As of October 2019
Swire Oilfield Services Standard Terms & Conditions
Swire Oilfield Services Legal Notice
This Legal Notice governs your access and use of the website located at http://www.swireos.com (“Site”), and all services made available to you on, through or in association with the Site (“Services”). The Site and Services are owned and operated by or on behalf of Swire Oilfield Services Ltd, Registered No 4740627, Registered Office Swire House, 59 Buckingham Gate, London, SW1E 6AJ. The Site, Services and Content (defined below) may be changed or updated from time to time without notice. By accessing or using the Site or Services, you agree to the following terms and conditions and agree to release Swire Oilfield Services Ltd and its affiliates from all claims, expenses, damages, costs or any loss of any kind arising out of using the Site, Services or Content. Swire Oilfield Services Ltd may revise this Legal Notice at any time by updating this posting. By accessing or using the Site or Services after such revisions are posted, you agree to the revised Legal Notice. You should visit this posting periodically to review this Legal Notice and any revisions.
References to Swire Oilfield Services Ltd
For convenience, the terms " Swire Oilfield Services," "Company," "us," "we" and similar references are used on or with Site or Services to refer collectively to Swire Oilfield Services Ltd, its direct and indirect subsidiaries and partnership interests held by Swire Oilfield Services Ltd and its subsidiaries, unless the context indicates otherwise.
Site is provided as a service only
The Site, Services and Content are for informational purposes only and are not intended as a solicitation or offering of securities in any jurisdiction. Content available on or through the Site or Services is not intended to modify, qualify, supplement or amend information disclosed under corporate and securities legislation of any jurisdiction applicable to Swire Oilfield Services Ltd and should not be used for the purpose of making investment decisions. Information contained on the Site or made available through the Services does not constitute a solicitation or an offering of securities in any jurisdiction.
Intellectual property in the site
Swire Oilfield Services Ltd is the owner or the licensee of all intellectual property rights in the Site and all content displayed on or accessible through the Site or Services, including, without limitation, information, news, editorials, documents, presentations, reports, text, charts, photographs, images, graphics, user interfaces, applications, computer software and code (collectively, the “Content”) and nothing in this Legal Notice shall grant you any rights, title or interest in and to such intellectual property rights. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
You may access and download Content made available on the Site and Services solely for your personal research and private study. You may not access, download or use Content for any other purpose, including, without limitation, re-publication, unauthorised downloading, retransmission, copying, modification, or other exploitation of the Site, Services or Content. Failure to comply with these terms and conditions may violate intellectual property rights and other laws and may result in legal action. In addition, you may not hyperlink to or frame the Site or Services without the prior written consent of Swire Oilfield Services Ltd.
All intellectual property rights and goodwill in or relating to Swire Oilfield Services Ltd including the name, logo and any associated rights, belong to Swire Oilfield Services Ltd. All intellectual property rights and goodwill in or relating to the trade-marks, service marks, logos, icons, designs, names and trade names displayed on or in association with the Site and Services are owned by Swire Oilfield Services Ltd and, where specifically noted, third parties, and may not be used for any purpose whatsoever without written permission from either Swire Oilfield Services Ltd or the relevant third party. To add clarity, no license to use any Swire Oilfield Services Ltd or third party trade-marks or other names is granted to you.
You must use the Site in a responsible way only for lawful purposes. In particular, but not limited to the following, you may not use the Site:
- in breach of any applicable local, national or international law or regulation, whether criminal or otherwise; or in a manner which would involve Swire Oilfield Services Ltd or any other person in any breach of the local, national or international law or regulation;
- in breach of any obligations or duties of confidentiality, or in breach of any obligations on you under the Data Protection Act 1998;
- to upload, post, email or otherwise transmit any content that is directed to inciting or producing imminent conduct that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, libellous, insulting, false, misleading, unreliable, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable and is likely to produce such conduct;
- to impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity;
- to forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the system;
- to upload, post, email or otherwise transmit any unsolicited or unauthorised advertising, promotional materials, "junk mail," "spam," "chain letters," or "pyramid schemes";
- to interfere with or disrupt the Site's system or servers or networks connected to the Site's system, or disobey any requirements, procedures, policies or regulations of networks connected to the Site's system;
- you must not frame or link to the Site or any part of it, or frame third party websites, without Swire Oilfield Services Ltd express permission; or
- to promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals.
Use of third party translation tools
Google Translate, a third party service provided by Google, performs all translations directly and dynamically. Swire Oilfield Services has no control over the features, functions, or performance of the Google Translate service.
The automated translations should not be considered exact and used only as an approximation of the original English language content.This service is meant solely for the assistance of limited English speaking users of the website. Swire Oilfield Services does not warrant the accuracy, reliability, or timeliness of any information translated. Some items cannot be translated, including but not limited to image buttons, drop down menus, graphics, photos, or portable document formats (pdfs).
Swire Oilfield Services, its employees, and/or agents shall not be liable for damages or losses of any kind arising out of, or in connection with, the use or performance of such information, including but not limited to, damages or losses caused by reliance upon the accuracy of any such information, or damages incurred from the viewing, distributing, or copying of such materials.
Swire Oilfield Services does not directly endorse Google Translate or imply that it is the only language translation solution available to users.
Please consult with a translator for accuracy if you are relying on the translation or are using this site for official business.
Viruses, hacking and other offences
You must not misuse the Site by knowingly introducing viruses, trojans, corrupted files, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to, interfere with, damage or disrupt the Site, the server, equipment or network on which the Site is stored, any software used in the provision of the Site or any server, computer or database connected to the Site. You must not attack the Site via a denial-of service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. Swire Oilfield Services Ltd will report any such breach to the relevant law enforcement authorities and Swire Oilfield Services Ltd will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use the Site will cease immediately.
Swire Oilfield Services Ltd not responsible for linked websites
Swire Oilfield Services Ltd provides links to third party websites for your convenience only. Swire Oilfield Services Ltd does not control the linked websites and does not monitor or investigate them, or verify or endorse the accuracy, reliability, integrity, quality, completeness, availability, suitability or security of any data, information or other content on or made available through these websites. Swire Oilfield Services Ltd accepts no responsibility for such linked websites or the content thereof. Any use of these websites and their content is at your sole risk.
Swire Oilfield Services Ltd not responsible for internet software of computer viruses
Due to technical difficulties inherent in the Internet, Internet software or transmission problems could produce inaccurate or incomplete copies of material contained on this Site when displayed or downloaded onto your computer. Computer viruses or other destructive programs may also be inadvertently downloaded from the Site. Swire Oilfield Services Ltd recommends that you install appropriate anti-virus or other protective software.
Disclaimer and limitation of liability
The Site, Services and Content are provided on an "as is" and "as available" basis. Swire Oilfield Services Ltd disclaims all representations, warranties and conditions of any kind, either express or implied, including, without limitation, any implied warranties or conditions of satisfactory quality, fitness for a particular purpose, latent defects, and non-infringement. No representations or warranties are made concerning the availability, accuracy, completeness, timeliness, suitability, security or reliability of the Site, Services or Content. Swire Oilfield Services Ltd does not represent or warrant that access to the Site and Services will be uninterrupted, that the Site and Services will operate error-free, that errors in the Site and Services will be corrected, that you will receive alerts if you sign up for Email Alerts, Career Alerts or other alerts, or that the Site, Services and Content are free of computer viruses or other harmful components.
Access and use of the Site, Services and Content is done at your own risk. Except as otherwise provided by law, in no event shall and Swire Oilfield Services Ltd, its affiliates, and their respective directors, officers, employees, contractors or agents, be liable to you or any third party for any direct, indirect, incidental, special or consequential damages whatsoever, including, without limitation, damages for lost revenue, lost or damaged data, costs or other commercial or economic loss, whether based in contract (including fundamental breach), delict (including negligence) or any other theory of liability, arising out of your (1) access to, use of, reliance on, inability to use or misuse of the Site, Services or Content, (2) any use or inability to use any materials, software, content, goods or services located at or
made available at any website linked to or from the Site or Services, or any consequences flowing therefrom, (3) sign up for Email Alerts, Career Alerts or other alerts, including without limitation, the non-receipt of alerts. The foregoing limitation shall apply even if Swire Oilfield Services Ltd has been advised or should have known of the possibility of such damage.
Except as otherwise provided by law, Swire Oilfield Services Ltd expressly disclaims any and all liability for the acts, omissions or conduct of any third-party user of the Site or Services. Under no circumstances shall Swire Oilfield Services Ltd and its officers, directors, employees and agents be liable for any injury, loss, damage (including direct, special, indirect, incidental or consequential damages) or expense arising in any manner whatsoever from the acts, omissions or conduct of any third-party user.
By communicating User Content to and Swire Oilfield Services Ltd you warrant and represent that you own or otherwise control all rights in that User Content, and that you waive, or have obtained the waiver of, all moral rights in that User Content to the benefit of Swire Oilfield Services Ltd and its affiliates. Swire Oilfield Services Ltd accepts no responsibility for User Content that you communicate to Swire Oilfield Services Ltd.
Discontinuance and termination
Swire Oilfield Services Ltd reserves the right at any time to modify or discontinue any portion of the Site or Services without prior notice. You agree that Swire Oilfield Services Ltd will not be liable to you or to any third party for any modification or discontinuance of the Site or Services. Swire Oilfield Services Ltd may at any time, without notice, in its sole discretion and without cause, terminate your right to access or use the Site and Services (or any portion thereof). Swire Oilfield Services Ltd may also terminate your right to access and use the Site and Services (or any portion thereof) if you breach this Legal Notice. You agree that any termination of your access and use of the Site and Services may be effected without prior notice, and you agree that Swire Oilfield Services Ltd may immediately deactivate or delete any of your accounts and all information and User Content in such accounts and bar any further access to such information and User Content. Further, you agree that Swire Oilfield Services Ltd will not be liable to you or any third party for any costs or damages of any kind for or resulting from any termination of your access and use of the Site or Services.
You agree to indemnify and hold harmless Swire Oilfield Services Ltd, its affiliates, and their respective, directors, officers, employees, contractors and agents, from and against any and all loss, liability (including, without limitation, settlements and judgments) and expense (including, without limitation, reasonable legal fees and expenses and court costs) arising out of any breach by you of this Legal Notice, and all any costs and expenses incurred in the enforcement of this provision.
Governing law and jurisdiction
The Site, Services and Content are deemed to be provided in Scotland. You agree that all matters relating to your access or use of the Site, Services and Content shall be governed by the laws of Scotland applicable therein, without regard to the conflict of laws principles thereof. You agree and hereby submit to the exclusive jurisdiction of the Scottish Courts with respect to such matters. You agree that the provisions of the United Nations Convention on Contracts for the International Sale of Goods shall not apply.
The Site contains information that constitutes "forward-looking information" or "forward-looking statements" (collectively "forward-looking information") within the meaning of applicable securities legislation. This forward-looking information includes, among others, statements regarding:
- business plans for drilling, exploration, development, redevelopment, piloting, appraisals, upgrades and estimated timing;
- estimates of production, production growth, and operations;
- estimates of financial performance;
- business strategy, priorities and plans;
- estimated timing and results of new projects, including the timing of new production and sanctioning; and start ups;
- estimated amounts and timing and sources of capital expenditures and program;
- estimates of future sales;
- planned dispositions and/or acquisitions and associated timing and anticipated use of proceeds from dispositions;
- expected impact of proposed royalty or tax changes;
- the merits or anticipated outcome or timing of pending litigation;
- estimated royalty rates and exchange rates;
- estimates of operating costs;
- expected number of rigs;
- anticipated liquidity, capital resources and debt levels;
- funding for maturities of debentures and notes;
- expected movements in working capital;
- expected impact of accounting pronouncements;
- expected asset life;
- anticipated schedule for completion of pipelines; and
- other expectations, beliefs, plans, goals, objectives, assumptions, information and statements about possible future events, conditions, results of operations or performance
Often, but not always, forward-looking information uses words or phrases such as:
- "expects", "does not expect" or "is not expected", "anticipates" or "does not anticipate" "plans" or "planned", "estimates" or "estimated", "projects" or "projected", "forecasts" or "forecasted", "believes", "intends", "likely", "possible", "probable", "scheduled", "positioned", "goal", "objective" or states that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
- Various assumptions were used in drawing the conclusions or making the forecasts and projections contained in the forward-looking information contained on this Site. Assumptions relating to forward-looking statements generally include Swire Oilfield Services Ltd expectations and projections in light of, and generally consistent with, its historical experience and its perception of historical trends, as well as expectations regarding rates of advancement and innovation, generally consistent with and informed by its past experience, all of which are subject to the risk factors identified above. Information regarding oil and gas reserves, business plans for drilling, exploration, development and appraisal assumes that the extraction of crude oil, natural gas and natural gas liquids remains economic.
- Undue reliance should not be placed on forward-looking information. Forward-looking information is based on current expectations, estimates and projections that involve a number of risks, which could cause actual results to vary and in some instances to differ materially from those anticipated by Swire Oilfield Services Ltd and described in the forward-looking information contained on this Site. The material risk factors include, but are not limited to:
- the risks of the oil and gas industry, such as operational risks in exploring for, developing and producing crude oil and natural gas, market demand and unpredictable facilities outages;
- risks and uncertainties involving geology of oil and gas deposits;
- uncertainty related to securing sufficient egress and markets to meet shale gas production;
- the uncertainty of reserves and resources estimates, reserves life and underlying reservoir risk;
- the uncertainty of estimates and projections relating to production, costs and expenses;
- the impact of the economy on the ability of the counterparties to the company's commodity price derivative contracts to meet their obligations under the contracts;
- potential delays or changes in plans with respect to exploration or development projects or capital expenditures;
- fluctuations in oil and gas prices, foreign currency exchange rates and interest rates;
- the outcome and effects of any future acquisitions and dispositions;
- health, safety and environmental risks;
- uncertainties as to the availability and cost of financing and changes in capital markets;
- risks in conducting foreign operations (for example, political and fiscal instability or the possibility of civil unrest or military action);
- changes in general economic and business conditions;
- the possibility that government policies or laws may change or governmental approvals may be delayed or withheld, including with respect to share gas drilling; and
- results of the company's risk mitigation strategies, including insurance and any hedging activities.
The foregoing list of risk factors is not exhaustive.
Forward-looking information is based on the estimates and opinions of Swire Oilfield Services Ltd management at the time the information is posted unless otherwise indicated. Swire Oilfield Services Ltd assumes no obligation to update forward-looking information should circumstances or management's estimates or opinions change, except as required by law. The forward looking statements contained in this Site are expressly qualified by these cautionary statements.
Oil and Gas information
In this Site, Swire Oilfield Services Ltd discloses contingent resources and prospective resources. Where not otherwise indicated, the contingent and prospective resources included in this Site are best estimates.
Contingent resources are defined as those quantities of petroleum estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. The contingencies that prevent the resources from being classified as reserves are; lack of gas sales contract; additional testing; production and performance appraisal activities; demonstration of economic viability; facilities and egress; access to equipment and services; hydraulic fracturing technology; commodity prices and regulatory approvals. There is no certainty that it will be commercially viable to produce any portion of the resources.
Prospective resources are those quantities of petroleum estimated, as of a given date, to be potentially recoverable from undiscovered accumulations by application of future development projects. Prospective resources have both an associated chance of discovery and a chance of development. There is no certainty that any portion of the resources will be discovered. If discovered, there is no certainty that it will be commercially viable to produce any portion of the resources.
Unrisked prospective resources are not risked for chance of development or chance of discovery. If a discovery is made, there is no certainty that it will be developed or, if it is developed, there is no certainty as to the timing of such development. "Risked prospective resource" means geologically risked.
Throughout this Site, barrels of oil equivalent (boes) are calculated at a conversion rate of six thousand cubic feet (mcf) of natural gas for one barrel of oil (bbl). This Site also includes references to mcf equivalents (mcfes) which are calculated at a conversion rate of one barrel of oil to six thousand cubic feet of gas. Boes and Mcfes may be misleading, particularly if used in isolation. A boe conversion ratio of 6 mcf:1 bbl and an mcfe conversion ratio of 1 bbl:6 mcf are based on an energy equivalence conversion method primarily applicable at the burner tip and do not represent a value equivalency at the wellhead.
Swire Oilfield Services Ltd also discloses netbacks in this Site. Netbacks per boe are calculated by deducting from the sales price associated royalties, operating and transportation costs.
Unless the context indicates otherwise, references in this Site to " Swire Oilfield Services Ltd " or the "company" include, for reporting purposes only, the direct or indirect subsidiaries of Swire Oilfield Services Ltd and the partnership interests held by Swire Oilfield Services Ltd and its subsidiaries. Such use of "COMPANY" or the "company" to refer to these other legal entities and partnership interests does not constitute waiver by Swire Oilfield Services Ltd or such entities or partnerships of their separate legal status, for any purpose.