Terms of Use

Thank you for visiting the Cliffside Capital Ltd. (“Cliffside”)website (this “Site”). Our information is subject to change without prior notice and should be verified by users. Please refer to our Terms andConditions for the rules governing the use and information on this Site. 

Terms and Conditions
This Site is provided for informational purposes only. Your use of this Site is subject to these terms and conditions of use (these “Terms”). Your use of this Site constitutes your agreement to these Terms. If you do not agree with these Terms, you may not use this Site. You may print and keep a copy of these Terms. 

Modifications of Terms andConditions
Cliffside reserves the right to change or modify these Terms at any time. Cliffside shall post all changes or modifications to these Terms on this Site. Each use of this Site constitutes your acceptance of the then current Terms posted on the Site at the time of such use. 

Use of this Site
The information and materials contained on this Site, including the text, graphics, sound files, video files,l ogos, images, arrangement and general design of the Site (collectively, the“Content”) is owned or licensed by Cliffside and Cliffside authorizes you to view or download the Content solely for your personal, non-commercial use provided you retain all proprietary notices contained in the Content. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Content. You may not use any Content for commercial purposes without obtaining Cliffside’s prior written consent, which consent may be withheld at Cliffside’s sole discretion.You may not use this Site for any purpose that is unlawful or prohibited by these Terms. You may not use thisSite in any manner contrary to any local, provincial, national, international and foreign laws or regulations. You may not use this Site in any manner which could damage, disable, overburden or impair this Site or interfere with any other party’s use and enjoyment of this Site. 

Although Cliffside uses reasonable efforts to update and review the accuracy of the Content, Cliffside makes no warranties or representations that the Content is current and/or accurate. Cliffside assumes no liability or responsibility for any errors in theContent. Information on the Site is subject to change without prior notice and should be verified by users. You are prohibited from posting or transmitting toor from this Site any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, profane or pornographic material, or any other material that could give rise to any civil or criminal liability under all applicable local, provincial, national, international and foreign laws or regulations governing this Site and your use thereof. 

Your Information
Any personal information that you submit to us or post on the Site will be treated in accordance with ourPrivacy Policy. By submitting or posting your personally identifiable information, you are indicating your consent to our collection, use and disclosure of such personal information in accordance with our Privacy Policy. 

The site and the content are provided on an “as is, where is” basis. Cliffside disclaims all conditions, terms, representations and warranties, express or implied, statutory or otherwise, including but not limited to, implied warranties of merchantability, quality, fitness for a particular purpose, title and non-infringement, with respect to the site or any of the content. Cliffside does not warrant that the site and the content are free from errors or other program limitations or that the site and content will be accessible and perform in accordance with your expectations. This disclaimer shall apply to all damages or injuries incurred from, or related to your use of this site including but not limited to failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction. You specifically acknowledge that cliffside shall not be liable for any defamatory, offensive or illegal conduct of third parties.

Limitation of Liability
In no event shall cliffside be liable for any special, incidental, indirect, punitive or consequential damages whatsoever (including without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the site or its content, even if cliffside has been advised of the possibility of such damages.

Links to external web sites(the “Linked Sites”) are provided only as a convenience and do not constitute an endorsement by Cliffside of the owners or operators of the Linked Sites, an endorsement of the content, products, advertising or other materials contained in the Linked Sites, or any association between Cliffside and the Linked Sites.Cliffside is not in control of any of the Linked Sites and is not responsible for the contents of the Linked Sites, including without limitation any link contained in the Linked Sites or any changes or updates to the Linked Sites. If you decide to access the Linked Sites you do so at your own risk. 

Cliffside and all other trademarks and service marks appearing on this Site are registered trademarks, trademarks or service marks of Cliffside. All custom graphics, icons, logos and other items that appear on this Site are trademarks or service marks ofCliffside. The use of any Cliffside trademark or service mark without obtaining prior written consent from Cliffside is strictly prohibited. All other trademarks, product names and company names or logos cited herein are the property of their respective owners. 

You agree to defend, indemnify and hold Cliffside, its employees, directors and related entities harmless from and against any and all liabilities, costs and expenses including reasonable attorneys’ fees, related to any violation of these Terms by you in connection with your use of this Site. 

If any provision of these Terms is invalid or unenforceable under applicable law, then it shall be, to that extent, deemed omitted and the remaining provisions will continue in full force and effect. 

Entire Agreement
Unless specifically provided herein, these Terms constitute the entire agreement between you and Cliffside with respect to your use of this Site. These Terms supersede all prior agreements, understandings, negotiations and discussions, either oral or written between the parties. There are no representations, warranties, conditions or other agreements, express or implied, statutory or otherwise, between the parties in connection with the use of this Site except as specifically set forth herein. 

Cliffside reserves the right, in its sole discretion, to terminate your access to this Site or any portion thereof at any time, without notice, if you are in breach of any of the provisions herein. 

Governing Law andJurisdiction
These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. You hereby expressly consent to the sole and exclusive jurisdiction and venue of the courts of the Province ofOntario, for any legal proceeding arising out of or relating to your use of this Site or these Terms. 

Investment Decisions
The content that is made available to you on this Site is for information purposes only and is not intended to constitute an offering of securities in any jurisdiction.Information disclosed under the corporate and securities laws of those Canadian jurisdictions applicable to Cliffside is not intended to be in any way qualified, amended, modified or supplemented by the information otherwise available in, through or on this Site. Due to the technical and security risks inherent in the Internet and because the document you access may differ from the original depending on your browser software, information set out in thisSite should not be used for the purpose of making investment decisions with respect to Cliffside securities. If you are contemplating trading in Cliffside securities, review Cliffside’s filings on SEDAR at www.sedar.com or contact investor relations to obtain printed copies of the documents you wish to review.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: This Site includes certain“forward-looking statements” under applicable Canadian securities legislation.Forward-looking statements include, but are not limited to, statements with respect to the business and operations of Cliffside. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic, competitive, political and social uncertainties; the results of operations; potential for conflicts of interests; as well as volatility ofCliffside’s common share price and volume. There can be no assurance that such statements will prove to be accurate or complete, as actual results and future events could differ materially from those anticipated in such statements.Accordingly, readers should not place undue reliance on forward-looking statements. Cliffside 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 as required by law.