LEGAL ADVISORY AND CONDITIONS OF USE

This document ("Agreement") sets out the terms and conditions governing access to and use of Redwood Capital Corporation's ("Redwood") website ("Website"), including all information, data, software, computer code, content and web pages contained in it ("Content").

Users are therefore required to read this Agreement carefully and, if Users do not accept the terms and conditions set out in this Agreement, Users should not use this Website and should leave it immediately.

The following are the terms and conditions of a legal agreement between Redwood and readers of the Website ("Users"). By viewing, accessing, downloading, experiencing or otherwise using this Website or any of the Content, Users represent, knowing that Redwood is relying on such representation, that Users have read and understood the terms and conditions of this Agreement and Users confirm, in consideration of Redwood granting Users access to this Website, that Users have accepted and agreed to such terms and conditions.

Copyright

All material on this Website is protected by copyright.

This Agreement grants Users a limited license to view, access, download, experience and use the Website and the Content but conveys no ownership or proprietary interest of any kind therein. Redwood grants to Users a license to download one copy of materials published by Redwood on this Website on any single computer for the User's personal, non-commercial use only, provided Users do not remove or alter any copyright or other proprietary notices. Except as may be expressly authorized by Redwood, any reproduction, modification or distribution of the Website materials or Content is strictly prohibited. Except as otherwise noted, the logos, icons, graphics, designs, names, trade names, trademarks or service marks displayed on this website belong to Redwood or other third parties and may not be used without Redwood's written permission.

Forward Looking Statements

Certain statements in this Website, including Redwood's clients' ("Clients") assessment of their future plans and operations, may constitute forward looking statements within the meaning of applicable securities laws. These forward‑looking statements can generally be identified by words such as 'believes', 'anticipates', 'expects', 'plans', 'estimates' or words of a similar nature.

The forward‑looking statements are based on current expectations and are subject to known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Clients to be materially different from any future results, performance or achievements expressed or implied by such forward‑looking statements. Such factors include, among others: the general economic conditions in Canada and the United States, the demand for their services or products services, regional competition; liabilities and risks, including environmental liabilities and risks, risks associated with prior operations; sourcing, pricing and availability of raw materials, component parts, equipment, suppliers, facilities, and skilled personnel; the ability to integrate technological advances and match advances of competition; the availability of capital; fluctuations in weather and temperature affecting the activities that can be completed; dependence on major customers; changes in legislation and the regulatory environment, including uncertainties with respect to implementing the Kyoto protocol; currency exchange rate risk; and other circumstances affecting revenues and expenses. The impact of any one factor on a particular forward‑looking statement is not determinable with certainty as such factors are dependent upon other factors, and management's course of action would depend upon its assessment of the future considering all information then available.

These statements speak only as of the date of such information as the case may be, and may be superseded by subsequent events. Readers are cautioned that the foregoing list of factors is not exhaustive. Although Clients believe that the expectations conveyed by the forward‑looking statements are reasonable based on information available to them on the date such forward‑looking statements are made, no assurances can be given as to future results, levels of activity and achievements. All forward‑looking statements, whether written or oral, attributable to Clients or persons acting on their behalf are expressly qualified in their entirety by these cautionary statements. Redwood and its Clients assume no obligation to update forward‑looking statements should circumstances or management's estimates or opinions change.

Accuracy of Information

While any information and material contained in the Content are reasonably believed by Redwood to be accurate and complete in all material respects at the time of posting, and although Redwood makes reasonable efforts to ensure that all such information and material remain current, accurate and complete, Redwood accepts no liability, responsibility or obligation whatsoever to post, update, amend, review or remove such information, material or the Content or any portion thereof except as may be required by applicable law. Users acknowledge that such facts, information and material may change quickly and without notice and that such changes will take time to be posted on the Website, if they are posted at all. Redwood may, at its sole discretion, post, delete and amend Content without notice.

Submission of Information

Although Redwood will make reasonable efforts to maintain any information provided by Users or other parties in confidence, such parties agree that any information provided or sent to Redwood through this Website will not be considered to be private, confidential or proprietary and will not be accepted as such by Redwood. By submitting information to Redwood through this Website, you agree that such information is provided by your full consent and is not private, confidential or proprietary and that Redwood will be free to use such information as it sees fit or as may be required by law. You assign any copyrights in or to the contents of any information you send to Redwood and you waive any and all moral rights thereto. Redwood shall be at liberty to freely use, without payment of any compensation, any improvement, suggestion, invention or innovation you may send to Redwood.

Investment Decisions

Material contained in or accessible through this Website is for information purposes only and is not intended to and does not constitute a solicitation offering of securities in any jurisdiction, nor should it be used for the purpose of making investment decisions with respect to Clients' securities. Redwood does not assume any duty of disclosure beyond that which is required by applicable law. Users should not rely on any opinion or other information set out in the Website or any website accessible through this Website when making business, financial, personal or other decisions. Redwood and its service providers do not endorse the opinions of any third party expressed on the Website or any website accessed through the Website.

This Website does not constitute and should not be construed as an offer to sell or a solicitation of an offer to buy securities in any jurisdiction.

Clients are followed by the analysts listed on this Website. Any opinions, estimates or forecasts regarding Client performance made by these analysts are theirs alone and do not represent opinions, forecasts or predictions of Redwood or its management. Redwood does not by its reference to or distribution imply its endorsement of or concurrence with such information, conclusions or recommendations.

Software Available on the Website

Software that is made available to download from the Website is the copyrighted work of Redwood or third party vendors. Your use of the software is governed by the terms of the end user license agreement that accompanies or is available with the software. You may not install or use the software unless you first agree to the terms and conditions of the license agreement.

Exclusion of Liability

In no event will Redwood, or its officers, agents, shareholders, servants, or employees be liable to any User for damages whatsoever, and howsoever caused, including without limitation, direct or indirect, special, incidental, moral or consequential damages, loss of profits, loss of opportunities or information, economic loss, or for any loss or expenses arising in connection with this Website or the Content, with any software algorithms available thereon nor with any hyperlinked web site or for use thereof or inability to use by interruption, defect, delay in operation or transmission, computer virus or line or system failure, even if Redwood is advised of the possibility of such damages, losses or expenses. Software algorithms made available and hyperlinks to other internet resources are used at your own risk. The content, accuracy, opinions expressed, and other links provided by these software algorithms and resources are not investigated, monitored, or endorsed by Redwood.

Links to Third Party Websites

Redwood does not control any third party website and is therefore not responsible for the content of any linked website, the functioning or availability of any such website, or any link contained in a linked website. Redwood provides such links only as a convenience and the inclusion of any link does not imply, confirm or signify any endorsement, investigation or verification by Redwood of the linked website or information contained therein and Redwood makes no warranty.

Governing Law

This Agreement shall be construed and governed by the laws of the Province of Alberta, Canada, and the federal laws of Canada applicable therein, and shall be deemed to be a contract made in Alberta. Users agree that any dispute arising under this Agreement, or out of the Website, or out of the Contract shall be litigated only in the courts of the Province of Alberta and Users attorn to the exclusive jurisdiction of the courts of Alberta.

Amendment and Updating

Redwood may amend these terms and conditions from time to time without notice and at its sole discretion. By using this Website, Users confirm and agree that they are bound by the most current terms and conditions of this Website and agree to periodically review this Agreement to determine the most current terms and conditions and, if the same are not acceptable, Users agree to immediately cease using this Website.