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Website agreement for legal terms of use

This website is the property of Pembina Pipeline Corporation and its associated entities as defined below in Section 12 ("Pembina"). By accessing this website, visitors indicate their acceptance of the following terms and conditions ("terms of use"). Please read the Terms of Use carefully before using this website. Pembina may revise and update these Terms of Use at any time without notice.

1. No Solicitation

The information provided through this website is intended solely for the general knowledge of visitors to the website and does not constitute an offer or a solicitation of an offer for the purchase or sale of any shares or other securities of Pembina.

2. Ownership and Copyright

By accessing this website, visitors agree and acknowledge that any and all information, content, reports, data, databases, graphics, interfaces, web pages, text, files, software, product names, company names, trademarks, logos and trade names contained on this website (collectively the "content"), including the manner in which the content is presented or appears and all information relating thereto, are the property of Pembina or its licensors. This website and the content are protected by copyright, trademark and other proprietary rights of Pembina or third parties. Except as expressly permitted herein, no portion of this website or the content, including trademarks, logos and service marks, may be reproduced in any form or by any means without prior written permission from Pembina or the applicable third party.

3. Permitted Use

Pembina hereby grants a personal, non-exclusive and non-transferable license to the visitor to access, read, download and print the content solely to view the content. Such license is revocable at Pembina's sole option and no other use of the content is authorized. In consideration of this authorization, visitors shall not remove copyright, trademark and other proprietary notices from any downloaded or printed copy of the content and must explicitly acknowledge Pembina as the provider of the content. Except as specified above, nothing contained herein shall be construed as conferring by implication, estoppel or otherwise, any license or right under or to any intellectual properties including patent, trademark or copyright of Pembina or any third party. Pembina reserves the right to require visitors to delete, destroy or otherwise remove any content that is used in a manner that in Pembina's sole opinion is contrary or otherwise inappropriate, derogatory or offensive.

4. Restrictions on Use

By accessing this website, visitors agree they will not:

(i) distribute the content for any purpose including, without limitation, compiling an internal database, redistributing or reproducing the content by the press or media or through any commercial network, cable or satellite system, subject to Section 3 above or

(ii) create derivative works of, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, modify, copy, bundle, sell, sub-license, export, merge, transfer, adapt, loan, rent, lease, assign, share, outsource, host, publish, make available to any person or otherwise use, either directly or indirectly, the content in whole or in part, in any form or by any means whatsoever, be they physical, electronic or otherwise.

Visitors to this website further agree they shall not permit, allow or do anything that would infringe or otherwise prejudice the proprietary rights of Pembina or its licensors.

5. Personal Information

Pembina (or third-parties working on its behalf) may, from time to time, collect, store and use personal information to provide users with investor information kits, emailed news alerts and to contact candidates for employment who have submitted their resumes to Pembina. Where visitors have requested information or submitted their resume, such visitors hereby consent to collection, storage and use of their personal information and hereby waive any right of privacy such user may have with respect to such information.

There is no guarantee that personal information and transactions on this website or on the internet will be maintained confidential and secure. The use of this website and the content is at the visitor's own risk and Pembina assumes no liability or responsibility pertaining to the content, use of the website or the receipt, storage, transmission or other use of any personal information.

Pembina is compliant with the Personal Information Protection and Electronic Documents Act. For additional information regarding Pembina's privacy policies, please contact:

Pembina Pipeline Corporation
2000, 700-9th Avenue S.W.
Calgary, Alberta T2P 2M7
Phone: (403) 231-7500
Fax: (403) 266-1155
Email: privacy@pembina.com

6. Liability, Disclaimers & Forward-Looking Statements

The use of this website and the content by visitors is at the risk of the visitors and Pembina assumes no liability or responsibility pertaining to the content or the use of the website. The content is provided for informational purposes only and should not be interpreted as a recommendation for any specific product or service, use or course of action, is not intended to be used as a substitute of any kind for professional advice, and may not be accurate, up-to-date or complete.

Certain statements contained on this website and in certain documents posted on or incorporated by reference into this website, constitute "forward-looking statements" and "forward-looking information" within the meaning of applicable securities laws (collectively, "forward-looking statements").

All forward-looking statements are based on Pembina's current expectations, estimates, projections, beliefs and assumptions based on information available at the time the statement was made. In some cases, forward-looking statements can be identified by terminology such as "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe", "plan", "target", "view", "strategy", "potential", "explore", "undertake" and similar expressions. By its nature, such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Pembina believes the expectations reflected in those forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in, or incorporated by reference into, this website should not be unduly relied upon.

In particular, this website, and the documents contained or incorporated by reference herein, contain forward-looking statements some of which pertain to the following:

  • the ability of Pembina to maintain cash distributions of $0.13 per month as a dividend through 2013;
  • capital expenditure estimates, plans, schedules, rights and activities and the planning, development, construction, operations, environmental expenditures and costs of pipelines, including in relation to the Nipisi and Mitsue Pipelines, facilities or other energy infrastructure;
  • pipeline system operations and throughput levels;
  • oil and gas industry exploration and development activity levels;
  • Pembina's strategy and the development of new business initiatives;
  • expectations regarding Pembina's ability to raise capital and to carry out acquisition, expansion and growth plans;
  • treatment under governmental regulatory regimes including environmental regulations and related abandonment and reclamation obligations;
  • tolls and tariffs and transportation, storage and services commitments and contracts;
  • dividends and the tax treatment thereof;
  • operating risks and related insurance coverage and inspection and integrity systems;
  • the nature of the pipeline industry and competitive conditions;
  • expectations regarding the long-term indebtedness of Pembina;
  • expectations regarding the effect of certain business acquisitions and dispositions; and
  • the forward-looking statements set out in this website, in the documents contained or incorporated by reference herein and certain other forward-looking statements detailed from time to time in Pembina's public disclosure documents.

Various factors or assumptions are typically applied by Pembina in drawing conclusions or making the forecasts, projections, predictions or estimations set out in forward-looking statements based on information currently available to Pembina. These factors and assumptions include, but are not limited to:

  • the ability of Pembina to continue the operation and expansion of its business and assets in the manner currently contemplated, including pursuant to agreements currently in place;
  • the completion of capital projects on time and on budget;
  • the general continuance of current or, where applicable, assumed industry conditions;
  • the availability of cash flow, debt and/or equity sources to fund Pembina's capital and operating requirements as needed;
  • the success of Pembina operations;
  • the success of certain business acquisitions and dispositions;
  • prevailing commodity prices and exchange rates;
  • prevailing regulatory, tax and environmental laws and regulations;
  • certain costs assumptions; and
  • the assumptions set out in this website, in the documents contained or incorporated by reference herein and certain other assumptions detailed from time to time in Pembina's public disclosure documents.

Pembina believes the material factors, expectations and assumptions reflected in such forward-looking statements are reasonable at the time at which they were made but no assurance can be given that these factors, expectations and assumptions will prove to be correct.

The actual results could differ materially from those anticipated in these forward-looking statements as a result of the material risk factors set forth below, elsewhere in this website and in the documents contained or incorporated by reference herein, such risk factors may include but are not limited to:

  • the impact of competitive entities and pricing;
  • reliance on key alliances and agreements;
  • unforeseen difficulties in consummating and thereafter servicing the arrangements relating to certain business acquisitions or dispositions;
  • the strength and operations of the oil and natural gas production industry and related commodity prices;
  • non-performance or default by counterparties to agreements which Pembina has entered into in respect of its business;
  • actions by governmental or regulatory authorities including changes in tax laws and treatment, changes in tariffs and tolls or increased environmental regulation; fluctuations in operating results;
  • continued adverse general economic and market conditions and further changes thereto in Canada, North America and elsewhere, including changes in interest rates or foreign currency exchange rates; and
  • certain other risks detailed from time to time in Pembina's public disclosure documents.

These factors should not be construed as exhaustive. Undue reliance should not be placed on these forward-looking statements as both known and unknown risks and uncertainties, including those business risks stated above, may cause actual performance and operational and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted. Subject to the requirements of applicable securities laws, Pembina undertakes no obligation to update publicly or revise any forward-looking statements contained herein and such forward-looking statements are expressly qualified by these cautionary statements.

Except as may be expressly provided by written agreement and executed by a duly authorized officer of Pembina, this website, its content, products, services and software are provided "as is" and Pembina expressly disclaims representations, warranties, guarantees or conditions of any kind, whether express or implied, statutory or otherwise, including but not limited to: warranties as to uninterrupted or error-free operation, availability, accuracy, completeness, reliability, timeliness, legality, suitability, privacy, confidentiality, security, merchantability, quality, title, non-infringement or fitness for a particular purpose or those arising out of a course of dealing or usage of trade. Neither Pembina nor its agents shall be responsible for any direct, indirect, consequential or other damages arising out of use or inability to use this website or the content, defects, viruses or other malfunctions caused to equipment or software as a result of access or use of this website, the interception, use or modification of and information submitted by or to you, even if Pembina is advised in advance of such potential damage.

7. Non-GAAP Measures

Pembina's interim unaudited and the annual audited consolidated financial information, which may be found on Pembina's company profile on the SEDAR website at http://www.sedar.com/, are presented in compliance with Canadian generally accepted accounting principles ("GAAP"). Readers should take note, however, that within this website and the documents contained and incorporated by reference herein certain references to financial measures which are not defined by GAAP may be used. Such terms include "distributable cash", "distributed cash", "distributed cash per Trust Unit", "earnings before interest, taxes, depreciation and amortization" ("EBITDA"), "enterprise value", "payout ratio" and "net operating income". These terms do not have any standardized meaning as prescribed by GAAP and, therefore, they may not be comparable with the calculation of similar measures presented by other issuers.

Distributable cash - Distributable cash is a non-GAAP measure used by Pembina to assess cash requirements that impact the determination of future distributions to investors. Pembina defines distributable cash as cash flow from operating activities less pension and post retirement benefit expense net of contributions, net changes in non-cash working capital, Trust Unit/share based compensation expense and amortization of financing fees. The impact of these items is excluded in the calculation of distributable cash as it adjusts for timing differences throughout the year. Not all available cash is distributed to investors.

Distributed cash - Distributed cash is the amount of cash that has been or is to be distributed to investors. Distributed cash is a measure Pembina uses to manage its business and is commonly used by management, along with other measures, to determine payout ratio. This measure is also used by management and the investment community to assess the sustainability of cash distributions.

Distributed cash per Trust Unit - Distributed cash per Trust Unit is a measure which summarizes the distributions that investors have received on a basic and diluted level and is calculated by dividing distributed cash by the weighted average number of basic and diluted Trust Units outstanding during the year.

Earnings before interest, taxes, depreciation and amortization ("EBITDA") - EBITDA is commonly used by management, investors and creditors in the calculation of ratios for assessing leverage and financial performance and is calculated as net income plus interest, taxes, accretion, depreciation and amortization.

Total enterprise value - Total enterprise value, in combination with other measures, is used by management and the investment community to assess the overall market value of the business. Total enterprise value is calculated based on the market value of Trust Units and convertible debentures at a specific date plus senior debt.

Net revenue - Net revenue is defined by Pembina as revenue net of product purchases.

Net operating income - Net operating income is calculated by subtracting operating expenses from revenue. Net operating income is used to assess the performance of specific business units before general and administrative expenses and other non-operating expenses. This measure, together with other measures, is used by management and the investment community to assess the source and sustainability of cash distributions.

Payout ratio - Payout ratio is distributed cash to investors divided by its distributable cash at the end of a period. This measure, in combination with other measures, is used by management and the investment community to assess the sustainability of cash distributions.

Management believes these supplemental non-GAAP measures facilitate the understanding of Pembina's results from operations, leverage, liquidity and financial position. Investors should be cautioned that distributable cash, distributed cash, EBITDA, total enterprise value, net revenue, net operating income and payout ratio, should not be construed as alternatives to net earnings, cash flow from operating activities or other measures of financial results determined in accordance with GAAP as an indicator of Pembina's performance. Furthermore, these non-GAAP measures may not be comparable to similar measures presented by other issuers.

8. Links to or from Third-Party Sites

This website may contain links to other websites ("third-party websites"). Pembina does not assume responsibility or any liability for the accuracy or appropriateness of the information, data, opinions, advice, or statements contained at third-party websites. In providing links to the other sites, Pembina is in no way acting as a publisher or disseminator of the material contained on the third-party websites and does not seek to monitor or control such third-party websites. A link to a third-party website should not be construed to mean that Pembina is affiliated or associated with the entity to which the website is linked. Pembina does not recommend or endorse any of the content on any third-party website, including, without limitation, any hyperlinks contained within third-party websites. No third-party shall link to this website without the prior written consent of Pembina. Please contact Communications & Public Relations at (403) 231-7500 or toll-free at 1-888-428-3222 for further information. Pembina may withhold consent at its sole discretion. 

9. Jurisdiction

Pembina and this website (excluding linked third-party websites or content) are based in Alberta, Canada. The use of this website is governed by the laws of the Province of Alberta and the federal laws of Canada. Any dispute arising out of the use of this website or these Terms of Use shall be governed by the laws of the province of Alberta and the federal laws of Canada applicable therein, and shall be treated in all respects as an Alberta contract without reference to the principles of conflicts of law. In the event of a dispute, visitors to the website agree to submit to the exclusive jurisdiction of the courts of Alberta and the federal courts of Canada, and further agree to expressly exclude the United Nations Convention on Contracts for the International Sale of Goods, as replaced or re-enacted from time to time. If any part of these terms is held to be invalid or unenforceable, the balance of these terms shall continue to have full force and effect.

10. Indemnity

Visitors to this website agree at all times to indemnify, defend and hold harmless Pembina, its agents, suppliers, affiliates and their respective directors, officers, employees and subcontractors against all actions, proceedings, costs, claims, damages, demands, liabilities and expenses whatsoever (including legal and other fees and disbursements) sustained, incurred or paid by Pembina directly or indirectly in respect of:

(i) any information or other content a visitor provides on or through this website or which is sent to Pembina by email or other correspondence; or

(ii) a visitor's use or misuse of the content or this website, including without limitation, infringement claims.

11. Computer Problems

In no event will Pembina, its licensors, its agents, suppliers, affiliates or their respective directors, officers or employees be liable for damages or losses resulting from: viruses, data corruption, failed messages, transmission errors or problems, telecommunications service providers, links to third-party websites, the internet backbone, personal injury, third-party content, products or services, damages or losses caused by visitors to the website, loss of use or lack of availability of facilities including computer resources, software and data, the use or inability to use this website or the content, any other website access to or from this website, or events beyond the reasonable control of Pembina, even if Pembina or any of its lawful agents have been advised of the possibility of such damages or claim.

12. Interpretation

For convenience, references in these Terms of Use and on this website to "Pembina" and its "Associated Entities", "we" and "us" includes Pembina Pipeline Corporation, Alberta Oil Sands Pipeline Ltd., Pembina Pipeline, Plateau Pipe Line Ltd., Pembina Marketing Ltd., Pembina Gas Services Ltd., Pouce Coupé Pipe Line Ltd., and any corporation, trust, partnership or other entity, whether incorporated or not, in which the aforementioned companies has a controlling interest, and includes all successor entities of the foregoing. In this agreement, "visitors" includes individuals, sole proprietors, partnerships, corporations, trusts, unincorporated associations, governments, or any department or agency thereof, and the successors, assigns, heirs, executors, administrators or other legal representatives of the foregoing. Any provision of these Terms of Use which is illegal, invalid or unenforceable by a court of competent jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such illegality, invalidity or unenforceability and shall otherwise be enforced to the maximum extent permitted by law, all without affecting the remaining provisions of this agreement or affecting the legality, validity or enforceability of such provision in any other jurisdiction.

All financial information on this website is in Canadian dollars unless otherwise specified.

Copyright Pembina Pipeline Corporation, 2010, Alberta. Pembina and Pembina Pipeline are registered trademarks owned by Pembina Pipeline Corporation. This agreement was last modified on October 1, 2010.