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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
3800, 525-8th Avenue S.W.
Calgary, Alberta T2P 1G1
Phone: (403) 231-7500
Fax: (403) 237-0254
Email:
privacy@pembina.com

6. Liability, Disclaimers & Forward-Looking Statements

Pembina endeavors to provide accurate and current information at this website. However, all such information and software algorithms are provided "as is" and "as available". The website content may not always be the most current source for company information. The use of this website and the content by visitors is at the risk of the visitors and Pembina does not warrant or make any representations or claims as to the validity, correctness, currency, timeliness, or completeness of the information provided at this website, nor shall it be liable or responsible for any claim or damage, director or consequential, arising out of the interpretation, reliance upon or other use of such information. Pembina reserves the right to add, modify or delete any information at this website at any time without notice.

 

Information contained in this website does not constitute a solicitation or an offering of securities in any jurisdiction. If a document has been filed in accordance with applicable securities laws, that filed document is the official version of Pembina's disclosure documents and is available on Pembina's company profiled on SEDAR at www.sedar.com and in the U.S. under its company profile on EDGAR at www.sec.gov.

 This website contains certain forward-looking statements and forward-looking information within the meaning of applicable securities laws relating to future events and future performance (collectively, "forward-looking statements"). Forward-looking statements are necessarily based upon assumptions and judgments with respect to the future including, but not limited to, the outlook for commodity markets and capital markets and the regulatory and legal environment. 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. Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted.

7. Non-GAAP Measures

Throughout Pembina's unaudited condensed consolidated interim and audited consolidated financial statements, MD&A and other documents, certain financial measures are referred to that are not defined by GAAP and may not have standardized meanings ("Non-GAAP Measures"). Pembina's management uses these Non-GAAP measures to evaluate performance of Pembina and its business. Securities regulations require that Non-GAAP financial measures are clearly defined, qualified and reconciled to their nearest GAAP measure which is disclosed in the MD&A each quarter. Except as otherwise indicated, the Non-GAAP measures are calculated and disclosed on a consistent basis from period to period although specific adjusting items may only be relevant in certain periods.

Such terms include earnings before interest, taxes, depreciation and amortization ("EBITDA"), adjusted cash flow from operating activities, operating margin, net revenue and total enterprise value. Since these terms do not have any standardized meaning as prescribed by GAAP, they may not be comparable with the calculation of similar measures presented by other issuers.

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 results from operating activities plus share of profit from equity accounted investees (before tax) plus depreciation and amortization (included in operations and general and administrative expense) and unrealized gains or losses on commodity-related derivative financial instruments. Adjusted EBITDA is EBITDA excluding acquisition-related expenses in connection with an Acquisition.

Adjusted cash flow from operating activities - Adjusted cash flow from operating activities is commonly used by Management for assessing financial performance each reporting period and is calculated as cash flow from operating activities plus the change in non-cash working capital and excluding acquisition-related expenses.

Operating margin - Operating margin is commonly used by Management for assessing financial performance and is calculated as gross profit before depreciation and amortization included in operations and unrealized gain/loss on commodity-related derivative financial instruments.

Net revenue - Net revenue is defined by Pembina as revenue net of product purchases. 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 common shares and convertible debentures at a specific date plus senior debt.

Management believes these supplemental Non-GAAP measures facilitate the understanding of Pembina's results from operations, leverage, liquidity and financial positions. Investors should be cautioned that EBITDA, adjusted EBITDA, adjusted cash flow from operating activities, operating margin and total enterprise value should not be construed as alternatives to net earning s, 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., Pembina West Limited Partnership, Pembina North Limited Partnership, Pembina Oil Sands Pipeline L.P., Pembina Midstream Limited Partnership, Pembina Gas Services Limited Partnership, Pembina NGL Corporation, Pembina Energy Services Inc., Pembina Midstream Holdings GP ULC, Pembina Midstream Inc., Pembina Resources Services GP Inc., Pembina Facilities NGL Ltd., 1195714 Alberta Ltd., 1598313 Alberta Ltd., Pembina Facilities NGL LP, Pembina Empress NGL Partnership, Pembina Resource Services Canada, Pembina Infrastructure and Logistics LP, Three Star Trucking Ltd., Pembina Midstream (U.S.A.) Inc., Pembina (Pro) US LLC, Pembina (Pro) Holding Company, Pembina (Pro) GP Corp., Pembina (Pro) LP Corp., Pembina (Pro) Midstream Company, Pembina Resource Services (U.S.A.), Terraquest, Inc. 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, 2013, Alberta. Pembina and Pembina Pipeline ® are registered trademarks owned by Pembina Pipeline Corporation. This agreement was last modified on June 12, 2013.