LEGAL


LEGAL

Legal

Website is Provided as a Service Only
The material contained in this website is for informational purposes only and (i) is not intended to provide financial, legal, accounting or tax advice and should not be relied upon in that regard and (ii) is not intended as a solicitation or offering of securities in any jurisdiction. Material available in or through this website is not intended to modify, qualify, supplement or amend information disclosed under corporate and securities legislation of any jurisdiction applicable to Rooster Energy Ltd. (the “Company”) and should not be used for the purpose of making investment decisions concerning the Company’s securities. Information contained in this website does not constitute a solicitation or an offering of securities in any jurisdiction. You may obtain printed copies of the official versions of public disclosure documents either from applicable securities regulators or from the Company, Attention: Investor Relations.

Permitted Users
The information contained in this website is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any requirement within such jurisdiction or country.

Website Protected by Copyright and Trade-mark
All material on this website belongs to the Company or third parties, and is protected under the copyright laws or trade-mark laws of Canada and of other applicable jurisdictions. Any unauthorized use of this material including re-publication, unauthorized downloading, copying or modification of the information on this website may violate copyright, trade-mark and other intellectual property laws and may result in legal action. The trade-marks, service marks, logos, icons, designs, names and trade names displayed on this website belong to the Company and, where specifically noted, third parties, and may not be used for any purpose whatsoever without written permission from either the Company or the relevant third party. To add clarity, no license to use any Company or third party trade-marks or other names is granted on this website.

Company Not Responsible for Linked Websites
The Company provides links to third party websites for your convenience only. The Company does not control the linked websites and does not monitor or investigate them, or verify or endorse the accuracy, reliability, integrity, quality or completeness of any data, information or other material on these websites. The Company accepts no responsibility for such linked websites or the content thereof. Any use of these websites and their content is at your sole risk.

Company Not Responsible for Internet Software or Computer Viruses
Due to technical difficulties inherent in the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of material contained on this website when displayed or downloaded onto your computer. Computer viruses or other destructive programs may also be inadvertently downloaded from the website. The Company recommends that you install appropriate anti-virus or other protective software.

Disclaimer and Limitation of Liability
The materials on this website are provided “as is”. The Company disclaims all representations, warranties and conditions of any kind, either express or implied, including, without limitation, any implied warranties or conditions of merchantability, fitness for a particular purpose, latent defects, and non-infringement. No representations or warranties are made concerning the accuracy, completeness, timeliness or reliability of the materials contained on this website. The Company does not represent or warrant that access to this website will be uninterrupted, that this website will operate error-free, that errors on this website will be corrected, that you will receive alerts if you sign up for Email Alerts or that this website or the materials available are free of computer viruses or other harmful components.

Access to this website is done at your own risk. Except as otherwise provided by law, in no event shall the Company, its directors, officers, employees or agents be liable to you or any third party for any direct, indirect, incidental, special or consequential damages whatsoever, including, without limitation, damages for lost revenue, lost or damaged data, costs or other commercial or economic loss, whether based in contract (including fundamental breach), tort (including negligence) or any other theory of liability, arising out of your (i) access to, use of, reliance on, inability to use or misuse of this website or any material on the website, (ii) any use or inability to use any materials, software, content, goods or services located at or made available at any website linked to or from this website, or any consequences flowing therefrom, (iii) sign up for Email Alerts, including without limitation, the non-receipt of alerts.  The foregoing limitation shall apply even if the Company has been advised or should have known of the possibility of such damage.

Except as otherwise provided by law, the Company expressly disclaims any and all liability for the acts, omissions or conduct of any third-party user of this website. Under no circumstances shall the Company or its officers, directors, employees and agents be liable for any injury, loss, damage (including special, indirect, incidental or consequential damages) or expense arising in any manner whatsoever from the acts, omissions or conduct of any third-party user.

You agree to defend, indemnify and hold harmless the Company and its affiliates and subsidiaries, if any, and their respective directors, officers, employees and agents from and against all claims and expenses, including lawyers’ fees, arising out of your use of this website.

Internet E-Mail
The Company cannot guarantee the security of any communication to or from this website. The Company is not liable for any damages related to communications (personal, confidential or otherwise) to or from this website. All information sent to the Company by e-mail is considered to be non-confidential. By sending the Company any information via e-mail you grant the Company a perpetual, unrestricted, irrevocable license to use, copy, display, modify, transmit and distribute such information or material. Further, you agree that the Company may at its sole discretion use any know-how, ideas, concepts and techniques that you e-mail to the Company for any purpose. The Company will, however, treat your personal information in accordance with the provisions below related to privacy.

By sending an e-mail to the Company you warrant and represent that you own or otherwise control all rights in the information. The Company accepts no responsibility for the content of the information transmitted to the Company.

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Forward-looking Statements
This website contains statements that constitute “forward-looking statements” or “forward-looking information” (collectively, “forward-looking statements”) within the meaning of the applicable securities legislation. These statements include, among others, estimates of our financial and operational performance and other expectations, beliefs, plans, goals, objectives, assumptions, information and statements about possible future events, conditions, results of operations or performance. Statements concerning oil and gas reserves contained on or through this website and elsewhere may also be deemed to be forward-looking statements as they involve the implied assessment that the resources described can be profitably produced in the future, based on certain estimates and assumptions. Often, but not always, forward-looking statements use words or phrases such as: “expects”, “does not expect” or “is expected”, “anticipates” or “does not anticipate”, “plans” or “planned”, “estimates” or “estimated”, “projects” or “projected”, “forecasts” or “forecasted”, “believes”, “intends”, “likely”, “possible”, “probable”, “scheduled”, “positioned”, “goal”, “objective” or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.

Forward-looking statements are based on current expectations, estimates and projections that involve a number of risks and uncertainties, which could cause actual results to differ materially from those anticipated by the Company. These risks include, but are not limited to: the risks of the oil and gas industry, such as operational risks in exploring for, developing and producing crude oil and natural gas, and market demand, including unpredictable facilities outages; risks and uncertainties involving geology of oil and gas deposits; the uncertainty of reserves estimates and reserves life and underlying reservoir risk; the uncertainty of estimates and projections relating to production, costs and expenses; potential delays or changes in plans with respect to exploration or development projects or capital expenditures; fluctuations in oil and gas prices, foreign currency exchange rates and interest rates; any future acquisitions and dispositions; the ability of the Company to integrate any assets it has acquired or may acquire or the performance of those assets; health, safety and environmental risks; uncertainties as to the availability and cost of financing and changes in capital markets; competitive actions of other companies, including increased competition from other oil and gas companies and companies providing alternative sources of energy; changes in general economic and business conditions; the effect of acts of, or actions against, international terrorism; the possibility that government policies or laws may change or governmental approvals may be delayed or withheld; and the Company’s ability to implement its business strategy.

We caution that the foregoing list of risks and uncertainties is not exhaustive. Additional information on these and other factors not currently anticipated could affect the Company’s operations or financial results.

Forward-looking statements are based on the estimates and opinions of the Company’s management at the time the statements are made. The Company assumes no obligation to update forward-looking statements should circumstances or management’s estimates or opinions change, except as required by law.

Cautionary Note Regarding Estimates of Oil and Natural Gas Reserves
Reservoir engineering is a subjective process of estimating underground accumulations of oil and natural gas that cannot be measured precisely. The accuracy of any reserve estimate is a function of the quality of available data, engineering and geological interpretation, and professional judgment. Results of drilling, testing and production subsequent to the date of an estimate may justify revision of such estimate. Accordingly, reserve estimates are often different from the quantities of oil and natural gas that are ultimately recovered.

Non-GAAP Financial Measures
Included on this website are references to financial measures commonly used in the oil and gas industry such as cash flow and cash flow per share. These financial measures are not defined by generally accepted accounting principles in Canada. Consequently these are referred to as non-GAAP measures. Cash flow, as commonly used, appears as a separate caption on the Company’s cash flow statement and is reconciled to both net income and cash flow from operations. Cash flow is used by the Company to assess operating results between years and between peer companies with different accounting policies. Our reported amounts may not be comparable to similarly titled measures reported by other companies. Cash flow should not be considered an alternative to, or more meaningful than, cash provided by operating, investing and financing activities or net income as determined in accordance with Canadian GAAP as an indicator of the Company’s performance or liquidity.

Changes to Terms of Use
The Company reserves the right to amend the terms of use of this website at any time. Amendments to the terms of use will be effective at time of posting to this website. Your subsequent use of this website will constitute your agreement of the terms of use, as amended.

Choice of Law and Dispute Resolution
The laws of the Province of British Columbia, Canada and the laws of Canada applicable therein shall govern any claim relating to this website, without regard to conflict of law provisions.

Any dispute, claim or cause of action between the Company and you arising from or relating to this website or its content or the terms of use or any matters relating thereto shall be resolved before the Courts of the Province of British Columbia, Canada sitting in the City of Vancouver, and you hereby irrevocably submit and attorn to the original and exclusive jurisdiction of those Courts in respect of any such dispute.

Termination of Website and Website Use
The Company may, in its sole discretion, change, suspend or terminate this website or any part of it or any of its features at any time, for any reason, without notice to you, and without liability to you or any other person. The Company may, in its sole discretion, terminate your right to use this website or its content at any time, for any reason, without any notice to you, and without any liability to you or any other person. The terms of use will survive any such termination and be binding upon you in respect of your prior use of this website, any information or materials obtained by you from this website, and anything connected with, relating to or arising from those matters.