TERMS AND CONDITIONS OF USE

Last updated: May 6, 2021

These Terms and Conditions of Use and Privacy Policy (together, these “Terms”) govern the use by subscribers, users, readers and/or listeners (“you” or “your”) to either or both of our Services (as defined below), which are published by Resource Insider and/or Ivaldi Venture Capital Ltd. (together, “Resource Insider,” “we”, “our” or “us”) and made available on Resource Insider and/or www.resourceinsider.com and any of our other websites that link to these Terms (“Sites”).  Please read these Terms for important Disclaimer information relating to our Sites and Services.

1. Acceptance of Terms

Resource Insider values and respects its subscribers and strives to succeed in its mission of educating people about investment opportunities in the mining and natural resources sector.  In addition to essays, stories and interviews that illustrate, analyse and/or discuss important ideas, events, companies and/or opportunities in the natural resource sector, we analyze and/or discuss a wide range of industry-specific and company-specific growth strategies, the various corporate vehicles and financing structures used to effect such growth strategies, and the companies that we have invested in and why.

In accordance with these Terms and Conditions of Use, which hereby incorporates our Privacy Policy in full, Resource Insider does this through offering educational and informative products, videos and webcasts, research reports, email communications, seminars and event, online and in-person chats, Slack boards, and other content on the ResourceInsider.com website or on any other websites and mobile applications owned and operated by us or our affiliates that link to these Terms (collectively, “Services”).  Our Services include information delivered via free content made available on or through our Sites (the “Free Service”) and premium content which you, the client, pays for through a subscription (the “Paid Service”).

Please review the below to more fully understand the Services that we offer, the risks inherent in any investment, and Resource Insider’s role as a provider of educational content and publisher of stock picks and other investment ideas.

By using any of our Services, you accept and agree to comply with these Terms. PLEASE READ THESE TERMS CAREFULLY BEFORE USING OR SUBSCRIBING TO OUR SERVICES. If you do not agree to these Terms, please do not use or subscribe to our Services.

We may revise these Terms from time to time. You should review these Terms periodically for changes.

2. Right to Use Services

Parts of the Sites (and certain Services contained or accessible therein), including parts relating to the Paid Services, may only be accessed with a User ID and Password. YOU AGREE THAT SUCH ACCESS TO THE SITES OR THEIR CONTENT WILL BE LIMITED TO THE NAMED USER(S) ONLY. YOU FURTHER AGREE THAT YOU WILL NOT, UNDER ANY CIRCUMSTANCES, ALLOW YOUR USER ID OR PASSWORD TO BE USED BY ANOTHER PERSON. A “Named User” means the identity of the person that has been provided to us as the subscribers of the Sites.

3. Resource Insider Is Not an Investment Advisor or Registered Broker

We are publishers and not investment advisors or registered brokers. Our role is that of a publisher and the role of our editors is to provide you with information that you can use to make your own decisions.

Neither Resource Insider nor any of its owners or employees is registered as a securities broker-dealer, broker, an investment advisor, or an investment advisor representative with the U.S. Securities and Exchange Commission, any state securities regulatory authority, or any self-regulatory organization.  Any Services provided are for educational and informational purposes only. Employees, Owners and Contractors of Resource Insider may paid in whole or in part by commission based on their sales of services to subscribers.

4. Use of Forward-Looking Statements

Certain statements made in our Services may constitute forward-looking statements within the meaning of Sections 27A of the Securities Act of 1933 and 21E of the Exchange Act of 1934. Forward-looking statements often include words such as “believes,” “anticipates,” “estimates,” “expects,” “projects,” “intends,” or other similar expressions of future performance or conduct. Forward-looking statements are based on expectations, estimates, and projections at the time the statements are made and are not statements of historical fact. They involve many risks and uncertainties that could cause actual results or events to differ materially from those presently anticipated. There is no guarantee that past performance will be indicative of future results. The Company does not undertake any obligation to update forward looking statements in light of new information or future events. Readers can review all public SEC filings made by any public company mentioned in any of the Services at https://www.sec.gov/edgar/searchedgar/company search.html.

5. Results Presented Are Not Verified or Typical; Actual Results Will Vary

The Services may contain information regarding the historical trading performance of Resource Insider’s owners or employees. Please be aware that past performance is not necessarily indicative of future results, and the results presented in the Services are NOT TYPICAL, and should not be understood as typical, of Resource Insider subscribers.  Actual results will vary widely given a variety of factors such as experience, skill, risk mitigation practices, market dynamics and the amount of capital deployed.

6. Accuracy of Information Cannot be Guaranteed

Our Services include certain investment and market information made available through publications and/or Sites such as Resource Insider, Ivaldi Venture Capital Ltd and/or other related or third-party publications and/or sites. Although this material is based upon information that we consider reliable and current, we have not verified this information (nor have we assumed a responsibility to verify such information now or in the future) and we do not represent that this material is accurate, current or complete, and it should not be relied upon as such. The opinions expressed in such publications or on such Sites are those of the publisher and are subject to change without notice. The information in such publications or on such Sites may become outdated, and we have no obligation to update it. The prudent reader will always double-check any important financial information, such as stock prices or balance sheet facts, before making final decisions. As with anything, always do your own due diligence.

7. Content Not to be Construed as Personal Investment Advice

The material published and/or discussed as part of the Services has been prepared for informational purposes only, without regard to your personal investment objectives, financial situation or means. INFORMATION PUBLISHED AS PART OF THE SERVICES OR ON OUR SITES IS NOT INVESTMENT ADVICE, IS NOT TO BE INTERPRETED AS SUCH, AND IS NOT DESIGNED TO MEET YOUR PERSONAL FINANCIAL SITUATION OR INVESTMENT OBJECTIVES. THE MATERIAL IN OUR SERVICES AND ON OUR SITES IS NOT TO BE CONSTRUED AS AN OFFER TO BUY OR SELL, OR THE SOLICITATION OF AN OFFER TO BUY OR SELL, ANY SECURITY, FINANCIAL PRODUCT OR INSTRUMENT, OR TO PARTICIPATE IN ANY PARTICULAR INVESTMENT STRATEGY IN ANY GLOBAL JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR INVESTMENT STRATEGY WOULD BE ILLEGAL.

Some of the strategies, analysis and/or opportunities that we discuss may not be appropriate for any particular individual. Even when we are answering questions from subscribers, readers and listeners, our opinions are meant to be of general purpose and not specific to any individual.  We cannot and do not assess, verify or guarantee the suitability or profitability of any particular investment. Resource Insider specifically disclaims any and all liability or loss arising out of any action taken in reliance on the Services, including but not limited to market value or other loss on the sale or purchase of any company, property, product, service, security, instrument or any other matter.

The fact that we have made information available to you through the Services or on our Sites is neither a recommendation that you enter into a particular transaction nor a representation that any opportunity described in the Services or on our Sites is suitable or appropriate for you.

8. Substantial Risk Involved; Seek Individual Professional Advice Before Investing

Many of the opportunities described by our Services or on our Sites involve significant risks, and you should not enter into any transactions unless you fully understand all such risks and have independently determined that such transactions are appropriate for you. Any discussion of the risks contained herein with respect to any opportunity should not be considered to be a disclosure of all risks or complete discussion of the risks which are mentioned. One of the core tenets of our wealth-building philosophy concerns risk. We believe that long-term wealth building relies on reducing risk at every opportunity. It must be acknowledged that investments, by their very nature, are risky. And some are riskier than others. Many of the opportunities described are very risky and require subscribers to fit certain criteria including “accredited investor” status. It is the responsibility of subscribers to ensure they are compliant with the respective laws in their country of domicile. Any individual who chooses to invest in any securities of the companies mentioned, referred to or profiled in the Services should do so with caution. Investing or transacting in any securities involves substantial risk; you may lose some, all, or possibly more than your original investment. Any subscriber or user of our Services bears responsibility for their own investment research and decisions, and they should use information from the Services only as a starting point for doing additional independent research in order to allow individuals to form their own opinion regarding investments.  It is easy to lose money trading, and we recommend always seeking individual advice from a licensed or registered professional and educating yourself as much as possible before considering any investments.

It should NOT be assumed that any opportunities, methods, techniques, or indicators presented on or in connection with the Services will be profitable or that they will not result in losses.  By subscribing to Resource Insider, you are declaring that you are an “accredited investor” and/or sanctioned to invest in private placement opportunities in your country of domicile. Prior to exploring any opportunity further, you should first meet with and discuss such opportunity with your own private advisors.

In addition to publishing editorial material, Resource Insider and/or Ivaldi Venture Capital Ltd. may carry, review or endorse products, services or advertising, either for our own publications or those of other publishers. We are very proud of the quality of the publications we produce. We believe they are the best in the business. And because we are proud of them, we are happy to sell them. As to outside advertising, we cannot make claims for the businesses that place them and you should do your own due diligence to evaluate whether such products or services are right for you. We do not solicit or accept paid advertising or any payment, directly or indirectly, in exchange for coverage or favourable ratings of a company or an opportunity. On occasion, we have established a relationship with certain companies or individuals and have invested in such companies. As part of that negotiation, we strictly specify that any investment will not change our opinion of such company (or the individuals who established or run such company) and we will discontinue our endorsement if we no longer believe that such company, individual or opportunity meets the standards our customers should expect.

9. Use of Testimonials and Endorsements – Experiences Not Typical and Generally Expected Results Are Not Known

Resource Insider utilizes select unsolicited, unpaid testimonials depicting profitability that are believed to be true based on the representations of the persons voluntarily providing the testimonial.  However, if trading results are ever mentioned, for the avoidance of doubt they have NOT BEEN VERIFIED and WE HAVE NO BASIS FOR BELIEVING THAT THE INDIVIDUAL EXPERIENCES DEPICTED ARE TYPICAL, especially given that trading results will vary widely given a variety of factors such as experience, skill, risk mitigation practices, market dynamics and the amount of capital deployed.

Resource Insider does NOT track the individual trading results of subscribers to our Services, and so we are NOT able to indicate or estimate what constitutes generally expected results in relation to subscribers using our Services.

Resource Insider respects and follows 16 C.F.R. Part 255 and the Federal Trade Commission’s Guides Concerning the Use of Endorsements and Testimonials in Advertising.  As noted above, Resource Insider does not track the typical results of our current or past subscribers. As a provider of educational courses, we do not have access to the personal trading accounts or brokerage statements of our customers.

10. Ownership of Securities Described in Our Publications

Jamie Keech, Resource Insider, Ivaldi Venture Capital Ltd. and other entities in which they or we have an interest, and employees, managers, members, officers, family, and associates of the foregoing, may from time to time have positions in the companies, opportunities or securities described in the material published as part of our Services or discussed on our Sites. None of these parties has been paid directly or indirectly by the issuer of any security mentioned in our Services. Jamie Keech is a partner of Inventa Capital, a venture capital firm focused on incubating and growing companies in the mining sector. For a monthly fee, Inventa Capital provides office space and back-office services such as accounting and a corporate secretary to private and publicly listed mining companies. Resource Insider has invested and, in the future, may invest in companies that conduct business with Inventa Capital and these companies may be described in the material published as part of our Services or discussed on our Sites. Policies are in effect that attempt to avoid potential conflicts of interest, and we endeavor to resolve conflicts of interest that do arise in a timely fashion.

11. Our Proprietary Rights

The Services and the content distributed through the Services or on our Sites, as well as all copyright, trademark and other rights therein, is the property of Resource Insider and/or Ivaldi Venture Capital Ltd. You acknowledge and agree that you do not acquire any ownership rights by using the Services or our Sites. You agree that you will not copy, republish, upload, post, transmit, distribute, sell or otherwise send to others via e-mail or any other medium any content made available through the Services or on our Sites. No portion of any publication made available through our Services or on our Sites may be extracted, summarized or reproduced without permission of Resource Insider. Nothing contained herein shall be construed as conferring any license or right under any of our copyrights, trademarks or other rights. Unauthorized use, reproduction or rebroadcast of any content of our Services or our Sites, such as communicating opportunities in such Services or on our Sites to non-subscribers in any manner, is prohibited and shall be considered an infringement and/or misappropriation of our proprietary rights. Modification of the content or use of the content for any purpose other than your own personal, non-commercial use is a violation of our copyright and other proprietary rights, and can subject you to legal liability.

12. Termination of Your Subscription

We hope that you will be fully satisfied with our Services and/or our Sites. The following terms apply in the event that you would like to terminate your subscription to our Services and/or our Sites:

a. Free Service Publications

You may terminate receipt of any of our Free Service publications at any time by sending us a request to remove yourself from the relevant distribution list. Every e-mail notification email you receive will include a link for you to remove yourself from the distribution list. If you feel you have been signed up incorrectly and do not wish to have access to the Free Service publications, you can remove yourself from the list by clicking that link or sending an e-mail request to our Customer Support Team.

b. Paid Service Publications

The terms vary with each offer, and it is your responsibility to understand and comply with the offer terms prior to subscribing.

In general, all fees and charges paid by you in relation to the Paid Service publications are non-refundable, except you may contact Customer Service for a full refund within 7 days minus a “tire kicker fee” of 10% of the value paid. Customers who receive a refund shall not be eligible for any further refunds upon subscribing to others Paid Services.

If we offer a trial period, and if for any reason during your trial period, you are not satisfied with such Paid Service publications, you may cancel your subscription in the Members Area or alternatively by contacting us within such trial period. You will either receive a full refund for your subscription or a partial refund of your purchase price depending on the terms of the offer.

c. Our Right to Terminate your Subscription

We reserve the right to terminate your subscription to any of our Services or Sites at any time in our sole discretion. If we do so, we will promptly refund to you a pro-rated refund of the amount of the subscription payments you previously paid which relate to the remaining subscription period. Termination of your subscription to any of our Services may result from your violation of these Terms or any unauthorized use or reproduction or rebroadcast of any of our publications or information contained in our Services, any infringement or misappropriation of our proprietary rights, or any other reason determined in our sole discretion. You agree that if your account is terminated by us for these reasons, you will not attempt to establish a new account under any name, real or assumed.

d. Our Right to Refuse your Subscription

We reserve the right to refuse Services to anyone in our sole discretion.

13. Automatic Renewal

Your subscription will continue for the initial term of the subscription (the “Initial Term”), and will renew automatically at the end of the Initial Term for successive renewal terms, each equal to the Initial Term, unless you notify us of your decision to cancel or not to renew your subscription, as outlined in our Termination of your Subscription (Section 12, above) policy.

As described in the initial subscription process, as part of the automatic renewal process the then-applicable subscription term renewal fee will be billed to the credit card you designated during the subscription process (or subsequently changed).

If you wish to cancel your membership, you may do so through the Members Area or alternatively, you may contact our Customer Service Department by email.

14. Website Security Rules

You are prohibited from violating or attempting to violate the security of the Website, including, without limitation, (a) accessing data not intended for you or logging into a server or account which you are not authorized to access, (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization, (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus to the Website, overloading, “flooding”, “mailbombing” or “crashing”, or (d) forging any TCP/IP packet header or any part of the header information in any e-mail, forum, or newsgroup posting. Violations of system or network security may result in civil or criminal liability.

Resource Insider will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting those who are involved in such violations.

15. Modification

Resource Insider shall have the right, at its discretion, to change, modify, add or remove terms of this agreement at any time without notice. Changes shall be effective immediately. You agree to review this agreement periodically since subsequent use by you of the website shall constitute your acceptance of any changes. Resource Insider shall have the right at any time to change or discontinue any aspect of the Website, including, but not limited to, the community areas, content, hours of availability and equipment needed for access to use.

Such changes, modifications, additions or deletions shall be effective immediately upon posting and any subsequent use by you after such posting shall conclusively be deemed to be acceptance by you of such changes, modifications or deletions.

16. Indemnity/Limitation of Liability

As a condition of use of this website and any subscription to services from Resource Insider and/or Ivaldi Venture Capital Ltd., you agree to indemnify, defend and hold harmless, Resource Insider and its suppliers, each of their parent and affiliated companies, and each of their respective partners, suppliers, licensors, officers, directors, shareholders, members, employees, representatives, contractors and agents, from any and all claims (including, but not limited to, claims for defamation, trade disparagement, privacy and intellectual property infringement) and damages (including attorneys’ fees and court costs) arising from or relating to any allegation regarding: (a) your use of the website; (b) Resource Insider’s use of any content or information you provide, as long as our use is not inconsistent with this agreement; (c) information or material posted or transmitted through your membership account, even if not posted by you; and, (d) any violation of these terms of service by you.

Under no circumstances, including, but not limited to, negligence, shall Resource Insider and /or Ivaldi Venture Capital Ltd., or its affiliates be liable for any direct, indirect, incidental, special or consequential damages that result from the use of, or the inability to use, the content, unauthorized access to or alteration of your transmissions or data, the content or any errors or omissions in the content, even if advised of the possibility of such damages. You specifically acknowledge and agree that Resource Insider is not liable for any conduct of any user.

17. Access to Sites Not Guaranteed

We will not be liable if for any reason all or any part of any Site is unavailable at any time or for any period or for any loss of data or transactions caused by planned or unplanned system outages or the resultant delay, mis-delivery, or non-delivery of information caused by such outage.

18. International Use

Information published in connection with our Services may contain references to information and materials that are not appropriate or available in countries or regions differing from your own. Those who choose to access the Services from other locations do so at their own risk and are responsible for compliance with local laws, if and to the extent applicable.

19. Transaction Currency

Resource Insider and Ivaldi Venture Capital Ltd. conducts business in United States dollars.

20. Registered Business

The Resource Insider and Ivaldi Venture Capital Ltd. are located in and registered in Canada.

21. Miscellaneous

These Terms represent the entire agreement between you and us relating to your use of the Services and supersedes any and all prior or contemporaneous written or oral agreements on that subject between us. If any provision of these Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from the remaining Terms and shall not affect the validity and enforceability of any remaining provisions. No waiver by either party of any breach or default under these Terms shall be deemed to be a waiver of any preceding or subsequent breach or default. We reserve all legal rights and remedies available to us.

22. Customer Service Contact

For any questions in relation to our disclaimers or these Terms, please contact us via email to our Customer Support at info@resourceinsider.com or by clicking here.

Resource Insider Offices are located at:

1090 West Georgia Street, Suite 700, Vancouver, BC, V6E 3V7