obligations to the RIA’s clients and applicable regulatory requirements; (b) any products and services (or portions of such products and services in the case of “mixed-use” items) for which the RIA seek payment under Program constitute “brokerage” or “research” services as defined in Section 28(e) and related guidance; (c) the products or services for which the RIA seek that ONS pay Vendor for under the Program will provide or have provided the RIA with appropriate and lawful assistance in the investment decision-making process; (d) credits are not the RIA’s customer property or the customer property of the RIA’s managed accounts; (e) the RIA will only use credits to obtain brokerage and research services for accounts over which the RIA exercise investment discretion; (f) the RIA agree to obtain products and services through the Program only in compliance with applicable law (including applicable law in any jurisdiction in which the RIA are domiciled), and any constituent documents or agreements relating to the RIA’s relationship with the firm’s clients; and that ONS is not acting as a fiduciary with respect to any transactions affected by the RIA; (g) the firm have determined that the amount of commissions paid is reasonable in relation to the value of brokerage and research services received; (h) to the RIA’s knowledge, the firm are not affiliated with any Vendor, and the RIA agree to notify ONS promptly if the RIA become affiliated with any Vendor; (i) the firm acknowledge that ONS has agreed to pay for research and brokerage services based the firm directing brokerage business to ONS with respect to accounts over which the RIA exercise investment discretion that will generate credits sufficient to defray the cost of any research or brokerage services the RIA obtain through the Program; and (j) the firm have made all legally required disclosures to clients regarding the RIA’s participation in the Program or other programs that are designed to comply with the requirements of Section 28(e), including without limitation those required under the Investment Advisers Act of 1940, the Investment Company Act of 1940, and the Employee Retirement Income Security Act of 1974.
• Limitation on Liability; Indemnification. (a) The RIA acknowledge that ONS makes no warranty, express or implied, as to the research or brokerage services that the RIA seek payment for under the Program and specifically disclaims any warranty of merchantability or fitness for a particular purpose, and the RIA agree that the firm’s recourse, if any, with respect to any claims arising from the provision of such research, shall be limited to any such claims the RIA may have against the Vendor. (b) The RIA agree to defend, indemnify, and hold ONS, its affiliates, and their respective officers, directors, members, employees, and agents harmless from and against any and all liabilities, damages, judgments, claims, and costs (including without limitation reasonable attorneys’ fees and costs) that arise from ONS making the Program available to the RIA. This provision shall survive termination of this Supplement.