This version in effect since Friday 9th June 2017
Contact Us: firstname.lastname@example.org
PLEASE READ CAREFULLY BEFORE USING THE RUPERT RESOURCES WEBSITE:
THIS AGREEMENT GOVERNS YOUR USE OF THE RUPERT RESOURCES WEBSITE. BY USING THE RUPERT RESOURCES’ WEBSITE, YOU ACKNOWLEDGE AND SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT ACCEPT AND AGREE TO THIS AGREEMENT, YOU MAY NOT USE RUPERT RESOURCES’ WEBSITE.
- YOUR ACCEPTANCE OF THIS AGREEMENT
This is an Agreement between you and all persons you represent and Rupert Resources Ltd. (“Rupert Resources“) regarding your use of Rupert Resources’ website (including http://rupertresources.com and all content, information and services available on or through that website (collectively the “Website“). This Agreement also provides benefits to Rupert Resources’ affiliates, service providers, and other persons.
Each time you use the Website you signify your acceptance and agreement, and the acceptance and agreement of all persons you represent, without limitation or qualification, to be bound by this Agreement, and you represent and warrant that you have the legal authority to agree to and accept this Agreement on behalf of yourself and all persons you represent. If you do not agree with each provision of this Agreement, or you are not authorized to agree to and accept this Agreement on behalf of the person you purport to represent, you may not access or use the Website.
- OTHER RUPERT RESOURCES AGREEMENTS
This Agreement is in addition to and supplements any written agreements that you or any persons you represent have with Rupert Resources (now or in the future) concerning dealings with Rupert Resources, including the information and services provided by Rupert Resources. In the event of any inconsistency or conflict between the provisions of this Agreement and the provisions of any other agreement that you or any persons you represent have with Rupert Resources, the provisions of this Agreement shall govern regarding your access to and use of the Website unless the other agreements expressly state that they take priority over this Agreement.
- PERMISSION TO USE THE WEBSITE
The Website may be accessed and used only by individuals who have accepted and agreed to this Agreement and can form legally binding contracts under applicable law. Rupert Resources may in its discretion refuse permission to access and use any or all of the Website. The Website may not be used by persons in jurisdictions where access to or use of the Website or any part of it may be illegal or prohibited, or if their permission to use the Website has been previously revoked or terminated by Rupert Resources.
The Website is made available to you for your lawful personal use only. You may use the Website only in the manner described expressly in this Agreement and subject to all applicable laws. Using the Website for any other purpose or in any other manner is strictly prohibited.
- WEBSITE COMMUNICATIONS
All communications you submit through or to the Website or to Rupert Resources, must be true, accurate and complete. You authorize Rupert Resources to accept communications that it receives from you by means of the Website and respond to your communications by means of Internet communications, email or other communications methods. Communications you send to Rupert Resources by means of the Website are not delivered or effective unless and until they are processed by the responsible Rupert Resources representative.
- WEBSITE CONTENT AND COMPLAINTS
Rupert Resources does not represent or warrant that any of the content or materials presented on the Website are appropriate or available for use in other locations or jurisdictions. If you access the Website from a jurisdiction other than Canada, you agree that you do so on your own initiative, and are responsible for compliance with local laws. Rupert Resources shall not be liable regardless of the cause or duration, for any errors, inaccuracies, omissions or other defect in, the information contained within the Website.
- OWNERSHIP OF WEBSITE
The Website (including all content and other information in text, graphical, video and audio forms, images, icons, software, designs, applications, data, and other elements available on or through the Website) are the property of Rupert Resources and others, and are protected by Canadian and international copyright, trademark and other laws. Your use of the Website does not transfer to you any ownership or (except as expressly provided in this Agreement) other rights in the Website or its content.
You acknowledge and agree that: (a) the Website and its content may not be copied, imitated, reproduced, republished, uploaded, posted, transmitted, modified, indexed, catalogued, mirrored or distributed in any way, in whole or in part, without the express prior written consent of Rupert Resources; and (b) you may not reproduce, copy, duplicate, sell, or resell any part of the Website or access to the Website. You may not use any of the software that is used in the operation or provision of the Website except while you are using the Website in accordance with this Agreement.
- DISCLAIMERS, LIABILITY EXCLUSIONS/LIMITATIONS AND INDEMNITY
RUPERT RESOURCES DOES NOT ACCEPT ANY LIABILITY FOR YOUR USE OF THE WEBSITE (INCLUDING ALL OTHER CONTENT, INFORMATION AND SERVICES AVAILABLE ON OR THROUGH THE WEBSITE). YOUR USE OF THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AND INCLUDING WITHOUT LIMITATION IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF OR RELATING TO ACCURACY, ACCESSIBILITY, AVAILABILITY, COMPLETENESS, DURABILITY, ERRORS, FITNESS FOR A PARTICULAR PURPOSE, LACK OF NEGLIGENCE, MERCHANTABLE QUALITY, MERCHANTABILITY, NON-INFRINGEMENT, PERFORMANCE, QUALITY, RESULTS, SECURITY, SERVICE, TIMELINESS, TITLE, UNINTERRUPTED SERVICE, VIRUSES OR WORKMANLIKE EFFORT, ALL OF WHICH ARE HEREBY WAIVED BY YOU AND DISCLAIMED BY RUPERT RESOURCES TO THE FULLEST EXTENT PERMITTED BY LAW.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, RUPERT RESOURCES MAKES NO REPRESENTATION, WARRANTY, CONDITION OR GUARANTEE THAT: (A) THE WEBSITE WILL BE COMPATIBLE WITH YOUR COMPUTER AND RELATED EQUIPMENT AND SOFTWARE; (B) THE WEBSITE WILL BE AVAILABLE OR WILL FUNCTION WITHOUT INTERRUPTION OR WILL BE FREE OF ERRORS OR THAT ANY ERRORS WILL BE CORRECTED; (C) THE WEBSITE WILL MEET YOUR REQUIREMENTS; (D) THE INFORMATION AVAILABLE ON, THROUGH OR CONNECTED WITH THE WEBSITE WILL BE TIMELY, UNINTERRUPTED, SEQUENTIAL, ACCURATE, AUTHENTIC OR COMPLETE; (E) CERTAIN OR ANY RESULTS MAY BE OBTAINED THROUGH THE ACCESS TO OR USE OF THE WEBSITE; OR (F) THE ACCESS TO AND USE OF THE WEBSITE WILL BE FREE OF VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE OR DISRUPTIVE COMPONENTS AND WILL NOT INFRINGE THE RIGHTS (INCLUDING INTELLECTUAL PROPERTY RIGHTS) OF ANY PERSON.
YOU ARE SOLELY RESPONSIBLE FOR: (A) OBTAINING, CONFIGURING AND MAINTAINING ALL COMPUTER HARDWARE, SOFTWARE, TELEPHONE SERVICES, AND OTHER EQUIPMENT AND SERVICES NECESSARY FOR YOU TO ACCESS AND USE THE WEBSITE; (B) SCANNING FOR AND PREVENTING THE RECEIPT AND TRANSMISSION OF VIRUSES, TROJAN HORSES, WORMS OR OTHER DESTRUCTIVE OR DISRUPTIVE COMPONENTS; AND (C) MAINTAINING A COMPLETE AND CURRENT BACKUP OF ALL OF THE DATA CONTAINED ON YOUR COMPUTER SYSTEM PRIOR TO ACCESSING OR USING THE WEBSITE.
THE INTERNET IS NOT A SECURE MEDIUM, MAY BE SUBJECT TO INTERRUPTION AND DISRUPTION, AND INADVERTENT OR DELIBERATE BREACHES OF SECURITY AND PRIVACY. THE OPERATION OF THE WEBSITE MAY BE AFFECTED BY NUMEROUS FACTORS BEYOND THE CONTROL OF RUPERT RESOURCES, AND MAY NOT BE CONTINUOUS OR UNINTERRUPTED, SECURE OR PRIVATE.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, UNDER NO CIRCUMSTANCES WILL:
(A) RUPERT RESOURCES EVER BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DIRECT, SPECIAL, INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF ANTICIPATED SAVINGS, LOSS OF CONTRACTS OR BUSINESS OPPORTUNITIES, LOSS OF CUSTOMERS, LOSS, CORRUPTION OR LOSS OF USE OF SOFTWARE OR DATA, WASTED MANAGEMENT OR OTHER STAFF TIME, OR ANY OTHER LOSS OR DAMAGE OF ANY KIND ARISING FROM, CONNECTED WITH, OR RELATING TO THE USE OF THE WEBSITE (INCLUDING DESIGNATED ARTICLES AND ALL OTHER CONTENT, INFORMATION, PRODUCTS AND SERVICES AVAILABLE ON OR THROUGH THE WEBSITE) BY YOU OR ANY OTHER PERSON, AND INCLUDING DUE TO: (I) ANY DELAY OR FAILURE IN PERFORMANCE CAUSED BY CIRCUMSTANCES BEYOND RUPERT RESOURCES’ REASONABLE CONTROL; (II) ANY FAILURE OR DELAY BY RUPERT RESOURCES IN RECEIVING, ACCESSING, ACCEPTING, PROCESSING OR ACTING ON ANY COMMUNICATION SENT TO RUPERT RESOURCES BY MEANS OF THE WEBSITE, EMAIL OR OTHERWISE; OR (III) THE OPERATIONAL FAILURE, MALFUNCTION, INTERRUPTION, CHANGE, AMENDMENT OR WITHDRAWAL OF THE WEBSITE OR ANY PART OF IT), REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING (INCLUDING GROSS NEGLIGENCE AND FUNDAMENTAL BREACH) BY RUPERT RESOURCES OR ANY PERSON FOR WHOM RUPERT RESOURCES IS RESPONSIBLE, AND EVEN IF RUPERT RESOURCES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE BEING INCURRED.
(B) RUPERT RESOURCES’ TOTAL AGGREGATE LIABILITY TO YOU OR ANY OTHER PERSON UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY OR LAW OR EQUITY), REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING (INCLUDING GROSS NEGLIGENCE AND FUNDAMENTAL BREACH) BY RUPERT RESOURCES OR ANY PERSON FOR WHOM RUPERT RESOURCES IS RESPONSIBLE, AND EVEN IF RUPERT RESOURCES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR DAMAGE BEING INCURRED, EVER EXCEED $100 (CDN). YOU AND ALL PERSONS YOU REPRESENT HEREBY RELEASE, REMISE AND FOREVER DISCHARGE RUPERT RESOURCES FROM ANY AND ALL LIABILITY IN EXCESS OF $100 (CDN).
YOU WILL INDEMNIFY, DEFEND AND HOLD HARMLESS RUPERT RESOURCES FROM AND AGAINST ANY AND ALL CLAIMS AND PROCEEDINGS DIRECTLY OR INDIRECTLY ARISING FROM, CONNECTED WITH OR RELATING TO YOUR USE OF THE WEBSITE (INCLUDING ALL CONTENT, INFORMATION AND SERVICES AVAILABLE ON OR THROUGH THE WEBSITE) OR ANY NEGLIGENCE, MISCONDUCT, INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT, OR BREACH OF THIS AGREEMENT BY YOU OR ANY PERSON FOR WHOM YOU ARE RESPONSIBLE.
IN THIS SECTION 11: (A) “CLAIMS” MEANS THIRD PARTY CLAIMS, COUNTERCLAIMS, COMPLAINTS, DEMANDS, CAUSES OF ACTION, LIABILITIES, OBLIGATIONS, DAMAGES, LEGAL FEES, COSTS, EXPENSES, AND DISBURSEMENTS, INCLUDING REASONABLE ATTORNEYS’ FEES AND COURT COSTS, OF ANY NATURE OR KIND, WHATSOEVER AND HOWSOEVER ARISING, WHETHER KNOWN OR UNKNOWN, WHETHER IN LAW OR IN EQUITY OR PURSUANT TO CONTRACT OR STATUTE; (B) “PROCEEDINGS” MEANS THIRD PARTY ACTIONS, SUITS, PROCEEDINGS, AND HEARINGS OF ANY NATURE AND KIND IN ANY COURT OF LAW OR EQUITY OR BEFORE ANY ARBITRATOR OR OTHER BODY, BOARD OR TRIBUNAL; (C) “RUPERT RESOURCES” INCLUDES RUPERT RESOURCES AND ITS AFFILIATES AND SERVICE PROVIDERS AND EACH OF THEIR RESPECTIVE PAST, PRESENT AND FUTURE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUBCONTRACTORS, SUCCESSORS, ASSIGNS, AND RELATED PERSONS; AND (D) “YOU” MEANS YOU AND ANY PERSONS YOU PURPORT TO REPRESENT.
You acknowledge and agree that this Agreement represents a fair allocation of risk and liability. Advice and information provided by Rupert Resources, whether oral or written, will not create any representation, warranty, condition or guarantee or vary or amend this Agreement, and you may not rely on any such advice or information.
The exclusion of certain warranties and the exclusion or limitation of certain liabilities is prohibited by the laws in some jurisdictions. If these laws apply, some or all of the above disclaimers, exclusions, or limitations, may not apply to you, and you may have additional rights to those contained herein.
- FORWARD-LOOKING STATEMENTS AND NO ADVICE
The Website is not intended to be a comprehensive or detailed statement concerning the matters addressed. Nothing contained in the Website constitutes investment, legal, accounting, tax or other professional advice. You should seek appropriate, qualified professional advice and recommendations before acting or omitting to act based upon any information provided on or though the Website.
The Website and the information contained on the Website do not constitute a solicitation, offer or recommendation by Rupert Resources, any of its affiliates to buy or sell any securities, financial instruments, investments or other services. Decisions based on information contained on the Website are your sole responsibility.
Past performance is not indicative of future results. No representation is being made that any investment or transaction will or is likely to achieve profits or losses similar to those achieved in the past, or that significant losses will be avoided.
Certain statements contained in the Website and the documents included on the Website, including statements are forward-looking statements within the meaning of applicable securities laws. These statements include, but are not limited to, statements made about our operations, performance, results, future exploration, development, production, project start-ups and future capital spending. Forward-looking statements are typically identified by the words “believe”, “expect”, “anticipate”, “intend”, “estimate” and other similar expressions or future or conditional verbs such as “will”, “should”, “would” and “could”. By their nature, these statements require us to make assumptions and are subject to inherent risks and uncertainties that may be general or specific. A variety of factors, many of which are beyond our control, including but not limited to changes in market conditions, changes in law or government policy, changes in operating conditions and costs, changes in project schedules, operating performance, demand for oil and gas, commercial negotiations or other technical and economic factors affect our operations, performance and results and those of our business, and could cause actual results to differ materially from the expectations expressed in any of our forward-looking statements. All potential investors should seek independent information and advice from qualified investment professionals. Forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Readers should not place undue reliance on our forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.
- PERSONAL INFORMATION
- TRADEMARK INFORMATION
“Rupert Resources” and the Rupert Resources logo are trademarks, service marks or trade names owned or licensed by Rupert Resources. Other product and company names and logos appearing on the Website may be registered or unregistered trademarks, service marks, trade names and logos of their respective owners. Any use of the trademarks, service marks, trade names or logos displayed on the Website (collectively “Marks“), except as expressly provided in this Agreement, is strictly prohibited. Nothing appearing on the Website or elsewhere will be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Marks.
- OTHER SITES
For your convenience, the Website may include links to other Internet sites or resources and businesses operated by other persons (collectively “Other Sites“). Other Sites are independent from Rupert Resources, and Rupert Resources has no responsibility or liability for or control over Other Sites, their business, goods, services, or content. Your use of Other Sites and your dealings with the owners or operators of Other Sites is at your own risk, and you will not make any claim against Rupert Resources arising from, connected with, or relating to your use of Other Sites or your dealings with the owners or operators of Other Sites. As between you and Rupert Resources, the provisions of this Agreement under the sections headed Disclaimers, Liability Exclusions/Limitations and Indemnity (Section 7) apply, with all necessary modifications, to your access to and use of any Other Sites and their business, goods, services and content.
- NO LINKING, FRAMING, MIRRORING, SCRAPING, DATA-MINING
Links to the Website without the express written permission of Rupert Resources are strictly prohibited. To request permission to link to the Website, please send an email to email@example.com. Rupert Resources may in its discretion cancel and revoke any permission it may give to link to the Website at any time and without any prior notice or liability to you or any other person.
The framing, mirroring, scraping or data-mining of the Website or any of its content in any form and by any method is strictly prohibited. You may not use any collaborative browsing or display technologies in connection with your use of the Website or to post comments, communications, or any other data of any kind to or on the Website with the intention that such postings may be viewed by other users of the Website.
- UNSOLICITED SUBMISSIONS
If you send any unsolicited ideas, suggestions or other materials, including ideas for new advertising campaigns, new promotions, new or improved goods, services or technologies, product enhancements, processes, materials, marketing plans, or new product names, (collectively “Submissions“) to Rupert Resources or the Website you automatically grant (or warrant that the owner of the Submissions grants) to Rupert Resources and its successors and assigns a perpetual, royalty-free, fully-paid, irrevocable, unrestricted, non-exclusive, world-wide, assignable, sub-licensable, right and license to use, copy, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, display and otherwise exploit the Submissions or any ideas, concepts, know-how or techniques associated with the Submissions for any purpose whatsoever, commercial or otherwise, using any form, media or technology now known or later developed, without providing compensation to you or any other person, without any liability whatsoever, and free from any obligation of confidence or other duties on the part of Rupert Resources or its successors and assigns, and you agree, represent and warrant that all moral rights in the Submissions are waived in favour of Rupert Resources and its successors, assigns, and licensees.
- CHANGES TO THIS AGREEMENT
Rupert Resources may in its discretion change, supplement or amend this Agreement from time to time as it relates to future use of the Website, without any prior notice or liability to you or any other person, by posting the revised Agreement on the Website. You may not change, supplement, or amend this Agreement in any manner. When you use the Website you should check the date of this Agreement and review any revisions since the last version. You should also bookmark this page and periodically review this Agreement to ensure that you are familiar with the most current version.
By using the Website after this Agreement has been revised, you signify your acceptance and agreement, and the acceptance and agreement of all persons you purport to represent, without limitation or qualification, to be bound by the revised Agreement, and you represent and warrant that you have the legal authority to agree to and accept the revised Agreement on behalf of yourself and all persons you purport to represent. If you do not agree with each provision of the revised Agreement, or you are not authorized to agree to and accept the revised Agreement, you may not continue to use the Website.
If you breach any provision of this Agreement, you may no longer use the Website. Rupert Resources may, at any time and for any reason and in its discretion, change, suspend or terminate, temporarily or permanently, the Website or any part of it, or your permission to use the Website and your Codes, or this Agreement, all without any notice or liability to you or any other person. Any persons you represent may, at any time and in their discretion, terminate your permission to access or use the Website. If this Agreement or your permission to access or use of the Website is terminated by you, or by any persons you represent, or by Rupert Resources, then this Agreement and all other then existing agreements between Rupert Resources and you or any persons you represent will continue to apply and be binding upon you and any persons you represent, jointly and severally, regarding your prior access to and use of the Website, and anything connected with, relating to or arising there from. Sections 4 to 16 of this Agreement, and all other provisions necessary for their interpretation or enforcement, will survive indefinitely after the termination of this Agreement and remain in full force and effect and be binding upon the parties.
- GOVERNING LAW AND DISPUTE RESOLUTION
This Agreement and all related matters are governed solely by the laws of Alberta, Canada and applicable federal laws of Canada, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws. Any dispute between you and Rupert Resources or any other person arising from, connected with or relating to the Website, this Agreement, or any related matters (“Disputes“) must be resolved before the Courts of Alberta sitting in the City of Calgary, Alberta, Canada, and you hereby irrevocably submit and attorn to the original and exclusive jurisdiction of those courts in respect of all Disputes. Proceedings regarding Disputes must be commenced in a court of competent jurisdiction in the City of Calgary, Alberta, Canada within six (6) months after the Dispute arose, after which time any and all proceedings regarding the Dispute are barred.
- OTHER MATTERS
- If any provision of this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of this Agreement and shall not affect the validity and enforceability of any remaining provisions.
- This Agreement enures to the benefit of and is binding upon each of Rupert Resources and its successors and assigns and related persons, and you and your heirs, executors, administrators, successors, and personal representatives, and all persons you represent and their respective heirs, executors, administrators, personal representatives, successors, assigns and related persons. You and the persons you represent may not assign this Agreement or the rights and obligations under this Agreement without Rupert Resources’ prior written consent, which consent may be withheld in Rupert Resources’ discretion. Rupert Resources may assign this Agreement and its rights and obligations under this Agreement without your consent or the consent of any persons you represent.
- No consent or waiver by Rupert Resources to or of any breach of this Agreement will be: (a) deemed or construed to be a consent to or waiver of a continuing breach or default or any other breach or default; or (b) effective unless in writing and signed by Rupert Resources.
- Any rights not expressly granted by this Agreement are reserved to Rupert Resources.
- This Agreement is subject to change by Rupert Resources without notice.
- In this Agreement: (a) headings are for reference only and do not define, limit or enlarge the scope or meaning of this Agreement or any of its provisions; (b) “persons” includes individuals, corporations, partnerships, joint ventures, associations, trusts, unincorporated organizations, societies and all other legal entities; (c) words importing the singular number only include the plural and vice versa; (d) “including” and “includes” mean including or includes (as applicable) without limitation or restriction; (e) whenever the words “discretion”, “option” or any variations thereof are used with respect to person they mean that person’s sole, absolute and unfettered discretion or option. The parties have expressly requested and required that this Agreement and all other related documents be drawn up in the English language. Les parties conviennent et exigent expressement que ce Contrat et tous les documents qui s’y rapportent soient rediges en anglais.