SCP-RF

The following disclaimers and terms of use (the “Terms”) govern your access to and use of this Website (the “Website”) as administered by SCP Resource Finance LP (the “Corporation”). Please review these Terms carefully. By confirming your acceptance of these Terms and by accessing and using the Website, you agree to be bound by all the Terms set forth herein. If you do not agree with these Terms, your sole recourse is to refrain from using the Website immediately. You may save and print a copy of these Terms for your reference. The Corporation reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice. From time to time, the Corporation may also amend these Terms by posting revisions on the Website with no additional notice to you. You will have an opportunity to review the Terms currently in effect each time you use the Website and will be required to confirm you have done so.

This Website does not constitute an offer to sell or solicitation to purchase securities of any entity, including (i) the Corporation, (ii) any product offered by the Corporation, or (iii) of any issuer in which the Corporation directly or indirectly invests.

INFORMATION on the WEBSITE

Ownership/Restrictions on Use
The Website is owned and operated by the Corporation. The Website and all text, data, graphics, trademarks, service marks, trade names and other information, visual or other digital material, software (including source code and object codes) and all other content of any description available on the Website (collectively, the “Content”) is the property of the Corporation and/or its licensors. The Website and the Content are protected by Canadian and international copyright, trade-mark and other applicable laws. Your use of the Website does not transfer to you any ownership or other rights in the Website or any Content. The Website is made available to you for your lawful, personal, non-commercial use only. You may print or download one copy of the Content for your personal, non-commercial use provided that you do not modify any of the Content and you do not remove or alter any visible or non-visible identification marks, notices or disclaimers. You may not use the Content for any other purpose or in any other way. In particular, the Content may not be copied, imitated, reproduced, republished, uploaded, posted, transmitted, modified, indexed, catalogued, mirrored or distributed in any way, in whole or in part, without the express prior written consent of the Corporation.

No Advice
The information contained on the Website is for general informational purposes only and is subject to change without notice. The information contained on the Website is unaudited, unless explicitly specified otherwise. The Website is not intended to provide specific individual advice including, without limitation, investment, financial, legal, accounting or tax advice. In this regard, please contact your own professional advisor on your particular circumstances.

No Warranties
THE WEBSITE AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AND INCLUDING, WITHOUT LIMITATION, IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, ALL OF WHICH ARE HEREBY DISCLAIMED BY THE CORPORATION TO THE FULLEST EXTENT PERMITTED BY LAW. THE CORPORATION DOES NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE WEBSITE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, THAT YOUR ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; THAT THE CONTENT IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR THAT THE CONTENT IS TIMELY, SECURE OR ERROR-FREE.

Limitations of Liability and Indemnification
THE CORPORATION, DOES NOT ACCEPT ANY LIABILITY FOR YOUR USE OF THE WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE CORPORATION WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OR DAMAGE (WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, ECONOMIC, OR CONSEQUENTIAL, EXEMPLARY OR PUNITIVE) ARISING FROM, CONNECTED WITH, OR RELATING TO THE USE OF, OR INABILITY TO USE, THE WEBSITE OR THE CONTENT, OR ANY ACTION OR DECISION MADE BY YOU OR ANY OTHER PERSON IN RELIANCE ON THE WEBSITE OR THE CONTENT, OR ANY UNAUTHORIZED USE OR REPRODUCTION OF THE WEBSITE OR THE CONTENT.

THE CORPORATION SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES INCURRED TO MOBILE DEVICES, COMPUTER EQUIPMENT OR OTHER TYPES OF EQUIPMENT OR SOFTWARE USED, INCLUDING WITHOUT LIMITATION, FOR VIRUSES THAT MAY INFECT THE FORMER DUE TO THE ACCESS AND USE OF THE WEBSITE OR THE DOWNLOADING OF ANY CONTENT FROM THE WEBSITE.

By using the Website, you agree to defend, indemnify and hold harmless the Corporation and their respective licensors and partners and their respective employees, officers, directors, or agents from any and all claims, liabilities, costs and expenses, including without limitation, reasonable attorneys’ fees and other legal expenses whether in tort, contract or otherwise, relating to or arising out of your use of the Website, or otherwise in connection thereto, or any alleged violation of you by these Terms.

Privacy
The Corporation respects your right to privacy of your personal information. Please review our Privacy Policy for details on the manner in which we collect, use, disclose and otherwise manage any of your personal information. By using the Website, you consent to the collection, use, and disclosure of your personal information in accordance with the Privacy Policy.

Trademarks
The Corporation and our logo are trademarks of the Corporation or its licensors. Other marks, graphics, typefaces, trademarks and logos appearing on the Website are trademarks or trade dress of the Corporation or its licensors. Such trademarks and trade dress may not be used for any purpose without the Corporation’s express written consent.

Choice of Law & Forum
The Website and these Terms are governed by the laws applicable in the Province of Ontario, Canada. All disputes arising from these Terms must be resolved exclusively by the courts of the Province of Ontario. By using the Website, you represent and warrant that your use complies with applicable law in your jurisdiction of residence.

General
These Terms as well as any other notices posted on the Website constitute the entire agreement between you and the Corporation with respect to your use of the Website. If any provision of these Terms is held to be invalid or unenforceable, such provision will be stricken and the remaining provisions enforced. Notwithstanding any other provisions of these Terms, any provision of these Terms that imposes or contemplates rights or obligations on you or us will survive the expiration or termination of these Terms, including, without limitation, the indemnification and limitation of liability provisions.

If you have any questions regarding these Terms, please contact us at:

SCP Resource Finance LP
70 York Street, Suite 700
Toronto, Ontario M5J 1S9
Canada
Telephone: 416-637-2707
Email: [email protected]

As part of the revised National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) and effective June 30th, 2021, we are required to:

1. take reasonable steps to identify existing and reasonably foreseeable material conflicts of interest between a client and the firm or any individual acting on the firm’s behalf;
2. address all material conflicts of interest in the best interest of the client
3. avoid material conflicts of interest that cannot be otherwise addressed in the best interest of the client; and
4. provide affected clients with written disclosure of material conflicts of interest at account opening or in a timely manner thereafter.

At the time of account opening if you are a new client, you received a Relationship Disclosure document disclosing potential conflicts of interest on Page 9. This Conflict of Interest disclosure is intended to assist you in understanding possible conflicts of interests that may arise between the firm and our clients. This Conflict of Interest disclosure will also be available on our website by June 30, 2021. However, should you have any questions, please get in touch with your Investment Advisor.

POLICY
SCP Resource Finance LP (SCP) ensures that conflicts of interest that may arise between any two of SCP, a SCP related entity or a SCP registrant and a client or clients are identified, avoided, disclosed and/or addressed appropriately.

A conflict of interest is defined as any situation when SCP or any of its registrants or related entities has an interest that may conflict with the interests of SCP’s clients or the ability of SCP or SCP registrants to deal with clients honestly, in good faith and in a fair, equitable transparent manner, consistent with the best interests of the client(s).

Any existing or potential material conflict of interest between SCP or an employee of SCP and a client that cannot be addressed in a fair, equitable and transparent manner, and considering the best interests of the client or clients, must be avoided.

It is important to note that it is possible to identify a conflict of interest after the fact or to recognize that a conflict of interest is more significant than originally determined. In such cases, conflicts should be reviewed and/or re-examined in accordance with these policies and procedures.

UPDATES
If there are material changes to this Conflict of Interest disclosure, we will post them on our website www.scp-rf.com. You can also obtain a current version of this document at any time from your advisor.

The privacy of our investors is very important to us. This Privacy Policy sets out the information practices for SCP Resource Finance LP (“SCP”) what types of personal and business information is collected, how the information is used, and with whom the information is shared. We are committed to protecting your privacy and maintaining the confidentiality of your information.

Definitions you need to know.

"Service" means any brokerage or financial product or service offered by us.

"You and your" means each person, whether an individual, corporation or trust, who has made an application to us for or signed an application in respect of any Service offered by us, including any co-applicants, guarantors or personal or corporate representatives such as directors.

"SROs" refers to self-regulatory organizations, including the Investment Industry Regulatory Organization of Canada (IIROC), the Mutual Fund Dealers Association of Canada, the exchanges and other regulated marketplaces and the Canadian Investor Protection Fund.

"Data Protection Legislation" means all applicable data protection and data privacy legislation including the Personal Information Protection and Electronic Documents Act (Canada) and, where relevant, the General Data Protection Regulation EU 2016/679, the UK Data Protection Act 1998 and all equivalent, associated and similar legislation which applies to us from time to time.

What personal information do we collect?
The term “personal information” refers to any information about you (or other identifiable people) including information that may specifically identify you or them. We collect personal information that you provide to us (or that your financial advisor or dealer provides to us on your behalf), which may include the following:

• Your full name, address, occupation and date of birth, as required by law;
• Identification, such as a valid driver's license or passport;
• Your social or national insurance number for ID or income tax reporting purposes, as required by law;
• Your financial information including annual income, assets and liabilities, and banking information;
• Your employment history and credit history;
• Information about third parties such as your spouse if you are applying for certain Services, where this information is required by law or necessary for us to perform a contract with you.

For legal entities such as businesses, partnerships, trusts, estates or investment clubs, we may collect the information referred to above from each authorized person, partner, trustee, executor and club member, as appropriate.

When you access or use our websites, we may also collect non-personal information that is anonymous and aggregated and cannot be attributed back to you. For example, we also use automated devices and applications, such as Google Analytics (to opt out, click here) to evaluate usage of our websites. We use these tools to obtain aggregated statistical information about the use of the websites to help us improve our services, performance, and user experiences. These analytics providers may use cookies and other technologies to perform their services, and may combine the information that they collect through the websites with other information that they have collected. This Privacy Policy does not cover the collection, use, and disclosure of tracking data collected by third party analytics providers; for further information please see the relevant provider’s privacy policy.

How do we collect your information?
We collect your personal or business information directly from you or through your financial advisor or dealer in order to provide you with Services and perform contracts with you, to meet legal and regulatory requirements and to comply with our legal obligations, for the purpose of our own legitimate business interests (where these are not overridden by your rights and freedoms) such as to keep in contact with you, and for any other purposes to which you consent. Your information may be collected from a variety of sources, including:

• Applications, questionnaires or other forms that you (or your financial advisor or dealer) submit to us or contracts that you enter into with us;
• Your transactions with us;
• Meetings and telephone conversations with you;
• Credit reference checks, identity checks and money laundering checks; and
• Our websites.

We may also monitor or record any telephone call we have with you. The content of the call may also be retained (and these recordings will be stored for a fixed period of time in accordance with our own internal policies and Data Protection Legislation). We may inform you prior to proceeding with the call of this possibility. This is to establish a record of the information you provide, to ensure that your instructions are followed properly and to ensure customer service levels are maintained.

How do we use your information?
We collect and use your personal or business information in order to give you the best possible service and for the purposes set out in your agreement(s) with us, such as:

• To establish your identity and verify the accuracy of your information;
• To confirm your corporate status;
• To understand your needs;
• To determine the suitability of our Services for you;
• To determine your eligibility for our Services;
• To set up, administer and offer Services that meet your needs, including fulfilling any reporting or audit requirements;
• To provide you with ongoing Service, including executing your transactions;
• To provide you and your financial advisor or dealer with confirmations, tax receipts, proxy mailings, financial statements and other reports;
• To meet our legal and regulatory requirements;
• To manage and assess our risks; and
• To protect us from error and to prevent or detect fraud or criminal activity.

We collect, use and disclose your social or national insurance number, social security number or other government-issued personal or business identification number for ID verification purposes and for income tax reporting purposes, as required by law. In addition, we may ask you for your SIN to confirm your identity. This allows us to keep your personal information separate from that of other customers, particularly those with similar names, and helps maintain the integrity and accuracy of your personal information. You may refuse to consent to its use or disclosure for purposes other than as required by law.

We will store your personal information for no longer than it is needed and our retention of the information will be in accordance with our internal policies and the Data Protection Legislation.

How do we obtain your consent (where needed)?
Where we need your consent in order to process your personal information in a certain way, we will rely on your actions as indications of your consent to our collection, use and disclosure of your personal information. For example, by signing an application form, voluntarily providing your information to us directly or through your financial advisor or dealer and continuing to do business with us, you are consenting to the collection, use and disclosure of your personal information for the purposes identified in this Privacy Policy. SCP will not, as a condition of the supply of Services, require you to consent to the collection, use or disclosure of your personal information beyond that which is required to fulfill these purposes.

Who do we share your information with?
We may share your personal or business information within the organization for the purposes set out above. We do not provide directly all the services related to your relationship with us. We may use third party service providers or agents such as:

• Your financial advisor or dealer;
• Other financial service providers such as investment dealers, custodians, banks and others used to finance or facilitate transactions or operations on your behalf;
• Transfer agents, portfolio managers, brokerage firms and similar service providers; and
• Other service providers such as accounting, legal or tax preparation services and credit reference or identity check providers.

Our service providers and our agents process or handle your information on our behalf and assist us with various services such as printing, imaging, document storage and shredding, mail distribution and marketing. Some of these third parties may be located outside of Canada. As a result, your information may be accessible to regulatory authorities in accordance with the laws of these jurisdictions, including the United States of America and the United Kingdom. When information is provided to our service providers and to our agents, we will require them to protect the information in a manner that is consistent with SCP’s privacy policies and practices and which accords with the Data Protection Legislation (which may involve the use of contracts containing the EC approved "model clauses" contract for data transfers). You are entitled to request a copy of the relevant provisions of these contracts by contacting us at the email address below.

We may also be required by law to disclose information to government regulatory authorities. For example, we may be required to report your income to taxation authorities. We may also be required to disclose your personal and business information to SROs. SROs collect, maintain and use such information for regulatory purposes, including trading surveillance, audits, investigations, maintenance of regulatory databases and enforcement proceedings. SROs may, in turn, disclose such information when reporting to securities regulators or when sharing information with other SROs and law enforcement agencies.

SCP may be involved in the sale, transfer or reorganization of some or all of its business at some time in the future. As part of that sale, transfer or reorganization, we may disclose your personal and business information to the acquiring organization.

We may share non-personal information collected though our websites in a number of circumstances for a number of purposes, including within the organization and with our service providers (for example, Google Analytics).

How do we use your information for marketing purposes?
We may share your personal or business information within the organization for the purpose of marketing products and services that we believe may be of interest to you. This would only be done with your consent. We may ask you for your contact information, such as your telephone number, residential address, e-mail or other electronic address, and keep and use this information as well as disclose it to other members within the organization so that we may contact you directly through these channels for the purpose of marketing including telemarketing. Your consent to this is not a condition of doing business with us and you may withdraw it at any time (see below).

How do you withdraw your consent?
Subject to legal, regulatory and contractual requirements, you may refuse to consent to our collection, use or disclosure of your personal or business information, or you may withdraw your consent to our further collection, use or disclosure of your information at any time in the future by giving us reasonable notice. Depending on the circumstances, however, withdrawal of your consent may impact on our ability to provide you or continue to provide you with some Services or information that may be of value to you. We will act on your instructions as quickly as possible but there may be certain uses of your information that we may not be able to stop immediately.

You can tell us at any time to stop using information about you to promote our Services or the products and services of third parties we select, or to stop sharing your information with other members of SCP. If you wish to withdraw consent as outlined in this Privacy Policy, you may do so at any time by contacting us by mail at 70 York Street, Suite 700, Toronto, Ontario M5J 1S9 Canada Attention: Privacy Officer or by e-mail at [email protected].

How do you update your information?
As we make decisions based on the information we have, we encourage you to help us keep our information accurate and complete. Contact us at any time in writing at SCP Resource Finance LP 70 York Street, Suite 700, Toronto, Ontario M5J 1S9 Canada Attention: Privacy Officer if you wish to update the information we have about you.

How can you access your information?
You may request access to the personal information we hold about you at any time to review its content and accuracy and to have it amended as appropriate. To request access to such information please contact us in writing at SCP Resource Finance LP 70 York Street, Suite 700, Toronto, Ontario M5J 1S9 Canada Attention: Privacy Officer.

We will respond to your written access request promptly. We may be unable to provide you with access to all or some of the information we hold about you (the Data Protection Legislation may in some cases require us to withhold some information, for example if it is legally privileged).

This Cookie Policy is applicable to SCP Resource Finance. and all of its affiliates, subsidiaries and managed entities or products (collectively, the “SCP Resource Finance”, “we”, “our” or “us”).

This Cookie Policy will apply when you access any of our websites (“Websites”), using any device.

We may update this Cookie Policy from time to time. The "Last updated" date of our Cookie Policy is included below.

What Cookies Are and Our Use of Cookies
Like many companies, some or all of our Websites may use cookies. A cookie is a small file of letters and numbers that is placed on your computer's hard drive or other devices (such as mobile devices or tablets) when you visit certain websites. We may use cookies or similar technologies such as pixels or local storage (collectively referred to in this Privacy Policy as "cookies") to collect information when you access or use our websites. In some instances, our use of cookies may involve the collection and processing of personal data. We may use cookies to tell us, for example, whether you have visited us before or if you are a new visitor and to help us identify site features in which you may have the greatest interest. Cookies may enhance your online experience by saving your preferences while you are visiting a particular site. In other cases, we may also use cookies to collect non-personal information that is anonymous and aggregated and cannot be attributed back to you. For example, we also may use automated devices and applications, such as Google Analytics (to opt out, click here) to evaluate usage of our websites. We use these tools to obtain aggregated statistical information about the use of the websites to help us improve our services, performance, and user experiences. These analytics providers may use cookies and other technologies to perform their services, and may combine the information that they collect through the websites with other information that they have collected. Please note that optional cookies such as analytics cookies will not be set unless you accept them.

For more information on cookies, including how to see what cookies have been set, please see www.whatarecookies.com, www.aboutcookies.org or www.allaboutcookies.org.

Our use of cookies may sometimes involve the collection and processing of personal data. All personal data will be processed in accordance with our Privacy Policy. To learn more about how we process your personal data, please see our Privacy Policy here.

Most of the cookies we use are "personalisation cookies" or "authentication / functionality cookies" that are used to recognise repeat visitors to the Websites and "analytics / performance cookies" which monitor how visitors use our Websites and give us a better understanding of what content visitors are spending most time reading.

Cookies are stored for different periods of time on your computer or device depending on whether they are "session cookies" or "persistent cookies". In particular:

• Session cookies allow us to identify your computer or device as you use our Websites, so that you are not treated as a new visitor each time. These cookies also note your browser's capabilities. Session cookies are deleted when you close your browser or leave our Websites, and are only stored on your computer or device for that browser session or Websites' visit.
• Persistent cookies are stored on your computer or device for a period of time after you close your browser or leave our Websites. These cookies may be used for remembering your preferences and choices when using our Websites or to target advertising.

The types of cookies used on our Websites are as follows:

We do not use cookies to collect information such as credit card numbers.

You will see a message on our Websites before we store cookies (other than strictly necessary/essential cookies) on your computer or device for the first time, which describes the types of cookies we use and what information they collect, and allows you to confirm your cookie preferences. You may also block cookies by activating the setting on your browser that allows you to refuse the setting of all or some cookies. Your browser's 'help' or 'support' function will tell you how to do this. You can also change your cookie preferences at any time by clicking here:https://us.norton.com/internetsecurity-privacy-how-to-clear-cookies.html

The following disclaimers and terms of use (the “Terms”) govern your access to and use of this Website (the “Website”) as administered by SCP Resource Finance LP (the “Corporation”). Please review these Terms carefully. By confirming your acceptance of these Terms and by accessing and using the Website, you agree to be bound by all the Terms set forth herein. If you do not agree with these Terms, your sole recourse is to refrain from using the Website immediately. You may save and print a copy of these Terms for your reference. The Corporation reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice. From time to time, the Corporation may also amend these Terms by posting revisions on the Website with no additional notice to you. You will have an opportunity to review the Terms currently in effect each time you use the Website and will be required to confirm you have done so.

This Website does not constitute an offer to sell or solicitation to purchase securities of any entity, including (i) the Corporation, (ii) any product offered by the Corporation, or (iii) of any issuer in which the Corporation directly or indirectly invests.

The following disclaimers and terms of use (the “Terms”) govern your access to and use of this Website (the “Website”) as administered by SCP Resource Finance LP (the “Corporation”). Please review these Terms carefully. By confirming your acceptance of these Terms and by accessing and using the Website, you agree to be bound by all the Terms set forth herein. If you do not agree with these Terms, your sole recourse is to refrain from using the Website immediately. You may save and print a copy of these Terms for your reference. The Corporation reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice. From time to time, the Corporation may also amend these Terms by posting revisions on the Website with no additional notice to you. You will have an opportunity to review the Terms currently in effect each time you use the Website and will be required to confirm you have done so.

This Website does not constitute an offer to sell or solicitation to purchase securities of any entity, including (i) the Corporation, (ii) any product offered by the Corporation, or (iii) of any issuer in which the Corporation directly or indirectly invests.