Legal

Gemdale Gold Inc. Legal Disclaimer

This website is owned and operated by Gemdale Gold Inc. Where we say “we”, “us”, “our”, the “Company”, or “Gemdale”, we mean Gemdale Gold Inc. and/or one or more or all of its affiliates, as may be applicable. By using this website, you agree to the following terms and conditions.

Gemdale Gold Inc. is a Canadian company and a reporting issuer in Canada. The information contained on this website provides a general overview of the Company. It is not intended to be a complete review of all matters concerning the Company. The Company has taken all reasonable care in producing and publishing information contained on this website, and will endeavour to do so regularly. Material on this site may still contain technical or other inaccuracies, omissions or typographical errors, for which the Company assumes no responsibility. The Company makes no representations nor provides any warranty as to the accuracy, currency or completeness of such information. The contents of this website may be revised by the Company at any time without prior notice. Information posted on this website may be superseded by subsequent disclosures. In no event shall the Company be liable for any direct, indirect, consequential or other damages arising out of or in connection with the use of this website or the information contained herein.

This website includes information concerning the Company’s mineral projects and exploration activities in Finland. Viewers are cautioned that the Company’s projects are at an exploration stage and that estimates, interpretations and projections contained herein may be based on limited and incomplete data. Additional work is required before any mineralization on the Company’s properties and its economic aspects can be confidently modeled. Accordingly, work results, geological interpretations and estimates contained herein should be regarded as indicative only of the nature and quality of the Company’s exploration projects. No representation or prediction is intended as to the results of future work, nor can there be any assurance that any estimates herein will be confirmed by future exploration or analysis, or that any project will otherwise prove to be economic.

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained on this website.

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS WEBSITE

This website is owned and operated by Gemdale Gold Inc. The materials on this website are provided by the Company as a service to its investors and other interested parties and may be used for informational purposes only. By using this website, you acknowledge and agree to the terms and conditions below. If you do not agree to them, do not use this website or download any materials from it.

The Company has taken all reasonable care in producing and publishing information contained on this website and will endeavour to do so regularly. Material on this website may still contain technical or other inaccuracies, omissions or typographical errors, for which the Company assumes no responsibility. The Company does not warrant or make any representations regarding the use, validity, accuracy, completeness or reliability of any claims, statements or information on this website. Under no circumstances, including, but not limited to, negligence, shall the Company be liable for any direct, indirect, special, incidental, punitive, consequential or other damages, including without limitation loss of programs, loss of data, loss of use of computer or other systems, or loss of profits, whether or not advised of the possibility of such damages, arising out of your use, or inability to use, the material on this website. The information contained on this website is not a substitute for independent professional advice before making any investment decisions. Furthermore, you may not modify or reproduce in any form, electronic or otherwise, any information on this website, except for personal use, unless you have obtained the Company’s express written permission.

The TSX Venture Exchange has not reviewed the information on this website and does not accept responsibility for the adequacy or accuracy of it.

Cautionary Statement on Forward-Looking Information

All statements, other than statements of historical fact, contained on or incorporated by reference into this website, including any information as to the future financial or operating performance of the Company, constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable Canadian securities legislation and, where applicable, United States securities laws, and are based on expectations, estimates and projections as of the date such information is presented on this website. Forward-looking statements include, without limitation, statements with respect to the future price of gold and other metals; the estimation of mineral resources; the realization of mineral resource estimates; the timing and amount of estimated future exploration; expected capital expenditures; costs and timing of the development of the Company’s projects; the success of exploration activities; permitting timelines; currency fluctuations; requirements for additional capital; government regulation of mining operations; environmental risks; unanticipated reclamation expenses; title disputes or claims; limitations on insurance coverage; the adequacy of the Company’s financial resources; business plans and strategy; and other events or conditions that may occur in the future.

Forward-looking statements are frequently identified by words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, “believes”, or variations of such words and phrases, or by statements that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved.

Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by the Company as of the date of such statements, are inherently subject to significant business, economic, operational and competitive uncertainties and contingencies. Such assumptions may include, without limitation, assumptions regarding there being no significant disruptions affecting operations, whether due to labour disruptions, supply disruptions, damage to equipment or otherwise; exploration, development and permitting activities proceeding on a basis consistent with current expectations; the Company’s ability to obtain and maintain all required permits, licences and regulatory approvals; the exchange rate between the Canadian dollar, the euro, the U.S. dollar and any other applicable currencies being approximately consistent with current levels; certain price assumptions for gold and other metals; prices for fuel, electricity and other key supplies remaining consistent with current levels; the Company’s ability to obtain qualified personnel, contractors, equipment and services in a timely and cost-efficient manner; the Company’s ability to obtain financing on acceptable terms; the accuracy of the Company’s exploration results, geological interpretations and any current mineral resource estimates; and the continuing validity of the assumptions underlying such estimates.

Known and unknown factors could cause actual results to differ materially from those projected in the forward-looking statements. Such factors include, but are not limited to, fluctuations in currency markets; fluctuations in the spot and forward price of gold and other commodities; changes in interest rates; changes in national and local government legislation, taxation, controls, regulations and political or economic developments in Canada, Finland or other jurisdictions in which the Company may carry on business; risks relating to exploration, development and mining activities; the speculative nature of mineral exploration and development; uncertainty of exploration results and estimates; uncertainty of title to mineral properties and surface rights; the possibility that future exploration, development or mining results will not be consistent with the Company’s expectations; contests over title to properties; employee relations; the availability and cost of financing, labour, equipment and supplies; operating or technical difficulties in connection with exploration or development activities; environmental hazards and liabilities; industrial accidents; unusual or unexpected geological formations; pressures, cave-ins and flooding; accidents, equipment breakdowns, labour disputes or other unanticipated difficulties or interruptions; the risk of inadequate insurance or inability to obtain insurance to cover these risks; adverse weather conditions; community relations; cyber security risks; and the risks described in the Company’s public disclosure documents filed on SEDAR+ at www.sedarplus.ca. 

Many of these uncertainties and contingencies can affect the Company’s actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, the Company. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. All of the forward-looking statements contained on this website are qualified by these cautionary statements and by the cautionary statements made in the Company’s other public disclosure documents. These factors are not intended to represent a complete list of the factors that could affect the Company. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except to the extent required by applicable law.

Qualified Person(s) and Sources of  Technical Information

Scientific and technical information contained on this website has been reviewed and approved by Dr. Toby Strauss (CGeol.; EurGeol.), Director,a “Qualified Person” within the meaning of National Instrument 43-101 – Standards of Disclosure for Mineral Projects.

All technical information concerning the Pontio Gold Project on this website has been excerpted from the Pontio Technical Report, which is also available on the Company’s SEDAR+ at www.sedarplus.ca.The author of the Technical Report was Dr. Hannu Makkonen, EurGeol., who is a “Qualified Person” for the purposes of NI 43-101 and is independent of the Company.

Cautionary Note to United States Investors

The Company may disclose mineral resources, exploration targets, exploration results and other scientific and technical information in accordance with National Instrument 43-101 and Canadian Institute of Mining, Metallurgy and Petroleum standards. Canadian disclosure standards may differ from the requirements of United States securities laws. Investors are cautioned not to assume that any mineral resources will ever be converted into mineral reserves, or that any exploration target, exploration result or mineralization disclosed on this website will ever be economically or legally mineable.

Disclaimer to United States Investors

This website does not constitute an offer to sell or a solicitation of an offer to buy securities in the United States.

The securities of the Company have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. person unless registered under the U.S. Securities Act and applicable state securities laws, or unless an exemption from such registration requirements is available.

No Incorporation by Reference

No information included on this website shall be deemed to be incorporated by reference into any of the Company’s regulatory filings, unless expressly indicated in any such filings. In addition, no information shall be incorporated by reference into this website, unless otherwise specified.

Website Protected by Copyright

Certain materials, including graphics, icons, HTML, javascript, colour schemes, multimedia, logos, photographs, copywriting and other content appearing on this website, are the property of the Company and are protected by copyright and other applicable intellectual property laws.

Other materials on this website not originally produced by the Company are copyrighted by their respective creators or owners and appear here either by permission, for example, or as public domain reference material. Trademarks may be registered in Canada and in other countries, as applicable. The display of trademarks on pages of this website does not imply that a licence of any kind has been granted. Materials may not be copied, reproduced, modified, uploaded, posted, transmitted or distributed in any way without the Company’s prior written approval. Any unauthorized downloading, retransmission or other copying or modification of trademarks and/or the contents hereof may violate statutory or common law rights and could subject the offending party to legal action.

Currency of Website

The Company updates the information on this website regularly. However, such information is not intended to be a comprehensive review of all matters and developments concerning the Company and the Company cannot guarantee the accuracy, currency or completeness of the information at all times and assumes no responsibility in this regard.

Unless otherwise indicated, all information posted on this website is current only as of the date of the document containing the information, if indicated, or the date on which the document is posted, whichever is earlier. The Company may at any time make changes to the information on this website without prior notice. You should always ensure that you are referring to the most current information available on this website and in the Company’s public filings.

Exclusion of Liability

The Company shall not be liable for any claims, expenses, damages, including direct, indirect, special, incidental, punitive or consequential damages, loss of profits, opportunities or information arising from:

(a) the use of or reliance on information contained on this website;

(b) any inaccuracy or omission in such information or failure to keep the information current;

(c) use of any third-party websites linked to this website;

(d) any Internet software used in connection with this website or any computer viruses or other destructive programs encountered as a result of using this website;

(e) any delays, inaccuracies or errors in, or in the transmission of, any stock price quotes or historical price data; and

(f) any other matter connected with this website,

even if the Company is made aware of the possibility of such claims, expenses, damages or losses.

Gemdale 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 information contained on this website. Computer viruses or other destructive programs may also be inadvertently downloaded from the website. The Company shall not be liable for Internet software, computer viruses or destructive programs and recommends that you install appropriate anti-virus or other protective software.

Gemdale Not Responsible for Linked Websites

The Company provides links to third-party websites for your convenience only and the inclusion of these links does not imply that the Company monitors or endorses such websites. Accordingly, the Company accepts no responsibility for such websites, or any link or reference contained in any such third-party website.

Website is Provided as a Service Only

This website is not intended as a solicitation or offering of securities in any jurisdiction and the information contained herein in no way should be construed or interpreted as such. No securities commission or other regulatory authority in Canada or any other country or jurisdiction has in any way passed upon this information and no representation or warranty is made by the Company to that effect. The information on this website is not intended to modify, qualify, supplement or amend information disclosed under corporate and securities legislation of any jurisdiction applicable to the Company and should not be used for the purpose of making investment decisions concerning the Company’s securities. Printed copies of public disclosure documents may be obtained from the Company upon request.

Privacy Statement

The Company’s website does not collect any personal information about visitors to this website other than that which is specifically and knowingly provided by you. Such personal information will not be transferred to any third party unless otherwise stated at the time of collection. The Company does collect and maintain statistics relating to the number of visits to the website, the types of browsers used and the Internet Protocol addresses of visitors. This information is used only for internal purposes.

Any material, information or other communication, including questions, comments or suggestions, that you transmit to the Company through this website will be considered non-confidential and non-proprietary. In making any such transmission, you agree that the Company will have no obligations of any kind with respect to such communication. Where necessary in order to answer your enquiry, any communication you provide may be passed to any office or affiliate of the Company worldwide. By sending any communication to the Company, you consent to the personal information contained therein being transferred within the Company and being processed for these purposes. You are prohibited from posting or transmitting to or from the Company any unlawful, threatening, libellous, defamatory, obscene, pornographic or other material that would violate any applicable law.

If you have concerns relating to the privacy or confidentiality of this website, please contact the Mr. Paul Durham, Director and EVP Corporate Development at [email protected].

Usage Restrictions

The entire contents of this website are protected by Canadian and international copyright laws and treaty provisions. Materials from this website may not be copied, distributed or transmitted in any way without the Company’s prior written consent, except as expressly permitted herein. Users of this website may download one copy of materials on the website for personal, non-commercial use only, provided they do not modify or alter the materials in any way and do not delete or change any copyright or trademark notice. All materials on this website are provided for lawful purposes only. The Company reserves complete title and full intellectual property rights in any materials downloaded from this website. All Company trademarks, logos, service marks, trade dress, slogans, copyrighted designs and other brand features, including hyperlinks to the Company’s website, may be used only as explicitly licensed by the Company.

Linking from this Website to a Non-Gemdale Website

The Company may consider requests to link from this website to non-Gemdale websites, but reserves the right to refuse linking for any reason.

Linking to this Website

Websites wishing to link to this website may include a link to the Company’s home page only. Deep linking to internal pages is not permitted without the Company’s prior written consent.

Placing Electronic Copies of Gemdale Brand Features on a Non-Gemdale Website

All specific uses of the Company’s brand features, including logos, images and advertising materials, must be approved in advance in writing by the Company. Any request for approval must include a complete sample of each proposed use. The Company may review such requests but is under no obligation to respond. No use may be made of any brand features unless and until the Company has granted specific written approval and all conditions of such approval have been fulfilled.

Framing Pages on this Website

Framing of pages on this website is not permitted without the Company’s prior written approval.

Placing Electronic Copies of Website Content on a Non-Gemdale Website

Linking to the Company’s website is permissible as set out above, but the republication of electronic copies of content found on this website to a non-Gemdale website must be approved in writing in advance by the Company.

Notice

While the Company strives to provide accurate and timely information, there may be inadvertent inaccuracies, errors and omissions. The Company reserves the right to make changes and corrections at any time, without notice.

The content of this website is provided “AS IS” and “AS AVAILABLE”. The Company does not warrant the accuracy or completeness of the information, text, graphics, links or other items contained on this website and expressly disclaims liability for errors or omissions in these materials. The Company makes no commitment to update the information contained on this website.

The Company expressly disclaims all liability for the use or interpretation by others of information contained on this website. Decisions based on information contained on this website are the sole responsibility of the visitor, and in exchange for using this website, the visitor agrees to hold the Company and its affiliates harmless against any claims for damages arising from any decisions made by the visitor based on such information. Nothing contained on this website constitutes investment, legal, accounting or tax advice, nor does it constitute the solicitation of the purchase or sale of any securities.

Submissions to the Website and Affiliated Sites

Any information, including without limitation remarks, suggestions, ideas, graphics or other submissions, communicated to the Company through this website shall be the exclusive property of the Company. The Company shall be entitled to use any information submitted for any purpose without restriction or compensation to the person sending the submission. The user acknowledges the originality of any submission communicated to the Company and accepts responsibility for its accuracy, appropriateness and legality.

Liability Restrictions

The Company is not responsible for technical, hardware or software failures of any kind; lost or unavailable network connections; or incomplete, garbled or delayed computer transmissions. Under no circumstances will the Company or its suppliers be liable for any damages or injury that results from the use of the materials on this website. Some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages, in which case the above limitation may not apply to you. The materials on this website are provided “as is” and without warranties of any kind to the fullest extent permissible pursuant to applicable law. This website may link to other companies’ websites that are not maintained by the Company. The Company does not endorse those websites and is not responsible for the content of such other websites.

Enforcement of Terms and Conditions

These terms and conditions are governed by and shall be interpreted in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. If any part of these terms and conditions is unlawful, void or unenforceable, that part shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions. The Company may revise these terms and conditions at any time by updating this website.

Conditions of Access to this Website

By accessing this website, the reader is bound by the terms and conditions set forth below:

1. The contents of this website are provided for informational purposes only and may not be copied, summarized, distributed, modified, transmitted, revised or commercially exploited without the Company’s prior written permission.
2. The information on this website is time sensitive and is accordingly subject to change at any time. The information herein is based on sources believed to be reliable; however, no assurances can be provided to the reader that the information is accurate and complete.
3. The Company expressly warns readers not to rely on the information herein for investment or other related purposes. Accordingly, any use of this information is at the reader’s risk without liability to the Company, including liability with respect to losses or damages of any kind, including consequential or special damages.
4. Under no circumstances should any material on this website be construed as an offering of securities. The reader is referred to his or her professional investment advisor regarding investment or related decisions respecting the securities of the Company.
5. Links to other Internet sites (“hypertext links”) are included as a convenience to readers of this website. When a linked site is accessed, the reader is accessing an independent site over which the Company has no control. The presence on this website of linked sites does not mean that the Company endorses or accepts any responsibility for the content or presentation of linked sites.