DISCLOSURE AND USER AGREEMENT

1. INTRODUCTION

The content, advertising and financial information accessible through this website, including but not limited to all design, text, audio, images and financial analysis and research and other financial market data (the “Information”) is provided by Regis Management Company, LLC, a Delaware limited liability company, its affiliates, licensors and various third-party companies, and their respective officers, directors, members, managers, partners, employees, and agents (collectively "Regis"). Your review or use of chis information after accessing the website constitutes your acceptance of chis Disclosure and User Agreement (the "Agreement").

Regis is providing the information in this website for information purposes only.  You should not use or construe such information as investment advice or as legal or tax advice to you, or as an offer to sell, solicitation of an offer to buy, or any endorsement, recommendation or sponsorship of any company or security by Regis.  You acknowledge that any requests for information are unsolicited and shall neither constitute nor be construed as investment advice by Regis to you or constitute the formation of an investment advisory relationship, or any other client relationship.  Regis strongly recommends that you seek outside advice from a qualified securities professional.  Regis does not guarantee the suitability or potential value of any particular investment or information source.  Regis may invest or otherwise hold an interest in companies or securities discussed on this website.  You should not interpret any information as stating or implying that past or hypothetical results are an indication of future performance.

2. MODIFICATION AND MONITORING OF WEBSITE

Regis reserves the right, at our discretion, to change, modify, add or remove portions of these terms at any time without notice to you.  We suggest that you check these terms periodically for changes.  The terms can be accessed from the link at the bottom of our website pages.  If you use this website after we post changes to the terms, you accept the changed terms.  Regis expressly reserves the right to monitor any and all use of this website.

3. LIMITS ON USE

The Information is the exclusive property of Regis and is protected by applicable copyright and trademark law and other proprietary rights.  Unauthorized use of the Information is prohibited.  You agree not to copy, reproduce, download, retransmit, disseminate, sell, rent, sublicense, distribute, publish, perform, broadcast, display, circulate or commercially exploit the Information in any manner, or alter, store for subsequent use, decompile, disassemble, reverse engineer, or otherwise use the Information in whole or in part without the express written consent of Regis.  Regis reserves any rights not expressly granted herein.  You may not link other websites to this website without Regis’ express written permission.  You may download one temporary copy of the Information into one single computer’s memory solely for your own personal non-commercial use and not for distribution, provided that all relevant copyright, trademark and other proprietary notices are kept intact.  

4. DISCLAIMERS OF WARRANTIES AND LIABILITY

Due to various factors, including the inherent possibility of human and mechanical error, the accuracy, completeness and timeliness of the information and the results obtained from its use, or correct sequencing of the Information is not guaranteed by Regis or any persons creating or transmitting the Information.

YOUR USE OF THE INFORMATION IS AT YOUR SOLE RISK.  ALL INFORMATION IS PROVIDED “AS IS” WITHOUT WARRANTIES, EXPRESS OR IMPLIED, OR REPRESENTATIONS OF ANY KIND WHATSOEVER.  IN PARTICULAR BUT WITHOUT LIMITATION, THERE SHALL BE NO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE, OR NON-INFRINGEMENT.

TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, REGIS AND/OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION WILL IN NO EVENT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES THAT ARISE OUT OF YOUR USE OF OR ACCESS TO THE INFORMATION (INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOSS OF OPPORTUNITY, TRADING LOSSES AND DAMAGES THAT MAY RESULT FROM INACCURACY, INCOMPLETENESS, INCONVENIENCE, DELAY, OR LOSS OF THE USE OF THE INFORMATION), EVEN IF REGIS OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  TO THE FULLEST EXTENT PERMITTED BY LAW, REGIS OR OTHER PERSONS CREATING OR TRANSMITTING THE INFORMATION SHALL HAVE NO RESPONSIBILITY OR LIABILITY TO YOU OR ANYONE ELSE UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHER THEORY WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO.

Regis and any person creating or transmitting the Information shall not be liable for any infection by viruses of or damage to any computer that results from your use of, access to or downloading of the Information.  If you are dissatisfied with the Information, products or services offered at this site or with the terms and conditions of this Agreement, your sole and exclusive remedy is to discontinue use of and access to this site and the Information.

5. TERMINATION AND CANCELLATION

Regis reserves the right to modify or terminate this site or any of these terms, and to terminate your access to this site, without notice at any time.

6. TRADEMARKS

All trade names, trademarks, service marks and other product and service names and logos displayed herein are the proprietary marks and names of their respective owners, are protected by applicable copyright and trademark laws and may not be used by you without express authorization.  This website is not owned, sponsored, approved by or otherwise affiliated with any other entity named herein.

7. Jurisdictional Issues and Applicable Law

Unless otherwise specified, Regis controls and operates this site from its offices within the State of California, United States of America.

Regis does not claim that materials in this site are appropriate or available for use in locations ocher than California. If you choose to access this site from other locations, you do so on your own initiative, and you are responsible for compliance with any applicable local laws.

The laws of the State of California govern these terms. If you take legal action relating to these terms, you agree to file such action only in the Superior Court of the State of California in the County of San Francisco, or the United Scares District Court for the Northern District of California, and you consent and submit to the personal jurisdiction of those comes for the purposes of litigating any action relating to these terms or the website.

8. GENERAL

Should any provision of this Agreement or portion thereof be held illegal or unenforceable by an appropriate jurisdiction, such provision shall be limited or severed and the remainder of the Agreement shall continue in full force and effect.  You may not assign or transfer the rights or the obligations arising under this Agreement.  Any such attempted assignment or transfer shall be void and without effect.

The failure of either party to enforce its rights under this Agreement at any time for any period shall not be construed as a waiver of such rights.

9. NO OFFERING

None of the information on this website is intended as or constitutes an offer to sell any securities to any person or a solicitation of any person of any offer to purchase any securities.  Such an offer or solicitation can only be made by the Confidential Offering Circulars or other disclosure documents for the Regis funds, which Regis will provide only to qualified offerees.  This website omits most of the information material to a decision whether to invest in a fund, including, but not limited to, risk factors.  No person should rely on any information in this website, but should rely exclusively on the Confidential Offering Circular in considering whether to invest in one of the funds.

10. STRATEGY

The strategies summarized on this website represent Regis’ current intentions.  Nevertheless, depending on conditions and trends in securities markets and the economy generally, Regis may pursue any objectives, employ any techniques or purchase any type of security that it considers appropriate and in its clients’ best interests.

6515\002\1315607.2