Thank you for visiting the website of Stonepeak Partners LP, its affiliates and its related investment entities (“Stonepeak,” “we” or “us”). Please read these Terms of Use, Legal Notices and Disclaimers (the “Terms of Use”) carefully. By accessing this website (including all content, information and materials made available thereon (the “Content”), the “Website”) you accept and agree to be bound by the Terms of Use and our Privacy Policy, which constitute a legal agreement between you and Stonepeak. Stonepeak may update the Website and/or the Terms of Use, at any time at its sole discretion, without notice to you. If we update our Terms of Use, we will post the updated Terms of Use here. Any such changes will be effective upon posting. You should consult the “Terms of Use” bar on this Website each time you visit the Website. If you do not agree with it, you should not use the Website. The Terms of Use do not amend or supersede any previous written agreements you may have with Stonepeak (“Other Agreements”). In the event of any inconsistency between these Terms of Use and any Other Agreements, the Other Agreements will govern.

If you have any questions or comments about these Terms of Use, please contact us at www.stonepeak.com.

NO OFFER OR ADVICE

The Website is for informational purposes only and is intended to provide general information regarding Stonepeak’s capabilities for prospective portfolio companies and management teams only. You acknowledge and agree that the Website is not intended to and should not be considered an offer to sell or a solicitation of an offer to purchase interests in any securities, investment product or financial instrument, nor an offer of investment management or advisory services, and should not be relied upon for such purposes. Nothing in the Website should be deemed a recommendation to buy, sell or hold any security or other investment or a recommendation to pursue any investment style or strategy. You further acknowledge and agree that the Website is not intended to and does not constitute an offer or a solicitation of an offer to enter into an investment advisory relationship. Dated Content speaks only as of the date indicated.

This Website does not provide specific investing advice or strategies to any individual. The investments and strategies discussed in the Content may not be suitable for all investors. The Website does not intend to and may not be relied on in any manner as legal, tax, investment, accounting or other advice. You are encouraged to consult with your own advisors with respect to your individual circumstances and needs if you would like investment, accounting, tax or legal advice. You agree that Stonepeak will not be liable for any action you take or decision you make in reliance on any Content.

PAST PERFORMANCE; FORWARD-LOOKING STATEMENTS

Nothing contained on the Website constitutes a guarantee, projection or prediction of future events or results. Past performance and past investment activity information is not necessarily indicative of future results. There can be no assurance that Stonepeak will be able to implement its investment strategies and investment approaches or achieve its investment objectives. Trends and historical events do not imply, forecast or predict future events. There can be no assurance that the assumptions made or the beliefs and expectations currently held by Stonepeak will prove correct and actual events and circumstances may vary significantly.

Certain Content may constitute “forward-looking statements,” which reflect our current views with respect to, among other things, the operations and performance of our businesses. Due to various risks and uncertainties, you should not rely on such forward-looking statements, and no representation or warranty is made as to future events or results or such forward-looking statements. We undertake no obligation to publicly update or review any forward-looking statement.

Certain Content (including certain forward-looking statements and information) has been obtained from sources other than Stonepeak. In addition, certain information contained herein may have been obtained from companies in which investments have been made by Stonepeak. While such sources are believed to be reliable, none of Stonepeak, any fund, or any of their respective directors, officers, employees, partners, members, shareholders, or their affiliates, or any other person, assumes any responsibility for the accuracy or completeness of such information, and Stonepeak is under no obligation to update or keep current such information. The Website is not intended to, and does not, include all information necessary to make the statements herein not misleading.

OPERATING PARTNERS AND SENIOR ADVISORS

“Operating Partners” and “Senior Advisors” are not employees or affiliates of Stonepeak and are often compensated by Stonepeak, its funds, or its portfolio companies. The nature of the relationship varies considerably; compensation can include retainers and expense reimbursements, such as for travel. Payments to Operating Partners and Senior Advisors are not deemed paid to or received by Stonepeak and do not offset the management fee or any other fee paid to a Stonepeak fund’s investment advisor.  From time to time, Stonepeak adds additional Operating Partners and Senior Advisors who were not acting as such, and thus were not named in offering documents, at the time of a fund’s offering.

REFERENCES TO “IMPACT”

References to “impact” are not a financial performance metric, are often subjective and may change over time, and are not intended to be an indication of investment return, but are intended to measure potential or actual positive social or environmental impact of an investment. Stonepeak’s assessment of “impact” is informed by third-party standards, guidelines and metrics as Stonepeak deems relevant from time to time. Certain reported impacts expected to be provided by third parties may be estimates that have not been verified by a third party and are not necessarily reported according to any particular established standards or protocols, and therefore Stonepeak does not guarantee the accuracy, adequacy or completeness of such information. There may be certain investment scenarios in which Stonepeak modifies its impact measurement methodology with respect to an investment. There may also be other metrics relevant to assessing “impact” that are not considered by Stonepeak.

LIMITATION OF LIABILITY; DISCLAIMERS; INDEMNITY

Stonepeak, its affiliates and their respective officers, directors, managers, partners, members, shareholders, employees, agents and representatives (“Related Parties”) assume no responsibility for, and make no representations or warranties, and specifically disclaim any and all warranties of any kind, express or implied, with respect to the Website, including but not limited to the implied warranties of merchantability or fitness for a particular purpose, title, non-infringement, availability, security, accuracy, freedom from viruses or malware, completeness, timeliness, functionality, reliability, sequencing or speed of delivery, that functions contained at the Website will be uninterrupted or error-free, that defects will be corrected, or that the site or the server that makes it available will be free of viruses, bugs or other harmful components. The Website is provided on “as is” and “as available” basis.

Stonepeak, its affiliates and their Related Parties shall not be liable to any party for any claims, liabilities, losses, costs or damages under any theory, including but not limited to any direct, indirect, punitive, special, incidental, consequential or exemplary damages that result from the access or use of, or the inability to access or use, the Website even if Stonepeak has been advised of the possibility of such damages. You agree to indemnify, defend and hold harmless Stonepeak, its affiliates and their Related Parties against any and all claims, damages, costs or other expenses that arise directly or indirectly out of or from your breach of these Terms of Use and/or your activities in connection with the Website. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE WEBSITE IS TO STOP USING THE WEBSITE.

OWNERSHIP; RESTRICTIONS ON USE

All Content, such as graphics, logos, articles and other materials, is the property of Stonepeak or others and is protected by copyright and other laws. All trademarks and logos displayed on the Website are the property of their respective owners, who may or may not be affiliated with Stonepeak. Except as otherwise provided herein, anything transmitted to the Website by you will be deemed non-confidential as between you and us, and Stonepeak will be free to use, modify, reproduce and distribute it for any purpose without compensation to you.

Nothing contained on the Website should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Content or trademark displayed on this Website without the written permission of Stonepeak or such other third party that may own the Content or trademark displayed on this Website. If you link other websites to this Website, you may not imply or suggest that Stonepeak has endorsed or is affiliated with such websites and you may not display this Website as “framed” within another website. Stonepeak reserves all rights with respect to ownership of all Content on this Website, including all intellectual property rights therein, and will enforce such rights to the full extent of the law.

The Website may only be used for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations in connection with accessing and using the Website, and that you will not violate the rights of any person, interfere with the functioning of the Website or restrict or inhibit any others from using the Website or attempt to violate the security of this Website or use or gain access to the identities, information or computers of others through this Website. Stonepeak has the right (but not the obligation) to monitor this Website for any unauthorized or objectionable conduct and to take all appropriate actions in response, without notice to you and we may at any time revoke your right to use all or any portion of the Website. Stonepeak may investigate any complaint regarding or suspected violation of these Terms of Use, and may report any activity relating to this Website to regulators, law enforcement officials or other persons or entities that it deems appropriate.

INTERNATIONAL USE

The Website is not intended for distribution to, or use by, any person or entity in any jurisdiction, country or territory where such distribution or use would be contrary to law or regulation or which would subject Stonepeak to any registration or other requirement within such jurisdiction, country or territory. Visitors who choose to access this Website do so at their own initiative and are responsible for compliance with any and all local laws and regulations that may apply to such access and use. Access to the Website is prohibited where such access or use violates applicable laws and regulations.

UK RESTRICTIONS

Stonepeak is not responsible to any visitor to this Website for providing protections that would be afforded to clients or for advising any such person on any transaction or investment. None of the contents of this Website should be construed as investment, legal or tax advice. To the extent that any of the contents of this Website amounts to an invitation or inducement to engage in investment activity, the promotion of such content is restricted under the Financial Services and Markets Act 2000. For such purposes, Stonepeak is an unauthorized person. The communication of information on this Website is directed only at and made only to persons who are professional investors who fall within the following categories of persons under the Financial Services and Markets Act (Financial Promotion) Order 2005, as amended (the “Order”): (a) persons having professional experience relating to private equity investments and are ‘investment professionals’ as defined in article 19(5) of the Order; and (b) high net worth undertakings (broadly companies with GBP 5 million or more called up share capital or net assets and trustees of trusts with GBP 10 million or more gross assets) as defined in article 49 of the Order. Any investment activity or related transaction is only available to such investors and will only be entered into with such investors. No other person should rely or act upon the content of the Website.

LINKS TO EXTERNAL SITES

The Website may provide access or contain links to websites and services owned and operated by third parties. Stonepeak does not review or monitor any such websites linked from or to the Website and is not responsible for the content of any such sites, or any products or services contained on or accessible through such other sites, their terms of use or privacy policies. Accordingly, Stonepeak disclaims responsibility for the information, materials, products or services obtained on or from such other websites, nor will Stonepeak be liable in any respect for any damages arising from your access to such websites.

Third party websites may have a privacy policy or security practices different from the Website so it is important to read the policies of those sites before sharing your personal information.

PRIVACY NOTICES

For information regarding Stonepeak’s privacy policies and security practices, please review Stonepeak’s Privacy Policy.

NON-PUBLIC INVESTOR SECTIONS OF THE WEBSITE

Certain areas of the Website are password-protected. You may not attempt to access any password-protected areas of the Website without authorization. If you are a limited partner investor of, or an employee or agent of a limited partner investor of, Stonepeak, you may have been granted access to certain non-public portions of the Website, operated by Stonepeak, through a uniquely assigned investor log-in (“Investor Sections”). In addition to these Terms of Use, your use of the Investor Sections may also be governed by Other Agreements, including client agreements with us, any applicable user agreements and all applicable laws and regulations. If you have been granted access to the Investor Sections by Stonepeak, you agree that Stonepeak has granted you limited access to specific files pertaining to investments relevant to you, and you agree not to attempt to access other computer files. All information that Stonepeak provides to website users supplying a password is confidential and intended solely for the information of its intended recipient and/or such recipient’s financial, legal or tax advisors, provided that such advisors agree not to disclose any information that is confidential. You must maintain confidentiality of your log-in information and you remain solely responsible for all usage of the Investor Sections of the Website through your account, whether such use is made by you or anyone else. You must immediately notify us of any known or suspected unauthorized use of your login information or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your log-in information.

MISCELLANEOUS

If any of the terms or provisions of these Terms of Use shall be held to be unenforceable, the remaining terms and provisions shall be unimpaired and the unenforceable term or provision shall be replaced by such enforceable term or provision as comes closest to the intention underlying the unenforceable term or provision. These Terms of Use shall be interpreted in accordance with the laws of the State of New York and any applicable Federal Laws in the United States. Any action related to these Terms of Use must be brought in a State or Federal court located in New York County in the State of New York, and you agree to waive trial by jury in any such action. Subject to applicable laws, any failure by Stonepeak to act on any of its rights, or enforce any of the Terms of Use shall not be considered a waiver of any such rights to act on or to enforce the Terms of Use at any point in the future.

© Copyright 2022 Stonepeak Partners LP. All rights reserved.