TERMS AND CONDITIONS OF USE
Please read the following terms and conditions carefully before using the Lithium Americas website. By accessing or using this website, you agree to the following terms and conditions. You should review these terms and conditions regularly as they may change at any time at our sole discretion. If you do not agree to any term or condition, you should not access or otherwise use this website. Whenever we use the term “content”, we are referring to any materials, documents, images, graphics, logos, design, audio, video and any other information provided from or on the Lithium Americas website. “Lithium Americas” or the “Company” refers to Lithium Americas Corp.
OUR WEBSITE CONTENT IS FOR YOUR CONVENIENCE AND INFORMATION ONLY
Our website is provided to you without charge as a convenience and for your information only. Our website and the content on our website are provided “as is” and “as available”. To the fullest extent permissible under applicable law, the Company disclaims all representation and warranties, whether express, implied or statutory (including without limitation any warranties of merchantability, fitness for a particular purpose, accuracy and non-infringement). By merely providing access to our website content, we do not warrant or represent, and you should not assume, that the content on our website includes all material information pertaining to Lithium Americas or that such content represents the most current and up-to-date material information that is publicly available with respect to Lithium Americas. Information is believed to be accurate at the time it is posted, however, it may be superseded by subsequent disclosures. Whenever we use the term “material information”, we mean information relating to the business, operations or securities of Lithium Americas that would reasonably be expected to significantly affect the value of Lithium Americas or the market price or value of the common shares of Lithium Americas Corp.
We may disclose material information relating to Lithium Americas by way of news release or in statutory public filings prior to posting such information on our website. Information on this website, including material information, may have been modified, superseded, replaced or supplemented by more current information disclosed in such press releases or in such statutory public filings with Canadian regulatory authorities.
The Company does not warrant or make any representations regarding the use or the results of the use of any content on our website. The information on this website is not intended to modify, qualify, supplement or amend information disclosed by or on behalf of the Company under corporate, securities or other legislation of any jurisdiction and should not be used for the purpose of making investment decisions involving securities of the Company. Copies of public disclosure documents are available from the System for Electronic Document Analysis and Retrieval website at www.sedar.com. 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.
We do not warrant or represent, and you should not assume, that: we have a duty to update any content, except to the extent required by applicable law; the content is free from technical inaccuracies or typographical errors; the content is free from changes caused by third parties; and your access to our website will be free from interruptions, errors, computer viruses or other harmful components.
If you use our website, you do so at your own risk. Under no circumstances, including, but not limited to, negligence, will we be liable for any claims, expenses, damages (including direct or indirect, special, incidental, consequential or other damages), loss of profits, opportunities or information arising from:
- the use of or reliance on information contained on this website;
- any inaccuracy or omission in such information or failure to keep the information current;
- use of any third party websites linked to this website;
- any Internet software used in connection with this website or computer viruses or other destructive programs encountered as a result of using this website; and
- any other matter connected with this website.
These limitations apply even if one of our representatives has been advised of the possibility of your claims, expenses, damages or losses.
WE HAVE NO CONTROL OVER OR RESPONSIBILITY FOR THIRD PARTY CONTENT
We may provide hyperlinks or pointers to other websites maintained by third parties. Any links to third party websites are provided for your convenience and information only. The content in any linked website is not under our control so we are not liable or responsible for (nor do we make any representations or warranties of any kind regarding) the accuracy, relevancy, completeness, timeliness or legality of any content, including any further links in a third party site. If you decide to access any of the third party sites linked to our website, you do this entirely at your own risk. It is up to you to take precautions to ensure that the third party you link to for your use is free of computer viruses and other items of a destructive nature. We reserve the right to terminate a link to a third party website at any time. The fact that we provide a link to a third party website does not mean that we monitor, endorse, authorize or sponsor that website or any content contained on such website. It also does not mean that we are affiliated with the third party website’s owners or sponsors. If a third party links to our website, it is not necessarily an indication of an endorsement, authorization, sponsorship, affiliation, joint venture or partnership by or with us. In most cases, we are not aware that a third party has linked to our website.
WE ARE NOT OFFERING SECURITIES OR PROVIDING INVESTMENT ADVICE
Nothing on this website constitutes investment advice, including our public filings with Canadian securities regulatory authorities. In addition, 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.
DO NOT RELY ON STOCK PRICE INFORMATION
We do not generate the information regarding Lithium Americas Corp. stock price quotes or historical stock price data for our website and the quotes are delayed. You should not rely on the stock price quotes or historical stock price data for investment purposes. If you are contemplating trading in the securities of Lithium Americas, we strongly advise you to seek independent professional advice before making any investment decision. Lithium Americas makes no representation or warranty regarding adequacy, accuracy, timeliness or completeness of any such stock price quotes or historical stock price data and has not taken any steps to verify the adequacy, accuracy, timeliness or completeness of the information provided herein. Under no circumstances, will we be liable for any inaccuracies or omissions in any such information or data, any delays or errors in the transmission thereof, or any loss or direct, indirect, incidental, special or consequential damages caused by reliance on this information or the risks arising from the stock market.
Some of the measures on this website, such as EBITDA, NPV and IRR, are not recognized measures under international financial reporting standards (“IFRS”) and therefore may not be comparable to those presented by other issuers. Non-IFRS measures should not be construed as a substitute for IFRS measures and should be read in conjunction with measures of performance prepared in accordance with IFRS. Management has included non-IFRS measures on this website as potentially useful information for third parties who are evaluating the Company’s results and performance, which is the purpose for which management uses such non-IFRS measures.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
Certain of the statements made and information contained on this website is “forward-looking information” within the meaning of applicable Canadian securities legislation, and “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995 (collectively referred to as “forward-looking information”). All statements, other than statements of historical fact, may be forward-looking information. The forward-looking information provided herein relates to the business, financial performance and condition of Lithium Americas, including, but not limited to, development of the Cauchari-Olaroz and Thacker Pass projects, including timing, progress, construction, anticipated permitting, milestones, anticipated production, and results thereof; capital and mine production costs; estimates of the quality and quantity of the mineral resources and mineral reserves at its mineral properties; the realization of mineral resources and reserves estimates; including whether resources will ever be developed into reserves and information and underlying assumptions related thereto; the timing for completion of new technical reports and for exploration and development work on its mineral properties; the timing and amount of future production; currency exchange and interest rates; expected outcome and timing of environmental surveys and permit applications and other environmental matters; its ability to produce high quality battery grade lithium carbonate; the Company’s ability to raise capital or secure new joint venture partners; treatment under governmental and taxation regimes; the development of the Lithium mining industry in Nevada; the price of lithium and lithium-based commodities; and the demand for lithium-based products. Forward-looking statements are generally identifiable by the use of words such as “expect”, “anticipate”, “seek”, “plan”, “continue”, “estimate”, “may”, “will”, “project”, “predict”, “propose”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe” or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved.
Forward-looking information is based on certain assumptions and analyses that have been made by Lithium Americas’ management at the date of such information, and is subject to risks, uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. Such factors include, but are not limited to the following non-exhaustive list: the impact of general business and economic conditions; industry conditions including volatility in the market price for minerals; uncertainties associated with estimating mineral resources and mineral reserves; the completion of transactions described on the website; operating or technical difficulties encountered in connection with development activities; liabilities and risks inherent in mineral extraction operations, including environmental liabilities; fluctuations in currency exchange rates and interest rates; unanticipated results of exploration activities; competition for capital, undeveloped lands, equipment and skilled personnel, among other things; lack of availability of additional financing and/or joint venture partners; unpredictable weather conditions; unanticipated delays in permitting or preparing technical reports; shareholder dilution and the market price for the Company’s common shares; as well as other factors described under the heading “Risks and Uncertainties” in Lithium Americas’ most recently filed MD&A.
The foregoing list is not exhaustive. There can be no assurance that any forward-looking information on this website will prove to be accurate, as actual results and future events could differ materially from those anticipated, estimated or intended. The Company does not intend, and expressly disclaims any obligation, to update or revise the forward-looking information contained on this website, except as required by law. You are cautioned not to place undue reliance on forward-looking information.
TRADEMARKS AND COPYRIGHT
Certain names, graphics, logos, icons, designs, words, titles or phrases on this website may constitute trade names or trademarks of Lithium Americas Corp. or third parties. The display of any trademark on this website does not imply that a license of any kind to use the trademark has been granted. All information found on this website is protected under the copyright laws of Canada and other countries. Unless otherwise specified, your use of this website does not give you permission to copy, redistribute, reproduce or republish, in any form, any information found in the pages of this website. Any user who, without prior written authorization from Lithium Americas, re-transmits, copies or modifies any trademarks of Lithium Americas may violate federal or common law trademark and/or copywriter law, and may be subject to legal action.
Confidentiality and security of information provided over the Internet is not possible. Lithium Americas cannot ensure the privacy and authenticity of any information or correspondence shared over the Internet between it and a user, and will not be responsible for any claims, expenses, damages or losses incurred by a user who communicates confidential information to Lithium Americas through this website.
TECHNICAL DISCLOSURE STATEMENT
Readers are advised that National Instrument 43-101 – Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators (“NI 43-101”) governs the disclosure of scientific or technical information made by an issuer concerning a mineral project on a property material to the issuer. All technical information about our mineral properties contained on this website is subject to the more detailed information (including the qualifications, assumptions and notes set forth therein) filed by the Company with securities regulators and available at www.sedar.com.
Unless otherwise stated on this website, in the Company’s current technical reports or other relevant, publicly available disclosure documents, all technical and scientific information contained on this website regarding Lithium Americas’ Cauchari-Olaroz and Thacker Pass projects have been reviewed and approved by Rene LeBlanc, the Chief Technical Officer for the Company who is a Qualified Person as defined in NI 43-101.
NOTE TO SHAREHOLDERS IN THE UNITED STATES
The news releases or published documents on this website may also contain information about adjacent properties on which we have no right to explore or mine. We advise U.S. investors that the SEC’s mining guidelines strictly prohibit information of this type in documents filed with the SEC. United States investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on Lithium Americas’ properties.
Any information concerning mineral reserves or mineral resources contained on this website or the documents available on this website have been prepared in accordance with the requirements of the securities laws in effect in Canada, which differ from the requirements of United States securities laws. The terms “mineral reserve”, “proven mineral reserve” and “probable mineral reserve” are Canadian mining terms as defined in accordance with NI 43-101 – and the Canadian Institute of Mining, Metallurgy and Petroleum — CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended. These definitions differ from the definitions in Industry Guide 7 under the U.S. Securities Act. Under the standards of the SEC, a “final” or “bankable” feasibility study is required to report reserves, the three-year historical average price is used in any reserve or cash flow analysis to designate reserves and the primary environmental analysis or report must be filed with the appropriate governmental authority.
In addition, the terms “mineral resource”, “measured mineral resource”, “indicated mineral resource” and “inferred mineral resource”, which may be used on this website or documents available on this website, are defined in and required to be disclosed by NI 43-101; however, these terms are not defined terms under Industry Guide 7 and are normally not permitted to be used in reports filed with the SEC. U.S. Shareholders are cautioned not to assume that any part or all of mineral deposits in these categories will ever be converted into reserves. “Inferred mineral resources” have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an inferred mineral resource will ever be upgraded to a higher category. Under Canadian rules, estimates of inferred mineral resources may not form the basis of feasibility or pre-feasibility studies, except in rare cases. U.S. Shareholders are cautioned not to assume that all or any part of an inferred mineral resource exists or is economically or legally mineable. Disclosure of “contained ounces” in a resource is permitted disclosure under Canadian regulations; however, the SEC normally only permits issuers to report mineralization that does not constitute reserves by SEC standards as in place tonnage and grade without reference to unit measure. As such, information on this website providing descriptions of Lithium Americas’ mineral deposits may not be comparable to similar information made public by U.S. companies subject to the reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder.
Our financial information available on or accessible through this website is prepared in accordance with IFRS as issued by the International Accounting Standards Board. Financial statements are also subject to Canadian auditing and auditor independence standards. IFRS differs in some respects from United States generally accepted accounting principles and thus may not be comparable to financial statements of United States companies.
DISCLOSURE OF MINERAL RESERVES AND MINERAL RESOURCES
Readers are advised that NI 43-101 of the Canadian Securities Administrators requires that each category of mineral reserves and mineral resources be reported separately. Readers may refer to the Canadian Institute of Mining and Metallurgy website for Definition Standards on Mineral Resources and Mineral Reserves.
NO INCORPORATION BY REFERENCE
No information included herein 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.
The laws of the Province of British Columbia and the applicable federal laws of Canada govern your use of this website. The courts of the Province of British Columbia will have exclusive jurisdiction over any dispute arising out of your use of this website.