TERMS OF USE

Ravenstone Research Inc. (referred to herein as "RRI", “TSP Smart” “we” or “us”) is a Colorado corporation.  RRI provides certain free and paid for services, educational, and market information services through its web site located at tspsmart.com (the "Site") and via email, text or other delivery methods (“Services”).

In consideration of RRI (or any of its Affiliates) providing, or continuing to provide, you (you may be referred to herein as “you” or “user”) with access to the Site and the Services, you hereby agree that your use of this Site and any Service shall be expressly pursuant to and conditioned upon your agreement to the following Terms of Use (“Terms”).

1. Acknowledgement of Disclosures and Disclaimers

You hereby acknowledge and agree that:

a.                   Neither RRI nor any of its owners, directors, officers, employees, agents, independent contractors or affiliates (collectively “Affiliates”) are registered as an investment adviser. Rather, RRI and its Affiliates rely upon the "publisher's exclusion" from the definition of "investment adviser" as provided under Section 202(a)(11) of the Investment Advisers Act of 1940 and corresponding state securities laws. The Site and Services are bona fide publications of general and regular circulation offering impersonalized investment-related information to users and/or prospective users (e.g., not tailored to the specific investment needs of current and/or prospective users). To the extent any of the content published as part of the Site or Services may be deemed to be investment advice, such information is impersonal and not tailored to the investment needs of any specific person.

b.                  We will not evaluate your individual financial condition, investment portfolio, investment experience, age, income, tax bracket, risk tolerance, investment objectives or other similar factors (referred to herein as “Individual Financial Requirements”).

c.                   The Site and Services are currently limited to the dissemination of impersonal investment-related information pertaining to TSP Smart’s analyses, together with access to additional impersonal investment-related information and links. By its nature, this analysis does not contemplate the user’s Individual Financial Requirements.

d.                  The Site and Services do not offer and users do not receive initial or ongoing individual personalized investment advice, investment reporting, investment supervisory or investment management services, nor the ongoing review or monitoring of the user's individual investment portfolio.  Rather, the Site and Services are designed solely to provide users with a method to identify and evaluate potential allocation strategies and obtain information on market analysis, current events, trade methodology, and other related information. Therefore, each user hereby agrees that use of the Site or any Service is not a substitute for ongoing individual personalized advice from an investment professional of the user's choosing.

e.                   Each user hereby agrees that he/she/it should independently evaluate and determine whether to act upon any information provided through the Site or Services (including without limitation, individual “suggestions”, recommendations or strategies) based on the user’s Individual Financial Requirements. Further, each user hereby acknowledges that neither RRI nor any of its Affiliates will advise you personally concerning the nature, potential or suitability of any particular trend, security, portfolio of securities, transaction, investment strategy or other similar matter.

f.                    Certain portions of the Site and certain Services (i.e. newsletters, articles, e-mails, commentaries, etc.) may contain a discussion of, and/or provide access to, positions of RRI or its Affiliates or recommendations. Due to various factors, including, but not limited to, changing market conditions, such position, discussion, fund or recommendation may only be valid for a specific moment in time.  Thus, each user hereby agrees to independently evaluate and determine whether to act upon any such information. Moreover, no user or prospective user should assume that any such discussion serves as the receipt of, or a substitute for, individual personalized advice from an investment professional of his/her/its choosing.

g.                   You acknowledge that news, information and performance data available through the Site or any Service is supplied by sources believed to be reliable but that RRI undertakes no responsibility to verify the accuracy or completeness of such information or to update such information. Further, the Site or Services may contain trends, recommendations, opinions, news or information which are incomplete or dated. As markets change continuously, previously published trends, recommendations, news information and data may not be current and should not be relied upon.

h.                   To the extent that the Site or any Service contains a “model allocation”, such model allocation is to be construed as developed based upon a particular investment strategy but not developed for any user’s Individual Financial Requirements.  Further, the actual results of the portfolio, as well as a user’s actual results may differ substantially from the stated investment strategy.

i.                     Past performance may not be indicative of future results. Therefore, no current or prospective user should assume that the future performance of any trend, pick, recommendation, specific investment, investment strategy, product or service made or referenced directly or indirectly through the Site or Services will be profitable or otherwise provide equal historical or anticipated performance level(s).

j.                    Different types of trends, securities and investments involve varying degrees of risk, and there can be no assurance that any specific trend, security, investment or investment strategy referenced directly or indirectly through the Site or Services will be suitable for a user's and/or prospective user's investment portfolio.

k.                  You acknowledge and agree that the Site and Services may contain allocations, recommendations or trends that may be different from those obtained through other portions of the Site or other Services and that third party service providers may, from time to time, have long and short positions in, or buy or sell the securities, or derivatives thereof, of companies referenced through the Site or Services and may take positions inconsistent with the views expressed through the Site or Services.

l.                   The actual results of any trend, pick, recommendation, investment or investment strategy will vary depending on execution time, speed and quality, market liquidity, commissions and other fees, and general market conditions and volatility.

m.                  The Site and Services do not establish a fiduciary relationship.

n.                    The publication of the Site or Services should not be construed by any user and/or prospective user as a solicitation to effect, or attempt to effect transactions in securities by any person or entity.

2. Third Party Service Providers and Information

The Site and/or Services may contain links, references or recommendations to third party services providers. Your use or purchase of any product or service provided by a third party service provider is governed by the terms, conditions and rules imposed by such third party service provider and not by RRI’s Terms. By using any service you are acknowledging that you have reviewed all such terms, conditions and rules and agree to be bound by them. Further, you hereby agree to look only to such third party provider for the provision of such product or service or for satisfaction of any claim you may have related to such product or service. You acknowledge and agree that RRI and its Affiliates shall not be held responsible for the legality, accuracy, or inappropriate nature of any third party product or service or for any loss or damages caused or alleged to have been caused by the use of such product or service.

The Site or Services may contain links, references or recommendations to information, and/or opinions of third parties. We do not control such third parties nor necessarily endorse any such information or opinions, nor have we reviewed or approved any such content. You acknowledge and agree that RRI, and its Affiliates shall not be held responsible for the legality, accuracy, or inappropriate nature of any content, advertising, products, services, or information provided by any third party, nor for any loss or damages caused or alleged to have been caused by the use of or reliance on any such content.

You expressly acknowledge and agree that your use of any third party product, service, information or opinion is solely at your risk.

2.  E-mail

 RRI respects the privacy of its readers and shall not disclose, distribute or rent its E-mail subscriber newsletter list to any unaffiliated third party, nor shall it permit anyone else to do so.

Subscribers will be sent email alerts from a third party listserv when portfolio allocation changes are made and when market Commentaries are updated. However, because of the inherent unreliability of the email protocol itself, the blocking of third party sending servers and the performance of local POP email filters, RRI cannot and will not be held liable for the successful delivery of email alerts. Subscribers need to advise RRI of any suspicion of blocked email so that a complaint can be filed with the particular listserv contractor for possible resolution. RRI will be glad to add one or more alternate email addresses to the alerts listserv for current subscribers.  RRI suggests that subscribers visit the website daily to assure staying abreast of changes in recommendations and market commentary updates.

3.  Ownership and Proprietary Rights

The tspsmart.com website, including all content, media and materials, all software, code, design, text, images, photographs, illustrations, audio and video material, media files, artwork, graphic material, articles, databases, proprietary information, writings, spoken statements, music, video recordings, audio-visual works and recordings, slides, portraits, animated and/or motion pictures, caricatures, likenesses, vocal or other sounds, sound recordings, voices, voice reproductions, computer graphics and visual effects, as well as any accompanying documentation, packaging or other materials, tangible or intangible, and all copyrightable or otherwise legally protectable elements of the tspsmart.com website, including, without limitation, the selection, sequence and 'look and feel' and arrangement of items, and all derivative works, translations, adaptations or variations of same, regardless of the medium, broadcast medium, format or form, now known or hereinafter developed or discovered, and regardless of where produced, on location, in a studio or elsewhere, in black-and-white or in colour, alone or in conjunction with other works, characters, real or imaginary, in any part of the world (all of the foregoing, individually and/or collectively, is referred to herein as "Content"), are the property of RRI and/or its affiliates, and their authorized advertisers, licensors, suppliers, service providers, promotional partners and/or sponsors. All Content on the tspsmart.com website is legally protected, without limitation, under U.S. Federal and State, as well as applicable foreign laws, regulations and treaties. As such, you should assume that all Content contained in the tspsmart.com website is either the copyrighted property of RRI, unless otherwise noted, or is the copyrighted property of third parties.

The brands, names, logos, trade names, trademarks, service marks and other distinctive identifications (collectively "Marks") on or of the tspsmart.com website, including, without limitation, "TSP Smart" and or stylized tspsmart.com logo are the trademarks and intellectual property of and proprietary to RRI. You have no right to use any of these Marks or any confusingly similar marks for any purpose without the express prior written consent of RRI.

4. License and Site Access

RRI authorizes you to access Content and grants you the limited right and license to use the tspsmart.com website solely for your non-commercial, non-exclusive, non-assignable, non-sub licensable, non-transferable and limited personal use and for no other purpose whatsoever. You may download one single hard copy of Content displayed on the tspsmart.com website for non-commercial, personal use only. You must not alter, delete or conceal any copyright or other legal notices contained on the tspsmart.com website, including notices on any Content you display, print or reproduce from the tspsmart.com website. Unless we explicitly and specifically notify you otherwise in writing, you shall not, nor will you allow any third party (whether or not for your benefit) to reproduce, modify, create derivative works from, display, perform, publish, distribute, sell, upload, transmit, disseminate, broadcast or circulate to any third party (including, without limitation, on or via a third party Web site) or otherwise use, any Content without the express prior written consent of RRI.

This license does not include any resale or commercial use of the tspsmart.com website or its Content; any collection and use of any product listings, descriptions, or prices; any derivative use of the tspsmart.com website or its Content; any downloading or copying of membership information for the benefit of another merchant; or any use of data mining, Web scraper, spider, robots, or similar data gathering and extraction tools. The tspsmart.com website or any portion of this site may not be reproduced, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose without express written consent of RRI. You may not frame or utilize framing techniques to enclose any Marks or Content (including page layout, or form) on the tspsmart.com website without our express written consent. You may not use any meta tags or any other "hidden text" utilizing RRI’s Marks without our express written consent. Any unauthorized use terminates the permission or license granted by RRI.

As an express condition of your use of the tspsmart.com website, you warrant to us that you will not use the tspsmart.com website for any unlawful purpose or purpose prohibited by this Agreement or the laws or regulations in the jurisdiction in which you live or reside. Any unauthorized or prohibited use of any Content, including use in contravention of this Agreement, may subject you to civil liability, criminal prosecution, or both. If you violate any part of this Agreement, your permission to use the Content automatically terminates and you must immediately destroy any copies you have made of any of the Content. RRI makes no representation that any Content is legal or appropriate for use outside of the United States of America or that it is authorized for export from the United States of America or for import into any foreign country. You are solely responsible for complying with all import and export laws and regulations and all applicable laws of any jurisdiction inside and outside of the United States of America from which you may access the tspsmart.com website.

5.  ILLEGAL DISTRIBUTION OF ADVISORY INFORMATION

Only the paid subscriber with a currently active website Username and Password may view and use the information contained within the content of the website's advisory service and commentaries. Distribution of said materials to others will not be permitted under any circumstance without the express prior written permission of RRI.

RRI will conduct audits of website access to discover if username and passwords have been compromised. Repeated or frequent website access under a single Username from multiple IP addresses will flag a special usage audit and may result in denied access for that username until a new password can be provided to the subscriber or in the cancellation of that subscriber's subscription without refund if deemed necessary by RRI if deemed necessary.

6. Disclaimer of Warranties

The Site, Services, and any content, product, news, pick, recommendation, information or other data or service contained or referenced therein, or accessed through the Site or Service, is provided "as is" and without representations or warranties of any kind, either express or implied. To the fullest extent permissible pursuant to applicable law, RRI and its Affiliates disclaim all warranties, express, implied or statutory, including, but not limited to, implied warranties of title, non-infringement, merchantability, and fitness for a particular purpose, and all warranties relating to the adequacy, accuracy or completeness of any information available through the Site or any Service.

RRI and its Affiliates do not warrant that your use of the Site or Services will be uninterrupted, error-free, or secure, that defects will be corrected, or that the Site or Services are free of viruses or other harmful components. You acknowledge that you are responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed to access and use Site and Services, and all charges related thereto. You assume complete and ultimate responsibility (and acknowledge and accept all risks) for your use of the Site and/or Services and your reliance on any trends, picks, recommendations, news or other information directly or indirectly provided. No opinion, advice, or statement of RRI or any of its Affiliates, whether made on the Site or as part of any Service or otherwise, shall create any warranty. You use of the Site and Services, and the trends, picks, recommendations and other information and materials provided is entirely at your own risk.

You expressly acknowledge that trends, allocations, recommendations and other information and materials available through the Site or Services may contain inaccuracies or errors, or materials that violate the Terms and that unauthorized alterations could be made to the content available through the Site or Services by third parties. Although we attempt to ensure the integrity of the Site and Services, we make no guarantees as to the completeness or correctness of the Site or Services. Thus, you agree that, even when RRI has had an opportunity to remove or correct such erroneous content, RRI shall have no liability to you (or anyone claiming through you) based upon such erroneous content. Further, you agree that RRI and its Affiliates shall not be liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, or non-performance of third parties.

7. Indemnification

On behalf of yourself and your heirs, successor and assigns, you hereby agree to indemnify, defend and hold RRI and its Affiliates harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees), or other expenses that arise directly or indirectly out of or from:

a.                   Your use of the Site or any Service;

b.                  Your decision to follow or act upon any trend, allocation model, recommendation or opinion received, contained or referenced in or through the Site or any Service or from any third party service provider;

c.                   Any inaccurate, incomplete or erroneous information received, contained or referenced in or through the Site or any Service, whether or not RRI had an opportunity to remove or correct such information;

d.                  Your violation of these Terms; or

e.                   Your violation of any third party service provider terms, conditions and rules and/or the rights of any third party.

8. Limitation of Liability

On behalf of yourself and your heirs, successor and assigns, you hereby acknowledge and accept the limitations of the Site and Services, and agree, as a condition precedent to your access (or continued access) to the Site or Services, that neither RRI nor its Affiliates shall be liable or responsible to you (or anyone claiming through you) for any indirect, incidental, consequential, special, exemplary, punitive or other damages under any legal or equitable theory (including without limitation, contract, tort negligence, strict liability, statute, regulation, rule or other theory) arising out of or relating in any way to the Site or any Service and/or any trend, pick, recommendation, news, information or other content, product or service received or obtained through the Site or any Service, including without limitation any product, service or content from any third party service provided. Your sole remedy for dissatisfaction with the Site or any Service is to stop using it. The sole and exclusive maximum liability to RRI and/or any of its Affiliates in the aggregate for all damages, losses, and causes of action under any legal or equitable theory (including without limitation, contract, tort, negligence, strict liability, statute, regulation, rule or other theory) shall be the total amount actually paid RRI, if any, for access to the Site or Services in the current calendar year in which the alleged damages were incurred.

9. Term and Termination

You acknowledge that the term of your use of the Site or any Service is “at will” in the sole discretion of RRI.  Accordingly, you hereby agree that RRI may, without prior notice to you, terminate your access to and use of the Site or any Service, with or without cause.

10. Changes to the Terms of Use

You acknowledge and agree that RRI may, in its sole discretion and without notice to you change the terms, conditions and/or restrictions contained in these Terms for your use of the Site and/or any Service. Such changes will be deemed effective five (5) business days from their posting on this “Terms of Use” web page. You may not be directly notified of any such change. Accordingly, you acknowledge and agree that it is your responsibility to review this Terms of Use page to determine if changes have been made and their affect on you. Your continued access or use of the Site or any Service after such change shall be deemed acceptance of such changes. You should check this Terms of use page frequently to see recent changes.

11. Other

The provision of this Site and all Services, and performance of all agreement and covenants required by these Terms shall be deemed to be governed by the laws of the State of Colorado without regard to its principals of conflict of laws. Accordingly, you hereby agree to submit to the personal and exclusive jurisdiction of the federal and state courts residing in Colorado for any and all claims arising from your use of the Site or any Service. Those users who access the Site or Services from another jurisdiction hereby waive any jurisdictional, venue, or inconvenient forum objections to such courts. Further, all users hereby waive the right to a trial by jury for any claims arising out of their access or use of the Site or any Service. We reserve the right to limit the availability of the Service to any person, geographic area, or jurisdiction we so desire, at any time and in our sole discretion, and to limit the quantities of any such service or product that we provide.

If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed modified only to the extent necessary to make such provision lawful and enforceable and if such provision cannot be so modified, severed from the Terms; provided that such modification or removal shall not affect the validity and enforceability of any remaining provisions. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained in the Terms is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.