Terms and Conditions

  Updated April 22, 2024

ACCEPTANCE OF THE WEBSITE LEGAL TERMS AND CONDITIONS

These Website Legal Terms and Conditions (these “Terms”) are entered into by and between Crescent Energy Company (together with its subsidiaries, “Crescent Energy”, or “we”) and you (“you”) and govern your use of this website and its related sites (our “Websites”) and your decision to receive email messages and any other correspondences from us (together with the Website, the “Services”).

Please read these Terms carefully before you start to use the Services. By using the Services, you accept and agree to be bound and abide by these Terms and our Privacy Policy, which is incorporated herein.

We reserve the right to change these Terms and the Privacy Policy at any time. If you use the Services after any changes, your continued use demonstrates your agreement to be bound by the changes to the Terms and the Privacy Policy. You are encouraged to review these Terms and the Privacy Policy regularly to monitor them for updates.

You represent and warrant that you are at least 18 years of age and possess the legal right and ability to agree to these Terms. You may only use the Services if you comply with these Terms, our Privacy Policy and all applicable local, state, national and international laws, rules and regulations. The Services are not intended for distribution or use in any jurisdiction where such distribution or use would be contrary to law or regulation. We operate the Services in the United States. Anyone using or accessing the Services from other locations does so on their own initiative.

THESE TERMS ARE SUBJECT TO BINDING ARBITRATION AS DETAILED IN THE “ARBITRATION AND GOVERNING LAW” SECTION BELOW.

LINKS TO OTHER INFORMATION

The third-party linked sites are not under the control of Crescent Energy, and Crescent Energy is not responsible for the content of any linked site or any link contained in a linked site. Crescent Energy reserves the right to terminate any link or linking program at any time. Crescent Energy does not endorse companies, products or services to which it links and reserves the right to note as such on its web pages. If you decide to access any of the third-party sites linked to this website, you do so entirely at your own risk.

INTELLECTUAL PROPERTY AND THE DMCA

The Services and their entire contents, including the information provided as part of the Services (“Information”) is owned by Crescent Energy or its licensors and is protected by copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, store or transmit any of the Information without our permission.  Except for the limited right to use the Website as described in this section below, no right, title or interest in or to the Services, any Information, or any intellectual property in or related to the Services (including, without limitation, all trademarks, trade names or service marks) is transferred or licensed to you. All rights not expressly granted herein are reserved by Crescent Energy.

We hereby grant you a limited, revocable, non-exclusive, non-sublicensable and non-transferable license to use the Website solely for the purposes of communicating with, obtaining information from or conducting purchase transactions with Crescent Energy. Any violation by you of these Terms will result in the automatic termination of the foregoing license to you.

The transmission of information, including any confidential, proprietary, sensitive, privileged and/or financial information to Crescent Energy via email is not secure. Unless specifically requested, we do not want to receive any confidential information or other such information from you via the Services (including via any contact email made available on the Website).

In the event you do send us any information or materials including, without limitation, creative works, suggestions or concepts in any media you grant Crescent Energy an unrestricted, royalty-free, worldwide, perpetual, irrevocable, non-exclusive, transferrable and sub-licensable right and license to use, copy, modify, reproduce, publish, create derivative works from, distribute and display such information or materials in any media, including for commercial purposes. If you send the Company any such information or materials, you warrant that such information or materials are (i) not confidential, (ii) owned by you and (iii) that the submission of said information or material does not violate the rights of any third party or any applicable local, state, national and international laws, rules and regulations.

Crescent Energy respects the intellectual property rights of others, and we prohibit sharing or otherwise making available material that violates a third party’s intellectual property rights. Pursuant to the Digital Millennium Copyright Act (“DMCA”), we will respond expeditiously to notices of alleged copyright infringement that are duly reported to our designated agent identified below. If you believe your copyrighted work is accessible on the Services, you may submit a notification pursuant to the DMCA by providing us with the following information in writing: (i) identify the copyrighted work or intellectual property that you claim has been infringed, (ii) identify where on our Services the infringing work is located, (iii) include a statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law (e.g., fair use), (iv) include a statement by you that the information contained in your notice is accurate and that you attest under the penalty of perjury that you are the copyright owner or that you are authorized to act on the copyright owner’s behalf and (v) include your name, mailing address, telephone number and, if available, email address. You may provide your notification by sending an email to our designated agent at IR@crescentenergyco.com.

If we receive a proper notification of copyright infringement, we may promptly remove the allegedly infringing material and may remove access to the Services for users who are repeat infringers. While we consider all such notices seriously, you may be liable for damages if you materially misrepresent that content is infringing. Thus, you may wish to consult with an attorney if you are uncertain if any content infringes your copyrights.

PROHIBITED USES AND INDEMNIFICATION

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services in any way that violates any applicable law. You must not violate, or attempt to violate, the security of our Website. You must not disseminate any spyware, viruses or other malicious computer code, program or file that is invasive or intended to damage or hijack the operation of, or monitor the use of, any hardware, software or equipment. You must not interfere in any manner with the operation or hosting of our Website or monitor its performance, availability or functionality.

Violating the security of the Services, including the Website may result in civil or criminal liability. We may cooperate with law enforcement if a criminal violation is suspected.

You agree to defend, indemnify and hold harmless Crescent Energy, its affiliates and its and their respective employees, agents, officers, directors, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Services.

FORWARD-LOOKING STATEMENTS

The Information included in the Services includes “forward-looking statements” within the meaning of certain securities laws. All statements, other than statements of present or historical fact included in the Services, regarding Crescent Energy, Crescent Energy’s strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management are forward-looking statements. When used in the Services, including any oral statements made in connection therewith, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, Crescent Energy disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of such statements. Crescent Energy cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Crescent Energy, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids. These risks include, but are not limited to, the impact of the novel coronavirus 2019, commodity price volatility, low prices for oil and/or natural gas, global economic conditions, inflation, increased operating costs, lack of availability of drilling and production equipment, supplies, services and qualified personnel, processing volumes and pipeline throughput, and certificates related to new technologies, geographical concentration of operations, environmental risks, weather risks, security risks, drilling and other operating risks, regulatory changes, the uncertainty inherent in estimating oil and natural gas reserves and in projecting future rates of production, reductions in cash flow, lack of access to capital, ability to satisfy future cash obligations, restrictions in existing or future debt agreements, the timing of development expenditures, managing growth and integration of acquisitions, failure to realize expected value creation from property acquisitions, the defects and limited control over non-operated properties and other factors. Should one or more of the risks or uncertainties described in the Services occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements.

RESERVE INFORMATION

Reserve engineering is a process of estimating underground accumulations of hydrocarbons that cannot be measured in an exact way. The accuracy of any reserve estimate depends on the quality of available data, the interpretation of such data and price and cost assumptions made by reserve engineers. In addition, the results of drilling, testing and production activities may justify revisions of estimates that were made previously. If significant, such revisions could impact Crescent Energy’s strategy and change the schedule of any further production and development drilling. Accordingly, reserve estimates may differ significantly from the quantities of oil and natural gas that are ultimately recovered. From time to time, Crescent Energy may provide estimates of quantities of oil and gas using certain terms, such as “expected,” “resource,” “resource potential,” “recoverable resource potential,” “EUR,” “oil in place” or other descriptions of volumes of hydrocarbons that may not meet the SEC’s definitions of proved, probable and possible reserves. These estimates are by their nature more speculative than estimates of reserves prepared in accordance with SEC standards and accordingly are subject to substantially greater risk of being recovered.

SEC INFORMATION

Certain Information provided through the Services has been filed with the Securities and Exchange Commission (“SEC”) (such information being referred to as “SEC Information”). Crescent Energy does not assume any duty of disclosure beyond that which is imposed by law and expressly disclaims any duty to update any information contained in the SEC Information. The SEC Information should be read in conjunction with Crescent Energy’s periodic reports filed with the SEC, including the disclosures therein of certain factors that may affect its future performance. Individual statements appearing in the SEC Information are intended to be read in conjunction with and in the context of the complete SEC Information documents in which they appear, rather than as stand-alone statements. Readers are urged to consider closely the disclosures in Crescent Energy’s periodic filings with the SEC. Such filings are available from Crescent Energy at 600 Travis Street, Suite 7200, Houston, TX 77002, Attention: Investor Relations, and at the “Investors” section of this Website. These filings also can be obtained from the SEC by calling 1-800-SEC-0330.

DISCLAIMER AND LIMITATION OF LIABILITY

THE INFORMATION PROVIDED AS PART OF THE SERVICES, INCLUDING INFORMATION FOUND ON THIS WEBSITE IS PROVIDED “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT OF INTELLECTUAL PROPERTY OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL CRESCENT ENERGY OR ITS AGENTS OR REPRESENTATIVES BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING OUT OF THE USE OF OR INABILITY TO USE THE INFORMATION, EVEN IF CRESCENT ENERGY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. In addition, Crescent Energy does not warrant the accuracy or completeness of the materials, text, graphics, links or other items contained within the Information. Although Crescent Energy regularly monitors this Website for accuracy, you should not assume that Information is current or accurate. Crescent Energy may make changes to the Information at any time without notice. CRESCENT ENERGY DISCLAIMS ANY AND ALL DUTY OR INTENTION TO UPDATE THE INFORMATION.

IN NO EVENT WILL CRESCENT ENERGY, ITS AFFILIATES OR THEIR EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO THE SERVICES, THE INFORMATION, ANY CONTENT CONTAINED IN OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. ANY CAUSE OF ACTION ARISING OUT OF OR IN CONNECTION WITH THE SERVICES AND/OR THESE TERMS OF USE MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. YOU AGREE THAT YOUR SOLE REMEDY FOR ANY CLAIM ARISING OUT OF OR CONNECTED WITH THE SERVICES WILL BE TO CEASE USING THE SERVICES.

ARBITRATION AND GOVERNING LAW

THESE TERMS ARE GOVERNED IN ALL RESPECTS BY THE LAWS OF THE STATE OF TEXAS WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICT OF LAW. ANY CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL BE SETTLED BY BINDING ARBITRATION IN ACCORDANCE WITH THE COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY SUCH CLAIM OR CONTROVERSY WILL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND WILL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY CLAIM OR CONTROVERSY OF ANY OTHER PARTY. THE AWARD OF THE ARBITRATOR WILL BE FINAL AND BINDING UPON THE PARTIES WITHOUT APPEAL OR REVIEW EXCEPT AS PERMITTED BY TEXAS LAW. NOTWITHSTANDING THE FOREGOING, EITHER PARTY MAY SEEK INTERIM OR PRELIMINARY INJUNCTIVE RELIEF FROM ANY COURT OF COMPETENT JURISDICTION, AS NECESSARY TO PROTECT SUCH PARTY’S RIGHTS OR PROPERTY PENDING THE COMPLETION OF ARBITRATION. BY USING THE SERVICES, YOU CONSENT AND SUBMIT TO BINDING ARBITRATION IN THE STATE OF TEXAS AND IN HARRIS COUNTY, TEXAS.

MISCELLANEOUS

Crescent Energy may assign or transfer these Terms without notice. However, they are not transferable by you to others.

These Terms constitute the entire agreement between you and Crescent Energy concerning the subject matter contained herein, and supersede any prior or contemporaneous communications (whether oral, written or electronic) between you and us. In the event any provision of these Terms is held by a court of competent jurisdiction to be unlawful or unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of the remaining provisions. No joint venture, partnership, employment or agency relationship is intended or exists between you and Crescent Energy as a result of these Terms or your access to or use of the Services.

Our failure to enforce any provisions of these Terms does not waive our right to subsequently enforce any terms or conditions of these Terms.

CONTACT INFORMATION

If you have questions about these Terms or the Services, you may contact us at:

600 Travis Street
Houston, Texas 77002
United States
(713)- 332-7001
IR@crescentenergyco.com