Confidentiality

Performance Trust Investment Advisors, LLC and Performance Trust Capital Partners, LLC (together, along with their affiliates, referred to hereafter as “Performance Trust”) advise clients on the structuring of their portfolios and the purchase of fixed income securities based on a proprietary, multidimensional, fully integrated investment methodology. Other investment advisors and broker-dealers familiar with Performance Trust and the success of Performance Trust’s portfolio management techniques often attempt to determine what securities Performance Trust is recommending. As part of the implementation of its proprietary methodology, Performance Trust will frequently identify a class or sector of fixed income securities that is in limited supply and recommend it to clients.

Performance Trust has observed that when the company’s advice on purchase or sale decisions become known, it influences the price of the securities with which the advice or decisions are concerned. Such disclosure can adversely impact client performance by causing the acquisition price of targeted securities or sectors to be increased or the sales price of clients’ securities being sold to be depressed.

To protect its clients, Performance Trust has adopted this Confidentiality Protocol to be followed by Performance Trust and its clients. By requiring all of its clients to adhere strictly to this Confidentiality Protocol and enforcing its terms, Performance Trust can more effectively serve and protect client interests.

By signing any of Performance Trust’s various forms of advisory or brokerage agreements, executing trades through Performance Trust, reviewing any materials and presentations produced by Performance Trust, or attending any of its educational programs, Performance Trust expects that each such person or entity (hereafter referred to as a “Client,” and together “Clients”) will adhere to the following conditions, as amended from time to time:

1. Performance Trust may disclose to Client proprietary and confidential information including such information regarding certain research, investment methodologies, techniques, practices, strategies and procedures or other similar materials (the “Information”), which includes any written, oral and visual information presented or disclosed to Client, and which may include information regarding proprietary structured securities and other proprietary products created, developed or sold by Performance Trust from time to time (“Proprietary Products”). The term Information shall not include information that: a) is or becomes publicly available through legitimate means not involving any act or omission by Client or its personnel or b) is independently developed by Client without the use of and/or reference to any of Performance Trust’s Information.
2. Client acknowledges and agrees that all research and other materials disclosed to Client by Performance Trust contains Information (including proprietary and confidential copyrighted material of Performance Trust) and Client may not reproduce these materials in whole or part without the prior written agreement of Performance Trust.
3. Client acknowledges and agrees:
1. to use the Information solely for internal use related to its purchase and/or sale of securities for its own account;
2. not to disclose or reveal, directly or indirectly, without the prior written permission of Performance Trust, to any investment advisor, broker-dealer or non-Performance Trust customer, or to any third party or any other individual or entity (except government regulatory agencies) outside Client’s institution, any of the Information including research, methodologies, techniques, strategies for fixed-income investing, procedures or similar information, or other materials previously disclosed or disclosed in the future to Client or any of Client’s employees from Performance Trust, whether oral or written, in whatever form, including through Performance Trust personnel or other Performance Trust customers. This includes but is not limited to methodologies for Total Return scenario analysis, static analysis, interest rate probability weightings, prepayment projections, and effective market value and capital volatility studies;
3. to advise its employees of the confidential nature of the Information and their obligation to comply with this protocol and not to disclose the Information; and
4. to protect the Information from unauthorized use or disclosure.
4. Copies of this Confidentiality Protocol are on file at Performance Trust’s headquarters and are available upon written request by Client. The purpose of this Confidentiality Protocol is not to provide any additional protection or remedy not otherwise retained from other sources, including agreements or bodies of law. Instead, the purpose of the Confidentiality Protocol is to provide an expected framework under which Performance Trust and Client(s) agree to do business going forward.