Terms of use

Terms of use

As a user of the Vital Metals Limited website (‘www.vitalmetals.com.au’), you are bound by the following terms and conditions. Accordingly, you should review them in relation to all or part(s) of the website.

Licence

By allowing you to access the website, Vital Metals Limited (Vital Metals) grants to you a licence. By accessing the website, you accept the terms and conditions of this licence.

Pursuant to this licence and subject to the absolute right of Vital Metals to vary access to all or any part(s) of the website, you acquire a non-exclusive right to:

  • View the material in the website.
  • Access material contained in the website.
  • Use the website strictly in accordance with the provisions of this licence.
  • If you wish to download and use any material contained in the website for a temporary purpose (such as viewing offline), you may do so.

However, downloading material contained in the website for reproduction by you may only be done upon receipt of prior written consent from Vital Metals, and upon payment of any fee required by Vital Metals to be paid by you for that use.

Your obligations

You hereby undertake the following obligations:

To not copy or translate for commercial use, reproduce, adapt, vary or modify any material in the website without the express consent of Vital Metals, except as expressly authorised by this licence.

To ensure your employees, subcontractors and other agents (if any) who have authorised access to the website are made aware of the terms and conditions of this licence.

To not provide or otherwise make available any material in the website in any form to any person other than employees, subcontractors and other agents (if any) without the written consent of Vital Metals.

Warranties

Vital Metals does not warrant that the material in the website is accurate, complete or up to date. The existence of inaccurate, incomplete or superceded material in the website will not cause Vital Metals to be in breach of the terms of this licence.

Vital Metals reserves the right to change, add or remove any material in or from the website without notice.

Vital Metals does not warrant that the functions contained in the website or third-party websites will be uninterrupted or without error, that defects will be corrected, or that electronic material in the website and other third-party websites are free of viruses or other harmful components.

To the extent permitted by law, all implied terms are excluded and Vital Metals will not be liable for any direct, special, indirect or consequential damages, losses, expenses or costs arising out of a breach of this licence, the supply of a defective program, or any error, omission or misrepresentation in any material on this website. If any statute implies terms into this licence, which cannot be lawfully excluded, such terms will apply to this licence, save that the liability of Vital Metals for breach of any such implied term will be limited, at the option of Vital Metals, to any one or more of the following:

  • The replacement of goods or services to which the breach relates or the supply of equivalent goods or services.
  • The repair of such goods or services.
  • The payment of the cost of replacing the goods or services or of acquiring equivalent goods or services.
  • The payment of the cost of having the goods repaired or the services performed again.

When deciding to visit the website, you acknowledge that you have exercised your independent judgment and have not relied on any representation made by Vital Metals which has not been stated expressly in this licence or upon any descriptions or illustrations or specifications contained in any document including catalogues or publicity material produced by Vital Metals (which material may be out of date or superceded).

No information contained on the website constitutes or shall be deemed to constitute an invitation or inducement to invest or otherwise deal in the shares or any other securities of Vital Metals, any other person, or to engage in any investment activity, and must not be relied upon in connection with any investment decision.

Intellectual Property Rights

You acknowledge that the material in the website is the subject of copyright and that it is the subject of other intellectual property and legal rights (including third-party rights).

You must not, during or at any time after the expiry or termination of this licence, permit any act which infringes any of those rights and, without limiting the generality of the foregoing, you specifically acknowledge that you may not copy the material in the website, except as otherwise expressly authorised by this licence.

Indemnity

You must indemnify and keep Vital Metals indemnified fully against all liabilities, damages, claims, losses, costs and expenses, which Vital Metals may incur to a third party or you as a result of your breach of the provisions of this licence.

This website may contain hyperlinks to or incorporate content or functionality from other websites or services operated by third parties. You accept that Vital Metals has no control over, and is not responsible for, any material contained on any third-party websites or services. You may be required to comply with all requirements of any third party over the conditions of use of that third party’s website or service.

Users are prohibited from placing a link to the website without the prior written consent of Vital Metals and on terms satisfactory to Vital Metals.

Disclaimer

You accept that Vital Metals takes no responsibility for any error or omission relating to the material contained in the website.

You accept that Vital Metals makes no undertakings to provide access to the website at any particular time, or for any particular length of time. You agree that Vital Metals will not be held liable for any lapse in the website’s accessibility, or any consequences whatsoever that flow from the unavailability of the website.

Terms of Licence

This licence commences upon your accessing the website and is granted in perpetuity. However, the licence may be terminated without notice by Vital Metals if you are in breach of any terms of this licence.

Upon termination, you or your representative must destroy any copies, electronic and printed, of material obtained from the website that you have in your possession or under your control or otherwise return or dispose of such material in the manner directed by Vital Metals.

Termination pursuant to this clause shall not affect any rights or remedies, which Vital Metals may otherwise have under this licence or at law.

Amendments to this Licence

These are the current terms and conditions of the licence.

Vital Metals may at any time vary and amend the terms and conditions of this licence by publishing the varied terms and conditions on the website. You accept that by doing this, Vital Metals has provided you with sufficient notice of the variation and amendment.

It is your responsibility to familiarise yourself with the current terms and conditions each time you visit the website.

Waiver

Failure or neglect by Vital Metals to enforce at any time any of the provisions of this licence shall not be construed or deemed to be a waiver of the rights of Vital Metals under this licence.

Jurisdiction

This licence shall be governed by and construed according to the laws of the State of Western Australia.

Vital Metals makes no representation that the information contained in the website is appropriate or available for use in other locations, and Vital Metals shall have no responsibility in respect of access to it from territories whose laws prohibit such access or where any aspect of the contents of this website may be illegal. Those who choose to access this website from other locations do so on their own initiative and are responsible for compliance with applicable local laws.

Cautionary Note to Investors

The information on this website and documents issued by Vital Metals and available through this website do not constitute an offer of securities for sale, or solicitation of an offer to purchase securities, in the United States or in jurisdictions where to do so would constitute a contravention of the relevant laws of such jurisdiction. No securities of Vital Metals have been, nor are they intended to be, registered under the US Securities Act of 1933, as amended (the “Securities Act”), and such securities may not be offered or sold in the United States unless an exemption from the registration requirements of the Securities Act is available.

The information on this website and documents issued by Vital Metals may contain “forward-looking statements” which may fall within the meaning of Section 21E of the Securities Act. Forward-looking statements relate to information that is based on assumptions of management, forecasts of future results, and estimates of amounts not yet determinable. Any statements that express predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects” or “does not expect”, “is expected”, “anticipates” or “does not anticipate”, “plans”, “estimates” or “intends”, or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved) are not statements of historical fact and may be “forward-looking statements.”

Forward-looking statements are subject to a variety of risks and uncertainties, which could cause actual events or results to differ from those reflected in the forward-looking statements, including, without limitation: risks related to failure to obtain adequate financing on a timely basis and on acceptable terms; risks related to the outcome of legal proceedings; political and regulatory risks associated with mining and exploration; risks related to the maintenance of exchange listings; risks related to environmental regulation and liability; the potential for delays in exploration or development activities or the completion of feasibility studies; risks and uncertainties relating to the interpretation of drill results, the geology, grade and continuity of mineral deposits; risks related to the inherent uncertainty of production and cost estimates and the potential for unexpected costs and expenses; results of prefeasibility and feasibility studies, and the possibility that future exploration, development or mining results will not be consistent with Vital Metals’s expectations; risks related to commodity price fluctuations; and other risks and uncertainties related to Vital Metals’s tenements, projects, properties and business. Should one or more of these risks and uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Investors are cautioned against attributing undue certainty to forward-looking statements.

The terms “Mineral Reserve”, “Proved Mineral Reserve”, “Probable Mineral Reserve”, “Measured Mineral Resource”, “Indicated Mineral Resource” and “Inferred Mineral Resource” used on this website are Australian mining terms as defined in accordance with the 2012 or 2004 editions of the “Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves” (JORC Code). While the terms “Measured Mineral Resource”, “Indicated Mineral Resource” and “Inferred Mineral Resource” are required pursuant to the JORC Code, the SEC does not recognise such terms. JORC standards differ significantly from the requirements of the SEC, and mineral resource information prepared in accordance with the JORC Code is not comparable to similar information regarding mineral reserves disclosed in accordance with the requirements of the SEC. As such, information contained in this release concerning descriptions of mineralisation and resources under JORC Code standards may not be comparable to similar information made public by U.S companies in SEC filings. With respect to “Indicated Mineral Resource” and “Inferred Mineral Resource” there is a great amount of uncertainty as to their existence and a great uncertainty as to their economic and legal feasibility. It can not be assumed that all or any part of an “Indicated Mineral Resource” or “Inferred Mineral Resource” will ever be upgraded to a higher category. Investors are cautioned not to assume that any part or all of mineral deposits in these categories will ever be converted into reserves.

Definitions

‘Vital Metals’ means Vital Metals Limited, all of its related bodies corporate. A related body corporate means a related body corporate as defined in the Corporations Law of Australia.

‘Hyperlink’ means any mechanism of providing a link from one location on the Internet (or a web page) to another location on the Internet (or a different web page, or a different location on the same web page), and includes any mechanism for linking to, or providing access to, files via the Internet.

‘Intellectual Property’ means all intellectual property rights as defined by Article 2 of the World Intellectual Property Organisation Convention of 1967, in any inventions, designs, trade marks, trade names, circuit layouts, plant varieties, business and domain names, logos and get-up, confidential information, matter, materials or works accessible on or via the Vital Metals websites.