PART I — BINDING WEBSITE TERMS OF USE
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This Part I and Part III govern access to and use of the Site.

1. Acceptance; Scope; Revisions

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These Website Terms of Use and Important Disclosures (these “Terms”) apply to https://scythiancm.com/ and any other website, mobile page, online location, account interface, investor or client portal, data room, API, widget, embedded experience, feature, or material made available by or on behalf of the Company that links to or identifies these Terms (collectively, the “Site”). “Content” means information, text, images, graphics, data, downloads, communications, research, commentary, reports, presentations, podcasts, videos, other media, and other materials made available through the Site. “Restricted Materials” means any nonpublic offering, diligence, vehicle, portfolio, account, performance, tax, reporting, investor, client, or other material or data made available only to an authorized user or through a restricted feature. “Feature-Specific Terms” means any additional terms, notices, consent disclosures, eligibility conditions, or instructions presented for a particular feature, service, portal, or transaction. “Submission” means information or materials you submit or upload. “Approved Secure Channel” means a portal, encrypted exchange, or other method the Company expressly designates for protected communications or document exchange.

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By accessing or using any public portion of the Site, you acknowledge that you have read and understood these Terms and agree to Part I and Part III. If you do not agree, do not access or use the Site. Before using a restricted feature, you may be required to accept Feature-Specific Terms, complete an eligibility or jurisdictional attestation, provide consent, or take another affirmative action. A separate notice or affirmative acceptance prompt presented for a particular feature is binding when you complete the associated action.

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The Company may revise these Terms prospectively by posting an updated version and changing the effective date. The Company may add new Site features, services, portals, materials, or delivery methods subject to these Terms and any applicable Feature-Specific Terms. Material revisions may also be communicated through the Site, an account-associated email address, or another reasonable method. Revisions become effective when stated or, if no date is stated, when posted. Continued use after effectiveness constitutes acceptance, except where applicable law or an affirmative-acceptance flow requires another method. Continued access to a restricted feature may require re-acceptance of revised Terms or Feature-Specific Terms.

2. Age, Capacity, and Authority

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You represent that you are at least 18 years old, have legal capacity to agree to binding terms, and are not prohibited from using the Site under applicable law. If you use the Site for an entity or another person, you represent that you have authority to bind that entity or person; “you” includes both you and that entity or person. The Site is not directed to children.

3. Relationship to Specific Agreements and Offering Materials

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These Terms and any Feature-Specific Terms do not replace, amend, or expand any investment advisory agreement, limited partnership or other governing agreement, subscription agreement, confidentiality agreement, loan or credit agreement, engagement letter, investor representation, offering memorandum, side letter, or other document governing a specific relationship, transaction, product, vehicle, account, or service (each, a “Specific Agreement”). If these Terms conflict with a Specific Agreement, the Specific Agreement controls for its subject matter. Feature-Specific Terms control for the feature to which they relate, except to the extent a Specific Agreement controls. Definitive offering and governing documents control over Site Content concerning any investment opportunity.

4. Company Identity; Covered Parties

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“Company,” “SCM,” “we,” “us,” and “our” mean Scythian Capital Management LLC and, solely where applicable to the Site activity at issue, its affiliates that sponsor, manage, advise, originate, service, or provide Content through the Site. “Company Parties” means the Company and its applicable affiliates, and each of their current and former members, partners, shareholders, directors, officers, employees, representatives, agents, service providers, successors, and permitted assigns.

5. Site Scope; Puplic and Restricted Features

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The Site may include public informational pages; contact and inquiry forms; newsletter, insight, alert, event, and webinar subscriptions or registrations; downloadable research, commentary, reports, presentations, podcasts, videos, and other media; job postings and recruiting submissions; password-protected investor or client portals; user accounts, multifactor authentication, and electronic delivery; gated offering, diligence, vehicle, portfolio, account, performance, tax, reporting, and other Restricted Materials; investor eligibility, jurisdiction, and regulatory-status attestations; secure communications and document exchange; links, embeds, APIs, widgets, analytics, cookie or consent tools, data rooms, vehicle administrators, custodians, portal providers, and other third-party platforms; and future interactive tools or features. The Company may add, remove, test, restrict, suspend, or discontinue any feature, and availability may vary by user, jurisdiction, account, investor or client status, product, or regulatory requirement. No feature is promised to be available or continuously supported. Access may be conditioned on identity, location, regulatory or investor classification, eligibility, confidentiality, security, attestations, affirmative acceptance, or a Specific Agreement. Portal access or preliminary screening does not establish investor eligibility, acceptance, suitability, an advisory or fiduciary relationship, an offer, or an investment or client relationship.

6. Accounts, Portals, and Credential Security

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A feature may require you to register an account, provide identity or organization information, establish a password, use multifactor authentication, complete verification, or maintain other security controls. You must provide accurate information, keep it current, protect your credentials and authentication devices, use only your own account, and promptly notify the Company of suspected compromise, unauthorized access, or inaccurate account information. You may not share credentials or bypass access controls. The Company may require reauthentication, reset or disable credentials, impose session or device limits, or suspend or revoke access. You are responsible for activity conducted through your account except to the extent caused by the Company’s failure to use reasonable security measures required by applicable law.

7. Authorized Representatives and Delegated Access

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If you access the Site or a restricted feature for an entity, fund, account, family office, adviser, administrator, or other person, you represent that you are authorized to do so and to provide information, make attestations, accept terms, submit instructions, and receive materials for that person. The Company may rely on an authorized representative’s acts and may request evidence of authority, limit the representative’s permissions, or decline delegated access. The represented person remains responsible for the representative’s acts and for promptly removing or updating access. Delegated access does not transfer any investment, advisory, fiduciary, confidentiality, or other rights and does not override a Specific Agreement.

8. Electronic Acceptance, Signatures, and Records

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To the extent permitted by law, you consent to transact and communicate electronically with the Company through the Site, an account or portal, an Approved Secure Channel, email, or a designated third-party platform. Clicking an acceptance button, checking a box, entering a code, using multifactor authentication, applying an electronic signature, or taking another identified electronic action may evidence your intent and will be binding to the same extent as a handwritten signature for the applicable purpose. The Company may retain the accepted Terms version, disclosures, attestations, signatures, timestamps, user or account identifier, authentication information, delivery records, and audit logs in electronic form. If you withdraw consent or cannot receive electronic communications, access to some features may be unavailable, subject to applicable law and any Specific Agreement.

9. Restricted Materials; Portal Confidentiality; Use Restrictions

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Restricted Materials are provided only to the intended authorized user and solely for the purpose for which access is granted, such as evaluating an opportunity, administering an account, monitoring an investment, or performing an authorized diligence or reporting function. You must keep Restricted Materials confidential, use reasonable safeguards, and not copy, download, print, screenshot, record, forward, publish, disclose, distribute, sell, or use them to solicit another person except as expressly permitted by the Company, a Specific Agreement, applicable Feature-Specific Terms, or law. You must promptly stop using and, if requested, return or securely delete Restricted Materials, subject to applicable law, regulatory recordkeeping, and a Specific Agreement. A portal’s confidentiality controls supplement, but do not replace, any separate confidentiality obligation.

10. Elegibility Screening; Attestations; No Acceptance

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The Company may screen users for identity, jurisdiction, sanctions, regulatory status, investor classification, accreditation, qualified-purchaser or qualified-client status, suitability, confidentiality, or other criteria before permitting access to a feature or Restricted Materials. You must provide complete, accurate, and current information and promptly update it. The Company may rely on an attestation or certification for administrative purposes but is not required to independently verify every statement and may request additional evidence. Any screening, invitation, attestation, account, access decision, or preliminary approval is not a determination that you are eligible, suitable, accepted, approved, or entitled to invest, receive advice, or enter into a Specific Agreement. The Company may deny, condition, suspend, or revoke access if information is inaccurate, incomplete, misleading, outdated, or no longer sufficient.

11. Submissions, Uploads, and User Content

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Forms, messages, documents, data, questions, applications, attestations, comments, feedback, and other information you submit or upload are Submissions. You represent that you have the right to provide each Submission and that it is accurate, lawful, non-infringing, and free of malware. Do not submit material nonpublic information, trade secrets, personal financial information, or another person’s confidential information unless the Company has expressly authorized the method and purpose. Unless submitted through an Approved Secure Channel or covered by a Specific Agreement or express written undertaking, a Submission is not confidential. Subject to the Privacy Notice and applicable agreements, you grant the Company the limited rights reasonably necessary to receive, host, review, use, transmit to service providers, secure, administer, and respond to Submissions and to comply with law. The Company may screen, reject, remove, or preserve Submissions, but has no obligation to do so or to monitor every Submission.

12. Recruiting Materials and Applications

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Job postings and recruiting Content are informational and do not constitute an offer of employment or a guarantee that a position is available. If you submit a resume, application, cover letter, references, work sample, or other recruiting material, you represent that it is accurate and that you are authorized to provide it. You authorize the Company and its recruiting service providers to use and retain those materials to evaluate, administer, communicate about, and document recruiting activities, subject to the Privacy Notice and any applicable candidate notice. A recruiting submission does not create an employment, agency, fiduciary, advisory, investor, client, or other relationship, and the Company may discontinue a posting or decline to respond.

13. Subscriptions, Alerts, Evetns, and Opt-Outs

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If you subscribe to a newsletter, insight, alert, event, webinar, or other communication or register for an event, you consent to receive the related communications through the contact information or account you provide, subject to applicable law and any required consent. If you provide a mobile number, you consent to receive text messages at that number to the extent permitted by applicable law and any required consent; message and data rates may apply, and you may opt out using the mechanism identified in the message. You may opt out of promotional or subscription communications by using the unsubscribe or preference mechanism provided, but the Company may continue to send transactional, security, legal, account, regulatory, or service messages when permitted or required. Registration or attendance does not create an advisory, fiduciary, investor, client, employment, or other relationship, and the Company may change, postpone, cancel, limit, or record an event or communication. The Company may use third-party communications or event providers subject to the Privacy Notice and applicable provider terms.

14. Downloads, and Multimedia Content

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Downloaded or streamed research, commentary, reports, presentations, podcasts, videos, transcripts, recordings, images, and other media are Content and may be public or Restricted Materials. They are provided for the limited purpose stated with the item, are not necessarily current or complete, and may be subject to additional notices, permissions, or Feature-Specific Terms. You may not edit, remove notices from, repackage, redistribute, publicly perform, commercialize, or use them to create derivative or competing materials except as expressly authorized. Audio, video, captions, transcripts, and recordings may contain errors, omissions, views as of a stated date, or third-party material and do not replace definitive documents or professional advice.

15. Third-Party Services, Integrations, and Links

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The Company may use or make available third-party hosting, identity, authentication, e-signature, portal, data room, vehicle administration, custody, communications, analytics, cookie or consent-management, payment, video, recruiting, API, widget, or other services. A feature may require you to create a separate account, accept separate terms, provide information directly to a provider, or permit information to move between the Company and the provider as described in the Privacy Notice, applicable consent, a Specific Agreement, or Feature-Specific Terms. The Company does not control and is not responsible for a provider’s acts or omissions, security, availability, processing, records, terms, or privacy practices. Links, embeds, APIs, and widgets do not imply endorsement, and the Company may replace, limit, or discontinue an integration without liability to the fullest extent permitted by law.

16. Monitoring, Audit Logs, and Compliance Control

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To operate, secure, improve, investigate, and comply with law, the Company and its service providers may monitor and record access to the Site and restricted features, including logins, authentication events, downloads, views, submissions, electronic acceptances, attestations, communications, device or session information, and other audit-log data, subject to applicable law, the Privacy Notice, and any Specific Agreement. The Company may review or preserve such information for security, fraud prevention, eligibility, regulatory, legal, operational, dispute, or recordkeeping purposes and may disclose it as permitted or required. Audit logs and system records may be relied on as evidence of access or action. No monitoring measure guarantees security or availability, and you should not assume that any Site channel is private except as expressly provided by an Approved Secure Channel, a Specific Agreement, or applicable law.

17. Feature-Specific Terms; Prospective Features

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The Company may introduce or make available additional features, services, tools, portals, materials, delivery methods, or interactive functionality prospectively. A feature may be subject to Feature-Specific Terms, a separate notice, an affirmative acceptance flow, eligibility conditions, a separate account, a fee, or a Specific Agreement. Those terms and conditions apply only to the relevant feature and supplement these Terms; a Specific Agreement controls in accordance with Section 3. If a feature is withdrawn, replaced, or offered on a pilot or limited basis, your access and related rights may end without notice, subject to applicable law, preservation duties, and any Specific Agreement.

18. Limited Site License

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Subject to these Terms, any Feature-Specific Terms, and any Specific Agreement, the Company grants you a limited, revocable, nonexclusive, nontransferable, nonsublicensable license to access and use the public Site and Content and, only as expressly authorized, Restricted Materials and restricted features, solely for the lawful, internal, noncommercial, informational, evaluation, or account-administration purpose applicable to the access granted. No other right is granted by implication, estoppel, or otherwise. The Company may revoke or limit this license at any time.

19. Intellectual Property and Copyright

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The Site and Content, including Restricted Materials and their selection, arrangement, design, trademarks, service marks, trade names, logos, and other source identifiers, are owned by or licensed to the Company and are protected by U.S. and international intellectual-property and other laws. You may print or download a reasonable number of copies for the permitted purpose in Section 18 and any applicable Feature-Specific Terms, if you preserve all proprietary notices. Except with prior written authorization, you may not reproduce, modify, adapt, translate, create derivative works from, publish, display, perform, distribute, transmit, sell, license, frame, mirror, or commercially exploit any Site or Content. No use of a Company name, mark, or logo is permitted without prior written consent.

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Copyright © 2026 Scythian Capital Management. All rights reserved.

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If you believe material on the Site infringes your copyright, send a notice to the contact specified in Section 52 containing the information required by the Digital Millennium Copyright Act, including identification of the copyrighted work and allegedly infringing material, your contact information, the required good-faith and accuracy statements, and your physical or electronic signature. The Company may remove or disable access to material and may terminate repeat infringers where appropriate.

20. Feedback

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If you voluntarily provide ideas, suggestions, or other feedback concerning the Site or the Company’s services (“Feedback”), you grant the Company a worldwide, perpetual, irrevocable, royalty-free, transferable, sublicensable license to use, reproduce, modify, distribute, display, perform, and otherwise exploit that Feedback for any lawful purpose, without attribution or compensation. Feedback is also a Submission, and this Section controls over Section 11 with respect to the rights granted in Feedback. Do not submit Feedback you lack authority to license. This Section does not authorize the Company to identify you publicly as an endorser.

21. Prohibited Conduct

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You may not, directly or through another person or automated means:

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• use the Site unlawfully, fraudulently, deceptively, or in violation of another person’s rights;
• access or attempt to access any nonpublic area, account, system, or data without authorization, or share, misuse, or circumvent credentials or access controls;
• scrape, crawl, spider, harvest, index, monitor, copy, or extract Site Content or data by automated means, except ordinary search-engine indexing expressly authorized by the Company’s robots instructions;
• use Site Content or data to develop, train, fine-tune, test, benchmark, validate, or improve any artificial-intelligence, machine-learning, large-language, generative, or similar model or system;
• reverse engineer, decompile, disassemble, decode, or attempt to derive source code, underlying ideas, algorithms, or nonpublic structure of the Site, except to the limited extent a prohibition is unenforceable under mandatory law;
• introduce malware, malicious code, harmful content, denial-of-service activity, or an unreasonable or disproportionately large load; probe, scan, or test vulnerabilities without written authorization; or interfere with operation or another user;
• impersonate any person, misrepresent affiliation, forge headers, or use the Site for unsolicited communications, credential collection, phishing, or social engineering;
• remove proprietary notices; frame, mirror, deep-link in a misleading manner, or create confusion regarding sponsorship or endorsement; or
• assist, encourage, or attempt any prohibited conduct.

22. Communications; No Confidentiality Through The Site

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The Site contact function, ordinary email, and any other channel not expressly designated as an Approved Secure Channel are for general inquiries and may not be secure, timely, or continuously monitored. Unless a communication is submitted through an Approved Secure Channel or is covered by a Specific Agreement or express written undertaking, it is not confidential and should not include trade secrets, material nonpublic information, personal financial information, account credentials, wire instructions, sensitive personal information, or information subject to a confidentiality duty. Communications through a portal or secure exchange remain subject to applicable Feature-Specific Terms and do not, by themselves, create a client, investor, advisory, fiduciary, lender, borrower, or other relationship. The Company may use or disclose unsolicited communications as reasonably necessary to respond, protect the Site, comply with law, or prevent fraud.

23. Privacy and Cookies

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The Company’s separately posted Privacy Notice describes its collection, use, disclosure, and protection of personal information and is incorporated by reference only to the extent stated there. Cookie, analytics, and similar-technology practices, and any choices available to users, are described in that Privacy Notice or any cookie notice presented on the Site. These Terms do not expand the Company’s rights to process personal information beyond applicable law and the posted notices.

24. Cybersecurity, Phishing, and Fraud Prevention

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No transmission or system is completely secure. You are responsible for reasonable safeguards for your devices, networks, accounts, sessions, and credentials, including any multifactor-authentication method. The Company does not request passwords, multifactor-authentication codes, or wire instructions through an unsolicited communication. Independently verify payment or account-change instructions using a known, trusted channel; do not rely on contact details supplied in the instruction itself. Promptly report suspected impersonation, credential compromise, phishing, or unauthorized Site activity through the Site contact function and, if money may have been transferred, contact the relevant financial institution and law enforcement immediately. The Company may use authentication, monitoring, logging, audit trails, screening, rate limits, device or session controls, and fraud-prevention measures.

25. Accessibility

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The Company seeks to make the Site reasonably accessible and to improve accessibility over time, consistent with applicable law and recognized guidance. The Company does not warrant that the Site, any feature, any Content, or any third-party service is compatible with a particular assistive technology or free of accessibility barriers. If you encounter a barrier or need Content in an alternative format, contact the Company as provided in Section 52, and the Company will use commercially reasonable efforts to provide the information through an alternative method. This Section does not create any right or remedy beyond applicable law.

26. Site Changes; Suspension; Termination

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The Company may modify, correct, update, restrict, suspend, or discontinue any Site, feature, account, portal, Content, or Restricted Materials, or terminate or restrict your access, at any time, with or without notice, including for security, legal, operational, eligibility, regulatory, provider, or suspected-violation reasons. The Company has no obligation to preserve Content, Submissions, account data, communications, or availability, except as required by applicable law, a litigation hold, regulatory or compliance recordkeeping obligation, or a Specific Agreement, and may preserve or disclose information as reasonably necessary for those purposes. Upon termination, your Site license and any feature access end immediately, but provisions that by their nature should survive will survive as stated in Section 51.