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Margaux Resources Ltd

Website Terms Of Use Agreement
This Terms of Use Agreement is dated ·, 2016.

THE FOLLOWING DESCRIBES THE TERMS UNDER WHICH YOU MAY ACCESS AND USE MARGAUX’S WEBSITE LOCATED AT WWW.MARGAUXRESOURCES.COM. BY ACCESSING OR USING ANY OF THE WEBSITE YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS SET OUT IN THIS AGREEMENT YOU MAY NOT ACCESS OR USE THE WEBSITE.

Amendments
Margaux Resources Ltd. and its affiliated companies (collectively, “Margaux”) may amend this website terms of use agreement (the “Agreement”) at any time by posting a new agreement in place of this one. The amended agreement shall automatically be effective when posted. Your continued use of the website located at www.Margauxresources.com (the “Website”) following the posting of the amended Agreement shall mean that you accept the terms of this Agreement as amended. The first paragraph of this Agreement indicates when this Agreement was last amended. Please check back regularly to review for changes.

Limited License and Restrictions
Conditional on your agreement to this Agreement, Margaux grants to you a limited, non-exclusive, revocable, non-assignable and personal license to access, view and print (for your viewing only) the content on the Website (the “Content”) for your own personal and non-commercial use. You may not otherwise access, view or print the Content and you may not modify, reproduce, download, publish, disseminate, transmit, sell, create derivative works, display, frame or in any way exploit any of the Content, except with the express written permission of Margaux.

Margaux may change, add to or delete from the Website, the Content or any related services at any time without notice. You agree to bear all risks, costs and damages that you may incur or suffer as a result of those changes.

None of the Content constitutes business, financial, investment, tax, legal or other advice and you agree that you will not use or rely on any Content for any of the same.

Services
You agree that Margaux will not be liable for any delay or unavailability of any of the Website or related services, whether due to an act or omission of Margaux or an act or omission of any third party.

Links to Internet Resources
Links to other Internet resources which are provided at the Website are provided as a courtesy and you may only use them at your sole risk. The content, accuracy, opinions expressed, other information and any products or services obtained from or through any links are not investigated, verified, monitored or endorsed by Margaux. Margaux shall not be responsible for any content or any products or services obtained from or through those links.

No partnership or other relationship should be implied merely from the fact that a link to a third party website is provided on the Website.

Investment Decisions
The information set out on this Website and the Content should not be used for the purpose of making investment decisions with respect to Margaux’s securities or any other securities. For official public securities documents and public companies information filed by Margaux, you are directed to documents on file with securities regulatory authorities, some of which may be accessed through the SEDAR website (www.sedar.com). Not all such documents and information are contained on this Website and the ones contained on this Website may not be current and you agree to not rely on the same.

Margaux is subject to the securities laws of various jurisdictions. Information disclosed or provided by us pursuant to the securities laws of those jurisdictions is not intended to be in any way qualified, amended, modified or supplemented by the information otherwise available in, through, or on this Website.

If you are contemplating trading in Margaux’s securities, you agree to only review the documents filed with securities regulatory authorities, including at www.sedar.com, and seek the advice of an authorised investment advisor.

No Solicitation
Material contained on or accessible through this Website or the Content is for information purposes only and is not intended to and does not constitute an offering or solicitation of securities in any jurisdiction.

Forward-Looking Statements
Any forward-looking statements contained on the Website are based on various information and data and a number of assumptions, analytical methods and financial and other models, any or all of which may prove to be incorrect. Although Margaux believes that the expectations reflected in such forward-looking statements, and the information and data and the assumptions, methods and models upon which they are based, are correct, undue reliance should not be placed on forward-looking statements because Margaux can give no assurance that they are, in fact, correct. Further, the industry involves risks and uncertainties and is subject to change and therefore the various assumptions, methods and models may prove to be incorrect. In addition to the assumptions and risk factors which may be identified on the Website, the assumptions and risk factors may include: the general stability of the economic and political environment in which Margaux operates; the timely receipt of any required regulatory approvals; the ability of Margaux to obtain qualified staff, equipment and services in a timely and cost efficient manner; the ability of Margaux to obtain financing on acceptable terms; future commodity prices; and the regulatory framework regarding taxes and environmental matters in the jurisdictions in which Margaux operates. The future development of Margaux’s assets including the Jersey Emerald Property is based on the successful completion of positive feasibility studies, regulatory approval and receipt of conditional operating and environmental permits. Readers are cautioned that the foregoing list of assumptions and risk factors is not exhaustive. Certain documents and information contained on this Website that contain forward looking statements may contain information on the assumptions, risks and qualifications upon which such forward looking statements were made.

Furthermore, any forward-looking statements contained on the Website are made as at the date of their posting and Margaux does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

Additional information on these and other assumptions and factors that could affect Margaux’s operations and financial results are included in reports, including Margaux’s management’s discussion and analysis, on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website.

Intellectual Property
Margaux has certain protectable proprietary rights in its Website and the Content, including copyrights and trademarks. You may not modify, copy, publish, republish, transmit, sell, create derivative works, display, frame or in any way exploit any content contained on the Margaux Website other than as explicitly permitted as set out on the Website.

Warranty Disclaimer
THE WEBSITE, CONTENT AND ANY RELATED SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND ARE USED BY YOU AT YOUR SOLE RISK. IN RESPECT OF SAME, MARGAUX MAKES NO EXPRESS OR IMPLIED WARRANTIES, CONDITIONS OR REPRESENTATIONS WHATSOEVER, AND SPECIFICALLY DISCLAIMS THE SAME INCLUDING WITHOUT LIMITATION, ANY WARRANTIES, REPRESENTATIONS OR CONDITIONS OF CORRECTNESS, CURRENCY, TIMELINESS OR COMPLETENESS AND ANY IMPLIED BY STATUTE. THE WEBSITE, CONTENT AND MAY CONTAIN BUGS, ERRORS, PROBLEMS, VIRUSES OR OTHER LIMITATIONS. MARGAUX ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY SUCH BUGS, ERRORS, PROBLEMS OR VIRUSES OR OTHER LIMITATIONS.

Limited Liability
IN NO EVENT SHALL MARGAUX BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE WEBSITE OR ANY RELATED SERVICE OR ANY INFORMATION OR CONTENT CONTAINED ON THE WEBSITE OR MADE AVAILABLE TO YOU OR YOUR RELIANCE ON ANY SUCH INFORMATION OR CONTENT, WHETHER OR NOT MARGAUX WAS TOLD OF THE POSSIBILITY OF SUCH DAMAGES.

No Agency
The parties are independent entities and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended nor created by this Agreement and neither party shall state or imply anything to the contrary.

No Waiver
Margaux’s failure to insist upon or enforce strict compliance with any provision of this Agreement shall not be construed as a waiver of any provision or right of the same or different type in the future.

Entire Agreement
The terms and conditions set out in this Agreement constitute the entire terms and conditions with respect to the use of the Website, Content and any related services and the relationship between the parties for the purposes of the same. No representative of Margaux is authorized to amend the terms of this Agreement other than as specifically provided for herein.

Termination
Notwithstanding the termination or expiration of this Agreement for any reason, in addition to the provisions of this Agreement that would by their nature survive such termination or expiration, the provisions relating to intellectual property, warranty disclaimer, limited liability and governing law shall survive such termination or expiration.

Governing Law
This Agreement, the relationship between you and Margaux and your use of the Website, the Content and any related services and the resolution of any dispute arising between the parties shall be governed and construed in accordance with the laws of the Province of Alberta and those of Canada applicable therein, without reference to their conflict of laws. You agree that any legal action or proceeding between you and Margaux which in any way concerns this Agreement or the use of the Website or Content shall be brought exclusively in the courts of Alberta. Notwithstanding the foregoing, either party may apply to any court of competent jurisdictions to obtain injunctive relief. Margaux is headquartered in Alberta, Canada.

Severability
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed from this Agreement and the remaining provisions shall remain in full force and effect.

Headings
Headings are for reference purposes only and shall not be used in the interpretation of this Agreement.

Margaux Resources Ltd Legal Notice

Information contained in this website is provided by Margaux Resources Ltd. (“Margaux” or the “Corporaiton”) for information purposes only. The website and the information (including changes to the terms herein) may be changed or updated from time to time without notice. In consideration for using Margaux Resources Ltd.’s website, the visitor agrees to hold Margaux Resources Ltd. and its affiliates and subsidiaries, and their respective directors, officers, employees and agents harmless against any claims for damages or costs or any loss of any kind arising out of the access to or use of this website or any information contained in or obtained through this website. As visitors access this website on a server in Alberta, Canada, the information contained in this website is deemed to be provided in Alberta and is subject to Alberta law and the laws of Canada applicable therein. If you access this website from outside of Canada, you do so at your own risk and are responsible for compliance with local, national or international laws including, without limitation, applicable securities laws.

Disclaimer of Warranties

In addition to the above disclaimer, Margaux hereby expressly disclaims any liability for errors or omissions in the information contained in this website. Information contained in this website does not constitute a solicitation or an offering of curities in any jurisdiction. Information disclosed under corporate securities legislation of Canada, e.g. Annual Report, Quarterly Reports or press releases, is not intended in any way to be qualified, amended, modified or supplemented by information available in, through or on this website. Although Margaux believes this information to be correct at the time it is posted, Margaux does not warrant the accuracy, completeness or currency of this information at all times. All information contained in this website is provided on an as-is and as-available basis without any representations, warranties or endorsements whatsoever. No warranty of any kind, implied, expressed or statutory,and non-infringement of intellectual property rights, third party rights, title, fitness for any particular purpose or freedom from computer viruses or other contaminating or destructive properties is given in conjunction with the information contained in this website.

Cautionary Statement Regarding Forward-Looking Information and Statements

Certain statements contained on this website (the “Website”), including statements related to the Corporation’s Jersey Emerald Project and statements that contain words such as “could”, “should”, “can”, “anticipate”, “expect”, “believe”, “will”, “may”, “likely”, “estimate”, “predict”, “potential”, “continue”, “maintain”, “retain”, “grow”, and similar expressions and statements relating to matters that are not historical facts constitute “forward-looking information” within the meaning of applicable Canadian securities legislation.

These statements are based on certain factors, assumptions and analysis made by the Corporation in light of its experience and its perception of historical trends, current conditions and expected future developments as well as other factors it believes are appropriate in the circumstances. Whether actual results, performance or achievements will conform to the Corporation’s expectations and predictions is subject to a number of known and unknown risk and uncertainties which could cause actual results to differ materially from the Corporation’s expectations. Such risks and uncertainties include, but are not limited to: fluctuations in the price and demand for commodities; general economic, market or business conditions; changes in laws or regulations, including taxation, environmental and currency regulations; the lack of availability of qualified personnel or management; the other risk factors set forth under the heading “Business Risks and Uncertainties” in the Corporation’s Management Discussion & Analysis which is available on the SEDAR website at www.SEDAR.com, and other unforeseen conditions which could impact the Corporation.

Consequently, all of the forward-looking information and statements made on this Website are qualified by this cautionary statement and there can be no assurance that the actual results or developments anticipated by the Corporation will be realized or, even if substantially realized, that they will have the expected consequences to or effects on the Corporation or its business or operations. Except as may be required by law, the Corporation assumes no obligation to update publicly any such forward-looking information and statements, whether as a result of new information, future events, or otherwise.

Presentation of Resource Estimates

This website, its content, the corporate presentations and other attached documentation uses the terms “indicated” and “inferred” in connection with its resource presentation, as defined in accordance with National Instrument 43-101 Standards of Disclosure for Mineral Projects (“NI 43-101”) under guidelines set out in the Canadian Institute of Mining, Metallurgy and Petroleum (the “CIM”) Standards on Mineral Resources and Mineral Reserves adopted by the CIM Council. Readers are cautioned not to assume that all or any part of “indicated” resources will ever be converted into mineral reserves. “Inferred” resources have a great amount of uncertainty as to their existence and as to their economic and legal feasibility. It cannot be assumed that all or any part of an “inferred” resource will ever be upgraded to a higher category. Readers are also cautioned not to assume that all or part of an “inferred” resource exists, or is economically or legally mineable. Estimates of “inferred” resources may not form the basis of feasibility or other economic studies. Mineral resources that are not mineral reserves do not have demonstrated economic viability. All of Margaux’s exploration programs and the related disclosure of information of technical or scientific nature are prepared by, or prepared under the direct supervision of Giroux & Grunenberg who are “qualified persons” as defined in NI 43-101.

Exclusion of Liability

In no event shall Margaux be liable for any damages, including without limitation, direct or indirect, special, incidental or consequential damages, loss of profits, opportunities or information arising in connection with the Margaux website or with any linked website even if Margaux is made aware of the possibility of such damages, losses, claims or expenses.

Trademark and Copyright

All material and information found in this website is protected under the copyright and trademark laws of Canada and other applicable jurisdictions. The display of trademarks, trade names or design marks in this website does not imply that a license of any kind has been granted to any other party. Any unauthorized use regarding publication, copying or modification of information on this website, including trademarks, trade names and design marks, may violate applicable legislation and may result in legal action.

Personal Information

Any information voluntarily provided by you to Margaux will be considered to have been collected by Margaux with your consent for use and disclosure for the stated purposes at the time or as required by law. Other than as voluntarily provided by you, the Website does not collect personally identifiable information and does not use “cookies”. However, you should be aware that all web servers may collect certain non-personal information such as your IP address, your screen resolution and other browser and operating system information, the site you visited before visiting the Website and the site to which you go when leaving the Website. Further details of our policies with respect to your personal information are available in Margaux’s privacy policy on your request