Your use of the websites www.thirdpoint.com or www.thirdpointventures.com (the “Websites”) and the features of the Websites are subject to the terms, conditions, policies and notices contained on this page (the “Terms of Use”), which Third Point LLC and its affiliates (“Third Point” or “We” or “Our” or “Us”) may update from time to time.

Please read these Terms of Use carefully before using the Websites. By accessing the Websites in any way, including, without limitation, browsing the Websites, using any information, and/or submitting information to us, you agree to and are bound by the terms, conditions, policies and notices contained on this page. The Websites are owned and controlled by Third Point LLC and its affiliates.

Third Point reserves the right to change these Terms of Use without notice at any time. Your use of our Websites after we post any changes to these Terms of Use constitutes your agreement to the changes. Any change to these Terms of Use shall be effective upon posting to the Websites. Accordingly, you agree to periodically review these Terms of Use when accessing or using the Websites.

You acknowledge and agree that Third Point may temporarily or permanently restrict, suspend or terminate the Terms of Use or your access to, and use of, all or any part of the Websites, including any links to third-party sites, at any time, with or without cause, including but not limited to any breach of these Terms of Use as determined in Third Point’s sole and absolute discretion, and without prior notice or liability. Third Point will not be liable to you or any third party for any termination of your access to or use of the Site. Third Point reserves the right to take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of or interactions with the Websites.

PRIVACY POLICY

Third Point’s Privacy Policy and Cookies Policy apply to use of the Websites, and their terms are made a part of these Terms of Use by this reference. Please read our Privacy Policy and Cookies Policy for more information about our information collection, use practices and our use of cookies. Your use of these Websites signifies your consent to Third Point’s Privacy Policy and Cookies Policy.

LIMITED LICENSE TO USE THE WEBSITES

Third Point owns and maintains the Websites. All information contained on the Websites is intended solely for the use of those persons who have agreed to these Terms of Use and whose use is authorized.

Third Point grants you a limited, nonexclusive license to display and otherwise use portions of the Websites solely for your own private, non-commercial, informational purposes only, and to print pages from the Websites only in connection with that use. Except as described in the immediately preceding sentence, you may not copy, store, modify, distribute, transmit, perform, reproduce, publish, license, create derivative works from, transfer or sell any text, graphics, logos and other source-identifying symbols, designs, icons, images, or other information, software or code obtained from the Websites without prior express written permission from Third Point, which may be withheld for any or no reason.

Usage Parameters. In addition to the other limitations discussed in these Terms of Use, the following requirements apply to your use of our Websites:

1. You will not use any electronic communication feature of the Websites for any purpose that is unlawful, tortious, abusive, intrusive on another’s privacy, harassing, libelous, defamatory, embarrassing, obscene, threatening, or hateful, or that in any way violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

2. You will not upload, post, email, or otherwise transmit any advertising or promotional materials or any other form of solicitation or unauthorized communication.

3. You will not upload, post, email, or otherwise transmit any material that contains viruses or any other computer code, files, or programs that might interrupt, limit, or interfere with the functionality of any computer software or hardware or telecommunications equipment or otherwise attempt to interfere with the proper working of the Websites.

4. You may not use the Websites in any manner that could damage or overburden any Third Point server, or any network connected to any Third Point server.

5. You may not use the Websites in any manner that would interfere with any other party’s use of the Websites.

6. You may not use the Websites to impersonate or attempt to impersonate Third Point, a Third Point employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).

7. You may not use, transfer, distribute or dispose of any information contained on the Websites in any manner that could compete with the business of Third Point.

Means of Access. The Websites are intended to be viewed on a conventional Web browser. Although you may use other means to access the Websites, be aware that the Websites may not appear accurately through other access methods, and you use them at your own risk. You are responsible for obtaining and maintaining all equipment, services and other materials that you need to access and use the Websites. You may not use any data mining, robots or similar data gathering and extraction programs or methods, whether automated or manual, to access, acquire, copy or monitor any portion of the Websites or any data and content found on the Websites.

Timeliness of Content. All content on the Websites are presented only as of the date published or indicated, and may be superseded by subsequent market events or for other reasons. You are responsible for setting the cache settings on your browser to ensure you are receiving the most recent data.

Automatic Data Collection. Third Point reserves the right, but does not have the obligation, to access, archive, or monitor any use of the Websites, or your use of the Websites and your communications to the Websites. Any personal information collected during such automatic data collection will be used in accordance with Third Point’s then-current privacy policy. By using the Websites, you accept Third Point’s right to access, archive, and/or monitor usage to ensure service quality, or to evaluate the Site, the security of the Site, compliance with these Terms of Use, compliance with applicable laws, rules or regulations or for any other reason.

INTELLECTUAL PROPERTY

The content on the Websites that are provided by Third Point or its licensors, including certain graphics, photographs, images, text, software, code, screen shots, text, digitally downloadable files, trademarks, logos, service marks, product and program names, slogans, and the compilation of the foregoing, including without limitation the name or logo of Third Point, any of its affiliates and/or any other entity described on the Websites (“Third Point Content”) is the property of Third Point and its licensors, and is protected in the U.S. and internationally under trademark, copyright, and other intellectual property laws. Except as specifically permitted above, nothing contained in these Terms or the Websites either grants or will be construed to grant to you or any third party, by implication, estoppel or otherwise, any title or interest in, or any license or right to use or reproduce Third Point Content contained on the Websites. No act of downloading or otherwise copying from the Websites will transfer title to any software or material to any user hereof. Any data that you transmit to the Websites becomes the property of Third Point and may be used by Third Point for any lawful purpose without restriction, subject to the Privacy Policy. Third Point reserves, and will enforce to the fullest extent possible, all rights that it may have with respect to all material on the Websites.

NO OFFER OF SECURITIES

THE WEBSITES AND THE INFORMATION INCLUDED HEREIN ARE FOR GENERAL INFORMATION PURPOSES ONLY. UNDER NO CIRCUMSTANCES SHOULD ANY MATERIAL ON THE WEBSITES BE USED OR CONSIDERED AS AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITY, FUTURE OR OTHER FINANCIAL PRODUCT OR INSTRUMENT, INCLUDING ANY INTEREST IN ANY INVESTMENT FUND SPONSORED OR MANAGED BY THIRD POINT OR ANY INVESTMENT ADVISORY SERVICES OFFERED BY THIRD POINT. ANY SUCH OFFER OR SOLICITATION CAN AND WILL BE MADE ONLY BY MEANS OF THE APPLICABLE CONFIDENTIAL OFFERING MEMORANDUM OF EACH SUCH INVESTMENT FUND OR OTHER APPLICABLE DOCUMENT, ONLY IN JURISDICTIONS IN WHICH SUCH AN OFFER WOULD BE LAWFUL AND ONLY TO INVESTORS WHO MEET THE INVESTOR SUITABILITY AND SOPHISTICATION REQUIREMENTS OF EACH SUCH INVESTMENT FUND AS DETERMINED FROM TIME TO TIME BY THIRD POINT IN ITS SOLE AND ABSOLUTE DISCRETION (1).

The Websites are not intended to provide any investment, financial, legal, regulatory, accounting, tax or similar advice. Nothing on the Websites should be construed as a recommendation, by Third Point or any third party, to acquire or dispose of any investment or security, or to engage in any investment strategy or transaction. You should consult your own investment, legal, tax and/or similar professionals regarding your specific situation and any specific decisions. The Websites are not intended to be relied upon as a forecast, research or investment advice. Although this material is based upon information Third Point considers reliable and endeavors to keep current, Third Point does not assure that this material is accurate, current or complete, and it should not be relied upon as such. Any opinions expressed on the Websites may change as subsequent conditions vary. Past performance is no guarantee of future results.

The investments and strategies discussed on the Websites may not be suitable for all investors and are not obligations of Third Point or guaranteed by Third Point. Third Point makes no representations that the contents are appropriate for use in all locations, or that the transactions, securities, products, instruments, or services discussed on these sites are available or appropriate for sale or use in all jurisdictions or countries, or by all investors or counterparties. By making available information on the Websites, Third Point does not represent that any investment vehicle is available or suitable for any particular user. All persons and entities accessing the Websites do so on their own initiative and are responsible for compliance with applicable local laws and regulations.

(1) Such requirements may include, among other things, qualifying as an “accredited investor” within the meaning of the U.S. Securities Act of 1933, as amended; a “qualified client” within the meaning of the U.S. Investment Advisers Act of 1940, as amended; a “qualified eligible person” within the meaning of the U.S. Commodity Exchange Act, as amended; and/or a “qualified purchaser” within the meaning of the rules promulgated under the U.S. Investment Company Act of 1940, as amended. Access to information about the investment funds managed by, or advisory services offered by, Third Point is similarly limited to investors who meet the applicable investor suitability, experience and sophistication requirements. You acknowledge that participation in investment funds is speculative in nature, involves a high degree of risk and is intended only for experienced and sophisticated investors.

NO RELIANCE

While Third Point uses reasonable efforts to update the information contained on the Websites, Third Point makes no representations or warranties as to the accuracy, reliability or completeness of any information, Third Point Content, or user content, at or on the Websites. Any content of the Websites is subject to change without notice. As noted above, permission by Third Point to access the Websites should not be construed as, or relied upon as, investment, financial, legal, regulatory, accounting, tax or similar advice. You acknowledge that any reliance on such material or systems will be at your own risk. Third Point makes no representations regarding the amount of time that any Third Point Content or user content will be preserved.

MATERIALS TO BE CONSULTED IN THEIR ENTIRETY

Third Point does not endorse, verify, evaluate or guarantee any information provided by users and nothing shall be considered as an endorsement, verification or guarantee of any user content. You shall not create or distribute information, including but not limited to advertisements, press releases or other marketing materials, or include links to any sites that contain or suggest an endorsement by Third Point without the prior review and written approval of Third Point.

All materials on the Websites are meant to be reviewed in their entirety, including any footnotes, legal disclaimers, restrictions, disclosures, hedge clauses and any copyright or proprietary notices, including those contained in these Terms of Use. Any disclaimers, restrictions, disclosures or hedge clauses apply to any partial document or material in the same manner as they do the whole, and will be deemed incorporated in the portion of any material or document that you consult or download.

THIRD PARTY WEBSITES

As a convenience to you, we may provide links from the Websites to websites operated by other entities, including websites of our portfolio companies and websites that publish blogs, tweets, or other social media content written by Third Point personnel. Third Point does not review any of the websites that may be linked to the Websites, and is not responsible for the content of off-site pages or any other website linked or linking to the Websites. Third Point is not responsible for the privacy practices of such other websites. Your linking to or use of any websites other than these Websites are at your own risk. Third Point’s inclusion of links to other websites does not imply any endorsement of any kind by Third Point of the material located on or linked to by such websites and should not be deemed as such by any user of the Websites. Third Point disclaims any responsibility for the products or services offered or the information contained on any websites other than the Websites.

BUSINESS PLANS AND OTHER INFORMATION PROVIDED BY YOU

We welcome unsolicited business plans. However, any information or materials that you consider trade secrets, confidential or proprietary should not be submitted to us. Absent an express written agreement to the contrary, any information or materials that you provide to us will not be considered confidential or proprietary, will not be returned or safeguarded, and may be used or disclosed by us for any purpose and in any manner, as we determine in our sole discretion. We reserve the right to turn down investment opportunities in our sole discretion. We receive many similar plans and ideas, and your idea may already have been submitted to us or be under consideration by us. We are not limited or restricted in any way from pursuing opportunities with others.

Our personal information collection, storage, and use policies with respect to this Website are set forth in our Privacy Policy, which is incorporated herein by reference for all purposes.

GEOGRAPHIC RESTRICTIONS

Third Point is headquartered in the United States. We make no claims that the Websites or any of its content is accessible or appropriate outside of the United States. Access to the Websites may not be legal by certain persons or in certain countries. If you access the Websites from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. The information provided in or accessible through the Websites is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Third Point of its affiliates to any registration or other requirement within such jurisdiction or country.

NO WARRANTY

THIRD POINT AND ITS OFFICERS, DIRECTORS, MEMBERS, PARTNERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES MAKE NO REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE WEBSITES, THIRD POINT CONTENT, OR USER CONTENT AND/OR THE ACCURACY, ADEQUACY, RELIABILITY, TIMELINESS, COMPLETENESS, SUITABILITY OR OTHER CHARACTERISTICS OF THE INFORMATION AND MATERIALS CONTAINED ON OR PRESENTED THROUGH THE WEBSITES. THE WEBSITES AND ALL SUCH INFORMATION AND MATERIALS ARE PROVIDED “AS IS,” WITHOUT ANY WARRANTY OF ANY KIND, AND ON AN “AS AVAILABLE” BASIS. THIRD POINT, TO THE FULLEST EXTENT PERMITTED BY LAW, HEREBY EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, AS TO THE WEBSITES, THIRD POINT CONTENT, USER CONTENT, ANY MATTER RELATED TO THE WEBSITES AND SUCH INFORMATION AND MATERIALS ON THE WEBSITES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND AVAILABILITY. THIRD POINT EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS AND OMISSIONS ON THE WEBSITES OR THE INFORMATION AND MATERIALS CONTAINED THEREIN.

THIRD POINT AND ITS OFFICERS, DIRECTORS, MEMBERS, PARTNERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES FURTHER ASSUME NO RESPONSIBILITY FOR, AND MAKE NO WARRANTIES THAT, INFORMATION, SERVICES OR FUNCTIONS CONTAINED ON THE WEBSITES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITES OR THE SERVER THAT MAKES THEM AVAILABLE WILL BE FREE OF VIRUSES, WORMS, “TROJAN HORSES” OR OTHER HARMFUL COMPONENTS. THIRD POINT AND ITS OFFICERS, DIRECTORS, MEMBERS, PARTNERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY TYPE OR KIND TO YOUR COMPUTER, VIRUSES THAT MAY INFECT YOUR COMPUTER, OR SERVICES REPAIRS OR CORRECTIONS THAT MUST BE PERFORMED ON YOUR COMPUTER OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS OR USE OF THE WEBSITES.

You acknowledge that you are aware that by using the Websites you may be subject to security and privacy exploitations, including, eavesdropping, sniffing, spoofing, hacking, breaking passwords, harassment, exposure to objectionable material, posturing and/or other security or privacy hazards.

LIMITATION OF LIABILITY; INDEMNIFICATION

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THIRD POINT OR ITS LICENSORS, SERVICE PROVIDERS, OFFICERS, DIRECTORS, MEMBERS, PARTNERS, PRINCIPALS, INVESTORS, AGENTS AND EMPLOYEES 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 WEBSITES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITES 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 WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

These limitations of liability will apply regardless of: (i) any negligence or gross negligence of Third Point or any of its officers, directors, members, partners, principals, investors, agents or employees or (ii) whether the liability arises in negligence, gross negligence, strict liability, contract, tort (including negligence or gross negligence) or any other theory of legal liability; and will remain in effect even if any remedy fails of its essential purpose.

Your sole remedies for dissatisfaction with your use of the Websites are to stop using, viewing or accessing the Websites.

You hereby agree, at your own expense, to indemnify, defend and hold Third Point and its officers, directors, members, partners, principals, investors, agents and employees harmless from and against any and all liability costs incurred by these parties in connection with any claim arising out of any breach by you of these Terms of Use or any of the representations, warranties and covenants made by you herein, including, without limitation, attorneys’ fees and costs. You shall cooperate as fully as reasonably required or requested in the defense of any such claim. Third Point reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of Third Point.

WAIVER

No waiver by Third Point of any right under or term or provision of these Terms of Use will be deemed a waiver of any other right, term, or provision of these Terms of Use at the time of such waiver or a waiver of that or any other right, term, or provision of these Terms of Use at any other time.

INTEGRATION AND SEVERABILITY

If any provision of these Terms of Use is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these Terms of Use and will not affect the validity and enforceability of the remaining provisions. These Terms of Use represent the entire agreement between Third Point and you relating to the subject matter herein.

GENERAL

Both you and Third Point acknowledge and agree that no partnership is formed and neither of you nor Third Point has the power or the authority to obligate or bind the other.

These Terms of Use are governed by the internal laws of the State of New York, without reference to its conflicts of laws provisions. You consent to the jurisdiction of, and venue shall lie in, any federal or state court located in the Borough of Manhattan, New York City as the exclusive jurisdiction and venue for the adjudication of all disputes arising out of or relating to the use of the Websites. You hereby appoint the Secretary of State of the State of New York as your agent for service of process in any such proceeding. You agree that, to the extent permitted by applicable law, any and all disputes, claims, and causes of action arising out of or connected with the Websites and/or these Terms of Use will be resolved individually, without resort to any form of class action. These Terms of Use operate to the fullest extent permissible by law.

Any notice to Third Point shall be given in writing and sent by registered mail to:

Third Point LLC

55 Hudson Yards 51st Floor

New York, New York 10001

IR@thirdpoint.com

212-715-3880

The failure of Third Point to comply with these Terms of Use because of an act of God, war, fire, riot, terrorism, earthquake, actions of federal, state or local governmental authorities or for any other reason beyond the reasonable control of Third Point, shall not be deemed a breach of these Terms of Use.

Last Updated: February, 2022