Investment Advisory Agreement

1. Parties and Effective Date

This Investment Advisory Agreement (this "Agreement") is entered into between Velira, LLC, a Colorado limited liability company registered as an investment adviser (the "Adviser," "Velira," "we," or "us"), and the person identified in the signature block or electronic-acceptance record (the "Client," "you"). This Agreement takes effect on the date you sign it or accept it electronically and we accept you as a client (the "Effective Date").

This Agreement governs the advisory relationship on the Adviser's advisory tiers — Velira Wealth, Velira Tax, and Velira Estate. Use of the underlying Velira software (included in every tier) is also governed by the Adviser's Terms of Service; for the advisory relationship and the professional services on your tier, this Agreement and the Professional Services & Fiduciary Disclosure control.

2. Advisory Services; Your Tier

The Adviser provides non-discretionary financial-planning and investment advisory services through (a) its software platform — account aggregation, retirement and cash-flow (Monte-Carlo) analysis, Investment Policy Statement and target asset-allocation proposals, tax-aware rebalancing and position-dissolution proposals, income-sleeve sizing, real-estate reallocation analysis, and an AI-assisted assistant — and (b) a dedicated licensed professional assigned to you under your tier.

Your tier determines your dedicated professional(s): on Velira Wealth, a dedicated CERTIFIED FINANCIAL PLANNER™ (CFP®) professional provides personalized financial-planning and investment advice; Velira Tax includes everything in Wealth and adds a dedicated Certified Public Accountant (CPA) for year-round personal tax planning and preparation and filing of your personal Form 1040 (personal returns only — the engagement does not include corporate or partnership returns, bookkeeping, or payroll); Velira Estate includes everything in Tax and adds a dedicated Estate Planner for personal legacy structuring, trust funding and alignment, titling and beneficiary validation, and multi-generational plan maintenance. The scope of each professional service, and the professional standards that apply to it, are described in the Professional Services & Fiduciary Disclosure, which is incorporated by reference.

All recommendations — whether generated by the platform or delivered by your dedicated professional — are proposals you may accept or reject in your sole discretion. The Adviser provides services based on the information you supply and, where you authorize it, data from financial accounts you connect. You may impose reasonable restrictions on the recommendations you wish to receive by notifying the Adviser or your dedicated professional.

3. Non-Discretionary Authority; You Authorize and Execute All Trades

The relationship is NON-DISCRETIONARY. You retain full authority over, and make, every investment decision. The Adviser has no authority to determine which securities to buy or sell, or in what amounts, and will not effect any transaction, without your specific authorization for that transaction. You grant the Adviser no power of attorney and no trading authority.

You hold your assets at broker-dealer(s) and custodian(s) you independently select. You execute every transaction yourself — either (a) manually at your broker-dealer, or (b) by reviewing and approving a specific order that is then routed, only on your approval, to your connected brokerage account for execution through the Adviser's third-party brokerage-connectivity provider (SnapTrade). The Adviser transmits no order without your prior, order-specific approval; every order is executed by and at your own broker-dealer. This routing convenience gives the Adviser no discretion and no ability to hold, move, or withdraw your assets.

4. Fees; Billing; Term

Your fee is the flat annual subscription fee for your selected tier: Velira Wealth — $3,500 per year; Velira Tax — $6,000 per year; Velira Estate — $9,500 per year. Each advisory tier includes the Velira OS software (which, subscribed on its own, is $2,000 per year plus a required one-time $1,000 white-glove onboarding fee and is governed by the Terms of Service rather than this Agreement). If you are a new client, the one-time $1,000 white-glove onboarding fee applies at initial onboarding. All fees are FLAT: the Adviser charges no asset-based (AUM) fees, no performance fees, no hourly fees, and no commissions, and it receives no compensation from any third party for your transactions. There is no free tier and no free trial.

Fees are billed annually, in advance, through the Adviser's third-party billing processor, Stripe, to the payment method you provide; Stripe processes payments as our card processor; Velira is the seller of record and remits any applicable sales tax (via Stripe Tax when enabled). Fees are NOT deducted from, and are not calculated on the value of, your investment or brokerage accounts, and the Adviser cannot withdraw anything from those accounts. Applicable taxes may be added at checkout.

Your subscription renews annually until cancelled, as described in the Automatic Renewal Terms. You may cancel at any time; on termination, any refund or proration of prepaid, unearned fees is governed by Section 10, the Refund & Cancellation Policy, and applicable law. Fee changes take effect only on advance notice and only at your next renewal.

5. Client Responsibilities

You agree to provide accurate, current, and complete information about your financial situation, goals, time horizon, risk tolerance, tax situation (for tax services), and any restrictions, and to update it promptly when it changes. The quality of the advice you receive depends on the accuracy and completeness of that information.

You are solely responsible for evaluating each recommendation, deciding whether to act, and placing, approving, and executing all transactions. You are responsible for selecting and maintaining your own brokerage account(s) and for all charges of your broker-dealer and of any product you purchase. You agree to review the account statements and confirmations your broker-dealer and custodian send you and to compare them with the information shown in the platform.

You represent that you are at least 18 years old, have authority to enter into this Agreement, and own or are authorized to access each financial account you connect.

6. No Custody

The Adviser does NOT take or have custody of your funds or securities. Your assets remain at your own broker-dealer(s) and custodian(s). The Adviser cannot hold, transfer, or withdraw your funds or securities and cannot deduct any fee from your investment or brokerage accounts. The SnapTrade connection routes only orders you have specifically approved and gives the Adviser no access to your assets. You will receive account statements directly from your broker-dealer(s) and custodian(s); review them carefully.

7. Fiduciary Standard

The Adviser is a fiduciary under the Investment Advisers Act of 1940 and owes you a duty of care and a duty of loyalty: the Adviser acts in your best interest and does not place its own interests ahead of yours. Your dedicated CFP® professional is additionally bound by the CFP Board's fiduciary standard. The Adviser's material conflicts of interest are disclosed in its Form ADV Part 2A and Form CRS. Nothing in this Agreement waives or limits any non-waivable obligation the Adviser owes you under the Advisers Act or other applicable law; any provision that would do so is void to that extent (see Section 13).

8. Risk Acknowledgment; No Guarantee

You understand that investing involves risk, including possible loss of principal, and that you should be prepared to bear that risk. The Adviser does not guarantee any result, rate of return, tax outcome, or that any goal or plan will be achieved. Projections and analyses — including Monte-Carlo and survival simulations — are hypothetical estimates built on assumptions and on the information you provide; they are not guarantees, and actual results will differ. Past performance is not indicative of future results.

You acknowledge that the platform uses automated models and artificial intelligence, that such output may be incomplete or incorrect, and that every recommendation is propose-only: you decide, and you execute. Subject to Section 13 (including its preservation of non-waivable rights), the Adviser is not responsible for outcomes of decisions you make, for inaccurate or incomplete information you provide, or for the acts of your broker-dealer or other third parties.

9. Data and Account Aggregation Consent (Plaid / SnapTrade)

To provide the services, the Adviser uses third-party providers, including Plaid, Inc. for read-only financial-account aggregation and SnapTrade for brokerage connectivity and client-authorized order routing. By connecting an account, you authorize the Adviser and these providers to access and use your account information (balances, holdings, transactions) solely to provide the services, as described in the Privacy Policy and the Financial Data Aggregation Consent, each incorporated by reference. Aggregation access is read-only and never allows the Adviser to move money or trade without your order-specific approval. You may disconnect accounts or revoke this authorization at any time as described in those documents.

10. Term and Termination

This Agreement begins on the Effective Date and continues until terminated. Either party may terminate at any time, for any reason, on written notice (including electronic notice); termination is effective on receipt or at a later date the notice states.

You may terminate this Agreement within five (5) business days of entering into it without penalty and with a full refund, to the extent applicable law provides or as the Adviser otherwise honors it. counsel to confirm the cooling-off right's scope and any state-specific requirements — coming soon.

On termination, the Adviser stops providing advisory and professional services, and any refund or proration of prepaid, unearned fees is governed by the Refund & Cancellation Policy and applicable law — because fees are prepaid annually, the treatment of the unearned portion matters and no fee is ever taken from your assets. Termination does not affect obligations that accrued before it or provisions that by their nature survive (including Sections 6, 7, 8, 11, 12, 13, 14, and 15).

11. Assignment; Consent

The Adviser will not assign this Agreement (as "assignment" is defined in the Investment Advisers Act of 1940 and its rules) without your consent, obtained in a manner permitted by applicable law and SEC guidance. This Agreement binds and benefits the parties and their permitted successors and assigns.

12. Confidentiality; Privacy

The Adviser treats your nonpublic personal information in accordance with its Privacy Policy and applicable privacy law (including Regulation S-P / GLBA, as applicable), and discloses it only as you authorize, as needed to provide the services, or as law requires. The Privacy Policy is incorporated by reference.

13. Limitation of Liability; Non-Waiver

Nothing in this Agreement waives or limits any right you have, or any liability the Adviser has, under the Investment Advisers Act of 1940, the Securities Act of 1933, the Securities Exchange Act of 1934, or any other federal or state securities law, or any other obligation that cannot lawfully be limited by contract. Under Section 215 of the Advisers Act, any provision purporting to waive compliance with the Advisers Act is void. Subject to the foregoing, and to the maximum extent permitted by applicable law, the Adviser is not liable for losses arising from your own investment decisions, from inaccurate or incomplete information you provide, from acts or omissions of your broker-dealer or unaffiliated third parties, or from market movements. counsel to settle the final hedge-clause / limitation wording so it cannot mislead a client about non-waivable rights — coming soon.

14. Governing Law

This Agreement is governed by the laws of the State of Colorado, without regard to conflict-of-laws principles, and by applicable federal securities law. Nothing in this Section limits the application of the federal securities laws or the Adviser's fiduciary duty.

15. Dispute Resolution; Arbitration; Class-Action Waiver

Informal resolution first. Before starting a formal proceeding, the parties agree to try in good faith to resolve any dispute by written notice to legal@velirafinance.com and at least thirty (30) days of good-faith discussion.

BINDING ARBITRATION. Except as provided below, any dispute arising out of or relating to this Agreement or the services that is not resolved informally will be resolved by final and binding individual arbitration administered by arbitration administrator — AAA or JAMS — coming soon under its consumer rules, before a single arbitrator, seated in arbitration venue — Colorado county — coming soon or conducted by videoconference. Judgment on the award may be entered in any court of competent jurisdiction. Either party may instead bring an individual claim in small-claims court.

CLASS-ACTION WAIVER. To the extent permitted by applicable law, disputes will be resolved only on an individual basis, and you and the Adviser each waive the right to bring or participate in a class, collective, or representative action.

Your non-waivable rights are preserved. Agreeing to arbitration does not waive any right you have under the federal or state securities laws, including the Advisers Act, to the extent such a waiver would be impermissible, and nothing here limits any regulator's authority. You may opt out of this arbitration and class-waiver provision by written notice to legal@velirafinance.com within thirty (30) days of first accepting this Agreement; if you opt out, disputes proceed in court under Section 14.

16. Electronic Delivery and Communications Consent

You consent to receive this Agreement, the Adviser's Form ADV Part 2A and applicable Part 2B supplements, Form CRS, privacy notices, amendments, and service communications electronically — by posting in the platform, by email, or by other electronic means — in accordance with the Adviser's E-Sign / Electronic Communications Consent and applicable law (E-SIGN and UETA). You represent that you can access and retain electronic records. You may withdraw this consent or request paper copies as described in the E-Sign Consent; doing so may affect your ability to use the services.

17. Receipt of Form ADV and Form CRS

You acknowledge that, before or at the time of entering into this Agreement, you received the Adviser's Form CRS (client relationship summary), Form ADV Part 2A (firm brochure), and the Part 2B brochure supplement for each professional who will advise you, and had the opportunity to review them. Those documents describe the Adviser's services, fees, conflicts of interest, and the non-discretionary, no-custody nature of the relationship.

18. Entire Agreement; Amendment; Severability

This Agreement, together with the documents incorporated by reference (the Terms of Service, the Professional Services & Fiduciary Disclosure, the Privacy Policy, the Financial Data Aggregation Consent, the Refund & Cancellation Policy, the Automatic Renewal Terms, and the E-Sign Consent), is the entire agreement between you and the Adviser regarding the advisory services and supersedes prior understandings on that subject. Where this Agreement conflicts with the Terms of Service on a matter of the advisory relationship, this Agreement controls. The Adviser may amend this Agreement on advance notice as permitted by applicable law; your continued use of the services after the effective date of an amendment constitutes acceptance, except where your affirmative consent is required (including for an assignment). If any provision is unenforceable, the remainder stays in effect, and the unenforceable provision is limited to the minimum extent necessary.

19. Signatures

By signing or accepting electronically, each party agrees to this Agreement as of the Effective Date.

ADVISER — Velira, LLC: By: authorized signatory name — coming soon · Title: signatory title — coming soon · Signature: ____________________________.

CLIENT: Name: client name (completed at acceptance) — coming soon · Date: acceptance date (recorded at acceptance) — coming soon · Signature / Electronic Acceptance: ____________________________.

(For electronic acceptance, your click-through acceptance in the platform — with the recorded date, time, and document version — constitutes your signature under the E-Sign Consent and applicable law.)