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Disclaimer

WEBSITE TERMS AND CONDITIONS OF USE

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR USE OF THIS WEBSITE AND YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.

This website is owned and operated by St Andrew Goldfields Ltd. (together with its affiliates and subsidiaries, "Us", "Our" or "We"). By accessing, browsing or using Our website (the "Site"), you signify that you have read, understand and agree to be bound by these terms and conditions (the "Terms and Conditions").

If you have not read, do not understand, or do not agree to be bound by these Terms and Conditions, please do not use the Site. We reserve the right to change these Terms and Conditions from time to time, in our sole discretion, and without notice.

As it is your responsibility to check for such updates, you should revisit this page from time to time, as your use of the Site is subject to the most current version of the Terms and Conditions posted on the Site at the time of such use.

YOUR RIGHT TO USE THE SITE

Provided that you accept and comply with the Terms and Conditions, you have the limited right to access and use the Site to view the various materials, including information, documents and other content on the Site and to copy, download or print a single copy of any of the information and materials available on it, solely for your personal non-commercial use or your internal informational use in business and not for resale or distribution to anyone else, provided that you reproduce all of Our proprietary markings on each copy of reproduced material. Except as We expressly permit in writing, you may not copy, reproduce, download, upload, post, transmit, translate, modify, distribute, sell, rent, license, transfer, mirror, frame or create derivative works of the Site, in whole or in part, in any form or by any means. In particular, the use of any of such information on any other website or in a networked computer environment for any purpose is prohibited and the foregoing authorization does not apply with respect to the design or layout of the Site.

We reserve the right to restrict, suspend or terminate your access to all or part of the Site at any time and for any reason; however, We assume no obligation to do so. The provisions of these Terms and Conditions concerning the ongoing interests of the parties shall continue and survive in full force and effect following any such termination.

OWNERSHIP OF MATERIALS ON THE SITE

The Site and all content provided on the Site are protected by copyright, trademark and other intellectual property and proprietary rights laws, and are owned, controlled, and/or licensed by Us and/or Our affiliates and related companies. In particular, We own a copyright in the Site as a collective work and/or compilation, and in the selection, coordination and arrangement of the information and materials available on the Site. Nothing contained on the Site should be considered as granting, by implication, estoppel, custom, usage or otherwise, any licence or right to use any trademarks, logos, or other names, including, but not limited to, those identifying Us and/or Our affiliates and related companies or their respective products and services displayed on the Site, without Our express written consent or the consent of such third party that may own such trade-marks, logos and other names displayed on the Site. Accordingly, unauthorized use or reproduction of the Site may violate copyright laws, trademark laws, laws pertaining to privacy or publicity rights, or other laws or regulations.

The trademarks and/or service marks of St Andrew Goldfields Ltd. and others used on the Site are the property of St Andrew Goldfields Ltd. or their respective owners. You may not use any trademark displayed on the Site without the prior written consent.

LINKS TO THIRD PARTY WEBSITES

This Site may contain links to other websites. All such other websites are independent from this Site and from Us. We have no control over and expressly disclaim any liability for such websites or their contents. The provision of any link does not constitute an endorsement of such linked website by Us. We are not responsible for webstreaming or any other form of transmission received from any third party website nor are We responsible if the third party website is not working appropriately. Any transactions that take place between you and the third party are directly with the third party and We shall not be held responsible for any loss or damage that you may incur as a consequence thereto. If you decide to access any of the third party websites linked to this Site, you do so entirely at your own risk.

You may provide hyperlinks to the home page of this Site provided: (a) you notify Us, you may send an e-mail to: investor@standrewgoldfields.com to do this; (b) you do not remove or obscure, by framing or otherwise, the advertising, trade marks, copyright notice or other notices on this Site; and (c) you discontinue providing such hyperlinks to this Site if notified by Us.

MINERAL RESOURCES AND MINERAL RESERVES

Our estimated mineral reserves and mineral resources contained on this Site or in any document prepared by Us have been calculated in accordance with the Canadian Institute of Mining, Metallurgy and Petroleum ("CIM") -- Definitions Adopted by CIM Council on December 11, 2005 which were adopted by the Canadian Securities Administrators' National Instrument 43-101 Standards of Disclosure for Mineral Projects.

Many of Our properties are still at the exploration and development stage, but at different levels of advancement. On certain properties, mineral resource and mineral reserve estimates have been established. The mineral resource and mineral reserve estimates are uncertain and cannot assure future production. Until mineral reserves are actually mined and processed, quantity of mineral resources and grades must be considered as estimates only. Although the mineral resource and mineral reserve provided on this Site or in any document prepared by Us have been carefully prepared, reviewed and verified by mining experts, these amounts remain estimates only and no assurance can be given that any particular level of recovery from mineral reserves and mineral resources will in fact be reached.

CAUTIONARY NOTE TO U.S. INVESTORS

The terms "mineral resource", "measured mineral resource", "indicated mineral resource", "inferred mineral resource", "mineral reserve", "probable mineral reserve" and "proven mineral reserve" are Canadian mining terms recognized and required by Canadian securities regulations. These terms are defined in accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects under the guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum Standards on Mineral Resources and Mineral Reserves.

CAUTIONARY STATEMENT ON FORWARD LOOKING INFORMATION AND STATEMENTS

The Site and any document prepared by Us and may contain "forward-looking information" and "forward-looking statements" within the meaning of applicable securities laws. All statements, other than statements of historical fact, are forward-looking statements. We use words such as "may", "will", "should", "anticipate", "plan", "expect", "believe", "estimate" and similar terminology to identify forward looking information and statements. Such are based upon assumptions, estimates, opinions and analysis made by management in light of its experience, current conditions and its expectations of future developments as well as other factors which it believes to be reasonable and relevant.

Forward looking information and statements involves known and unknown risks, uncertainties and other factors that may cause Our actual results to differ materially from those expressed or implied in the forward looking information and statements and accordingly, readers should not place undue reliance on those statements. Risks and uncertainties that may cause actual results to vary include but are not limited to interest rates and foreign exchange rates; the supply and demand for, deliveries of, and the level and volatility of prices of gold; the timing of the receipt of regulatory and governmental approvals for Our development projects and other operations; the availability of financing for Our development projects and other operations on reasonable terms; the availability of personnel for Our exploration, development and production projects; the costs of production to Us and Our production and productivity levels, as well as those of its competitors; engineering and construction timetables and capital costs for Our development projects; market competition; risks involved in mining, processing, exploration and research and development activities; tax benefits; the supply and availability of consumables and services; the supply and availability of all forms of energy and fuels at reasonable prices; Our ongoing relations with its employees; inaccurate geological and metallurgical assumptions (including with respect to the size, grade and recoverability of mineral reserves and resources); unanticipated operational difficulties; unanticipated events relating to environmental, health and safety matters; changes in general economic conditions or conditions in the financial markets. Additional risks and uncertainties relating to Us and Our business can be found in the "Risk Factors" section of its most recent Annual Information Form which is available at www.sedar.com.

Readers are cautioned that the foregoing lists of risks, uncertainties and other factors are not exhaustive. We undertake no obligation to update publicly or revise any forward-looking information or statements contained in this Site or in any other documents filed with securities regulatory authorities, whether as a result of new information, future events or otherwise, except in accordance with applicable securities laws.

STOCK QUOTES AND CHARTS

We do not guarantee the sequence, accuracy or completeness of any stock price information or other data displayed, and are not liable or responsible in any way for any delays, inaccuracies or errors in any stock price information or data or in the transmission of any stock price information or data. The stock price information or data provided is not to be relied upon for any trading, business or financial purpose and We are not liable or responsible in any way for any damages, losses or costs arising from reliance upon this information or incurred as a result of the nonperformance, interruption or termination for any reason whatsoever of the stock price information or data.

SITE INTEGRITY

We are concerned about the integrity of the Site and agree to use commercially reasonable efforts to prevent unauthorized access. Our efforts may include the use of firewalls, authentication techniques and passwords for access to the Site. You may not use any device, software, or routine to interfere or attempt to interfere with the operation of the Site or any transaction being conducted on the Site. Although We have endeavored to create a secure and reliable site, please be advised that the confidentiality of any communication or information transmitted over the Internet cannot be guaranteed. Consequently, We are not responsible for the security of any communication or information transmitted via the Internet, the accuracy of the information contained on the Site, or the consequences of any reliance on such information. You must make your own determination as to these matters.

COMMUNICATIONS FROM YOU TO THE SITE

Subject to the Site Privacy Policy, all information submitted to Us via this Site shall be deemed to be Our property and, accordingly, We shall be free to use, for any purpose, any ideas, concepts, know-how or other techniques contained in information provided to Us through the Site or sent through e-mail. We shall not be subject to any obligations of confidentiality regarding any such information submitted to it unless We specifically agree to it or are required by law.

You are prohibited from sending Us or any other user of the Site any unlawful, threatening, libelous, defamatory, obscene, pornographic, or any other communications that would violate any law or the rights of others under applicable law. You are solely responsible for the legality of your own communications. We shall have the right, but not the obligation, to review your communications to ensure that they comply with the Terms and Conditions and any applicable laws or regulations.

DISCLAIMER OF WARRANTIES & LIMITATION OF LIABILITY

The Site and the products and services referenced in it are provided on an "as is" and "as available" basis without warranties of any kind, either express, statutory, oral or implied, including but not limited to, non-infringement or freedom from defect other than those warranties which are imposed by and incapable of exclusion, restriction or modification under the laws applicable to these Terms and Conditions. We do not guarantee that you will have continuous, uninterrupted, or secure access to the Site, or that the Site will be error-free, or that defects, if any, will be corrected, or that the Site is free of viruses or other harmful components. We do not make any representations or warranties about the accuracy, reliability, currency, completeness, quality, performance, timeliness or suitability of the Site or the information on the Site. In particular, you acknowledge that there may be interruptions in service due to inherent limitations of the Internet, system upgrades, system maintenance and system configuration and that We assume no liability for any loss, damage or expense from interruptions in service due to any of the foregoing factors. Furthermore, while reasonable efforts are made to ensure that all information provided at the Site does not contain computer viruses, you should take reasonable and appropriate precautions to scan for computer viruses and should ensure that you have a complete and current backup of the applicable items of information contained on your computer system.

Your use of (or inability to use) the Site is at your own risk. You agree that your sole remedy in the event of any problem with the Site is to cease using the Site. In no event shall St Andrew Goldfields Ltd., and/or its subsidiaries or affiliates, and each of their respective directors, officers, employees, consultants and agents be liable for any loss or injury or any damages, either direct, indirect, punitive, special, incidental, consequential or otherwise, resulting from, or in any way connected to, the use of the Site, or any links to other sites made available on the Site or the content contained on such site(s), in each case regardless of whether such damages are based on warranty, contract, tort (including negligence), strict liability products liability or other theories of liability, even if St Andrew Goldfields Ltd. and/or its subsidiaries or affiliates have been advised of the possibility or likelihood of such damages occurring.

INDEMNIFICATION

To the maximum extent permitted by applicable law, you will defend, indemnify and hold harmless St Andrew Goldfields Ltd., and/or its subsidiaries or affiliates, and each of their respective directors, officers, employees, consultants and agents from and against all claims, liability, and expenses, including all legal fees and costs, arising out of: your breach of any provision of the Terms and Conditions or any applicable law or proprietary or privacy right in connection therewith. We reserve the right, in Our sole discretion and at Our own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you. You will co-operate as fully as reasonably required in the defence of any claim.

EVENTS BEYOND OUR CONTROL

You absolve and release us from any claim of harm resulting from any cause beyond our control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, telecommunications or other interconnect problems, computer viruses or other damaging code or data, unauthorized access, theft, operator errors, severe weather, earthquakes, natural disasters, strikes or other labor problems, wars, or governmental restrictions.

APPLICABLE LAWS

This Site is aimed at users in Canada. The content of the Site (excluding linked sites belong to third parties) is prepared by Us from Our offices within the Province of Ontario, Canada. By accessing the Site, you agree that all matters relating to your access to, or use of, the Site shall be governed by the laws of the Province of Ontario, without regard to the conflicts of laws and principles thereof. The parties confirm that it is their wish that these Terms and Conditions, as well as all other documents relating hereto, including all notices, have been and shall be drawn up in the English language only. Les parties aux présentes confirment leur volonté que cette convention, de même que tous les documents, y compris tout avis, qui s'y rattachent, soient rédigés en langue anglaise. These Terms and Conditions represent the entire understanding with respect to their subject matter. Any of these Terms and Conditions which are determined to be invalid or unenforceable in any jurisdiction shall be ineffective to the extent of such invalidity or unenforceability in such jurisdiction, without rendering invalid or unenforceable any of the remaining Terms or affecting the validity or enforceability of these Terms and Conditions in any other jurisdiction. No waiver by Us of any right under these Terms and Conditions will be deemed to be either a waiver of any other right or provision or a waiver of that same right or provision at any other time. You may not assign, transfer or delegate your rights or obligations under these Terms and Conditions, in whole or in part, without Our prior written consent. These Terms and Conditions shall be binding upon and enure to the benefit of each party and their respective successors and permitted assigns. You expressly consent to the exclusive forum, jurisdiction, and venue of the courts of Ontario and/or the Federal Court of Canada in Ontario, or any other judicial district or jurisdiction as We may determine in any and all actions, disputes, or controversies relating hereto.

INQUIRIES

If you have any questions, comments, complaints or concerns or require more information about these Terms and Conditions, please contact or write to us at:

20 Adelaide Street East, Suite 801
Toronto ON M5C 2T6 Canada

 
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