To: StateWise Energy Maryland, Inc. (“StateWise”) and the NGU/EDU (“Utility”) for the service address ("Service Address") on the Agreement(s).
TERMS AND CONDITIONS
1. Agency. You hereby appoint StateWise as agent for the purposes of (i) acquiring the supplies necessary to meet Your Natural Gas and/or Electricity supply needs, and (ii) arranging, contracting for and administering transportation and transmission facilities and related services over transportation/transmission facilities and those facilities of the Utility needed to deliver Natural Gas and/or Electricity supply to Your Service Address. The Agreement(s) is/are for the sale and purchase of Natural Gas and/or Electricity supply and is/are between StateWise and You under which You shall initiate Natural Gas and/or Electricity supply and begin enrollment with StateWise (the "Agreement(s)"). Subject to the Terms and Conditions of the Agreement(s), StateWise agrees to sell and deliver, and You agree to purchase and accept the quantity of Natural Gas and/or Electricity supply, as estimated by StateWise, necessary to meet the requirements based upon consumption data obtained by StateWise or the delivery schedule of Your Utility. The amount of Natural Gas and/or Electricity supply delivered under the Agreement(s) is/are subject to change based upon data reflecting Your consumption obtained by StateWise or the Utility delivery schedule. You are the account holder, or spouse of the account holder, over the age of eighteen (18), and authorized to make account decisions. You will receive a letter from Your Utility as well as StateWise, informing You that You have chosen StateWise as Your supplier for Natural Gas and/or Electricity supply.
2. Length of Agreement(s). You acknowledge that the commencement of the Agreement(s) begins on the date on which You have signed the Agreement(s) ("Start Date"). You acknowledge that the service under the Agreement(s) depends upon the date on which Your Utility completes all applicable switching and enrollment processes ("Supply Date"). You further acknowledge that the timing for the Utility's completion of the switching and enrollment processes is beyond StateWise's control, and StateWise makes no warranties as to Your Supply Date. The end date ("End Date") of the Agreement(s) is/are the meter reading date after the entire Term of the Agreement(s), as indicated on Your Contract Summary, from the Supply Date, plus any time required to obtain a final meter read. The Term of Your Agreement(s) is/are the period from the Supply Date to the End Date.
3. Agreement(s) Expiration/Renewal Provisions/Change in Terms: StateWise will send You written notice of the pending renewal of the Agreement(s) with an option to automatically renew forty-five (45) days before the automatic renewal is scheduled to occur. StateWise will explain Your options ("Options") to You in this notification. You will also receive advance Options notice ("Notice") when StateWise proposes any changes to the contract terms. The Options Notice will be sent at least forty-five (45) days prior to the effective date of any changes to the terms of Your Agreement(s). If You do not respond to Your Options Notice, Your service with StateWise will continue under the current Terms and Conditions provided in Your Options Notice, unless either You or StateWise provide the other with at least forty-five (45) days' written notice of cancellation.
4. Pricing. StateWise sets the Natural Gas supply and/or electric generation service Price for the programs as indicated on Your Contract Summary which are described below. The Electricity Price includes applicable costs for delivery to the applicable Load Bus while excluding applicable state and local tax. The Natural Gas Price includes applicable costs for transmission and delivery for Natural Gas delivered to Your Utility's city gate while excluding applicable state and local tax. In addition to the Price for the StateWise program chosen, You will pay Utility charges. Savings are not guaranteed on any of the Plans offered on this Agreement(s).
Fixed Plan:
If You have selected the Fixed Plan, the Price You will pay to StateWise for the Natural Gas and/or electric generation services will be as outlined in Your Terms and Conditions, which may, if outlined on the front page of the Agreement(s), includes the cost of the StateWise Green Programs (see Section 6 for details).
Daily Plan:
If You have selected the Daily Plan, the Price You will pay for Natural Gas and/or electric generation services outlined in Your Terms and Conditions, which includes the cost of the StateWise Green Programs (see Section 6 for details) and will be based on the number of days in the applicable billing period.
You are eligible for the Daily Plan if Your annual consumption does not exceed 1,500 therms for Natural Gas and/or 15,000 kWh for electric generation services. Savings are not guaranteed on any of the Plans offered on this Agreement(s).
Customer Charge: You may be subject to a monthly customer charge in the amount of $6.98 per commodity, which includes commodity related charges. If Your NGU is Washington Gas, You may pay a customer charge in the amount of $4.98, which includes commodity related charges. Where expressed as monthly amount, the monthly amount is based on a thirty (30) day month and may be prorated based on Your Utility’s billing cycle.
5. Fulfillment/LED Bulb Offer. Should the Agreement(s) become effective in accordance with Section 2 of the Terms and Conditions, StateWise will issue four (4) free energy saving LED light bulbs (“LED bulbs”) to the Billing Address. LED bulbs will be sent after You contact StateWise (see Section 17) with the request. To be eligible You must have received continuous, uninterrupted service from StateWise for a minimum of three (3) months for the Natural Gas and/or Electricity from the Supply Date and be an active customer at the time of Your request. All LED bulbs offered under this Agreement will be covered by a lifetime warranty as long as You remain enrolled in the Fixed and/or Flat Plan. Please contact StateWise (see Section 17) for any warranty inquiries.
6. StateWise's Green Programs. For the purposes of the Agreement(s), Green means carbon emission reduction offsets or credits measured in metric tonnes of carbon dioxide gas or (in the case of methane or other greenhouse gases) carbon dioxide equivalent ("CO2e") tonnes resulting from specific and identifiable actions. Green Electricity: StateWise will purchase and retire, on Your behalf, an amount of verified carbon emissions reductions, instruments or allowances ("Emissions Credits") to offset 100% (as indicated on Your Contract Summary) of CO2 or CO2e produced based on Your Electricity usage amount. The Emissions Credits associated with the energy offsets purchased to offset Your Electricity will remain the legal property of StateWise. StateWise will ensure that all Emissions Credits associated with Your Electricity usage will be retired on Your behalf and will not be used to offset any additional emissions or pollution. Green Gas: StateWise will purchase and retire, on Your behalf, an amount of verified carbon emissions reductions, instruments or allowances ("Emissions Credits") to offset 1.5 tonnes per 1000 therms (as indicated on Your Contract Summary) of CO2 or CO2e produced based on Your Natural Gas usage amount. The Emissions Credits associated with the energy offsets purchased to offset Your Natural Gas will remain the legal property of StateWise. StateWise will ensure that all Emissions Credits associated with Your usage will be retired on Your behalf and will not be used to offset any additional emissions or pollution. StateWise, or one of its affiliates, will plant a tree on Your behalf when You select to purchase Emissions Credits under the GreenGas or Green Electricity Program. StateWise may suspend the purchase of energy offsets at any time for any reason, at which time You will no longer be charged for energy offsets, but the rest of the Agreement(s) will remain in effect. StateWise reserves the right, in its sole discretion, to change this program and the environmental initiatives it supports. You acknowledge that the Price for energy offsets is not regulated.
7. Billing. The Price, along with any Utility charges, will appear in a single bill •prepared by Your Utility. If Your Utility does not bill You for StateWise charges, then StateWise may choose to bill You, or may return You to Your Utility supply service. You acknowledge that at some point during the Term of the Agreement(s), should StateWise choose to bill You directly, You will be billed for all costs associated with the •supply and delivery of Natural Gas and/or Electricity. You further acknowledge that in the event that StateWise bills You directly, StateWise's billing terms are as follows: StateWise shall invoice You monthly for all amounts due to StateWise •pursuant to the Agreement(s) for the applicable billing period; You shall pay to StateWise in full all amounts owing by no later than the due date indicated on the invoice; failure to pay Your bill on time may result in a 1% interest charge per month (12% per annum) on the unpaid amount(s), from the due date of invoice until payment is received in full. Past due balances or Your failure to make and meet payment arrangements will result in Your account being put into a collection process, which may include transfer to a third-party collection agency and, termination of Your Agreement(s) with a minimum of fourteen (14) days written notice. StateWise, or Your Utility, is entitled to revise any bill if necessary to account for any reassessment by Your Utility. You have the right to request from StateWise twice (2x) within a twelve (12) month period, up to twenty-four (24) months of Your payment history without charge. If, due to a change in market conditions, StateWise wishes to lower the Price per kWh/therm or per day charged to You under an existing Agreement(s), it may do so without consent provided there are no other changes to the Terms and Conditions to the Agreement(s). StateWise does not offer budget billing.
8. Title. All Natural Gas and/or Electricity supply sold under the Agreement(s) shall be delivered to a location considered the "Point of Delivery", which shall be at the NGUCity Gate (located outside of the municipality where You reside) or EDU load bus, and shall constitute the point at which title transfers and the sale occurs. StateWise will indemnify and hold You harmless from all taxes, royalties, fees or other charges incurred before title passes with respect to the Natural Gas and/or Electricity supply provided in these Agreement(s).
9. Cancellation Provision. Regardless of the Price You chose, You are liable for all StateWise charges until You return to the Utility default service or You switch to another supplier. You may cancel the Agreement(s), at no cost, at any time before midnight of the third business day after receiving a copy of the Agreement(s) by contacting StateWise (see Section 17). If You plan to move to another location, You may transfer this Agreement by notifying StateWise (see Section 17), of Your new Service Address at least forty-five (45) days in advance of the anticipated relocation date. Upon receipt of such notice, StateWise will use reasonable commercial efforts to continue the Program contemplated by the Agreement(s) for the remaining Term of the Agreement(s) at the new Service Address. Your Utility may provide to StateWise a notification of a change of address within Your Utility supply service and, when StateWise receives such notice, it will use reasonable commercial efforts to continue the Program contemplated by the Agreement(s) for the remaining Term of the Agreement(s) at the new Service Address. Otherwise, the Agreement(s) shall be automatically cancelled. You also agree to notify StateWise in writing of any other change of information (including a change of account number, contact information or mailing address) at least sixty (60) days prior to such change taking effect or immediately if the change is to take effect in less than sixty (60) days. If You move from one location to another, a final bill will be rendered after the final scheduled meter reading. However, if a final meter reading is unavailable, an estimate of consumption will be used in the final bill, which will be trued-up subsequent to the final meter reading. The cancellation will become effective on a date determined by Your Utility. If a new provider is not selected, cancellation of the Agreement(s) shall return You to Your Utility supply service. If StateWise seeks to cancel the Agreement(s), StateWise will send You advance written notice within forty-five (45) days. Reasons for cancellation may include but are not limited to:
Non-Payment - If Your Natural Gas and/or Electricity supply service is/are cancelled by Your Utility, then the Agreement(s) is/are cancelled on the date that Your Natural Gas and/or Electricity supply service is/are cancelled.
Net Meter Customers - StateWise may cancel the Electricity Agreement if StateWise is notified that You have a net meter.
Usage - StateWise reserves the right to decline the Agreement(s) if Your Natural Gas and/or Electricity supply usage is/are determined by StateWise to be too low. This determination shall be at the sole discretion of StateWise.
Material Breach - You have breached the Agreement(s) in any way.
Regulatory Changes - If, at some future date, there is a change in any law, rule, regulation or pricing structure whereby StateWise is prevented, prohibited, or frustrated from carrying out the terms of the Agreement(s).
10. Early Cancellation Fee. (A) Natural Gas Supply - For a residential customer, an early termination fee of $7.50 on the Green Program for each month or partial month remaining on the Agreement will apply. (B) Electric Generation Supply - For a residential customer, an early termination fee of $7.50 on the Green Electricity Program for each month or partial month remaining on the Agreement will apply. If You have chosen the Fixed Plan and You are a small commercial customer, an early termination fee of $0.18 per therm for the estimated usage of Natural Gas supply and/or $0.015 per kWh for the estimated usage of the Electricity supply service, plus applicable taxes, for the remainder of the Agreement(s) shall apply.
11. Assignment. You may not assign Your interests in, and/or delegate Your obligations under the Agreement (s) without the express written consent of StateWise. StateWise may sell, transfer, pledge, or assign the accounts receivable, revenues, or proceeds hereof, in connection with any financing agreement, purchase of accounts receivable program or billing services agreement. StateWise may assign the Agreement(s) and the rights and obligations thereunder, to another energy supplier, energy services company or other entity as authorized by the MPSC, by providing You with at least forty-five (45) days' notice.
12. Information Release Authorization. You acknowledge and authorize StateWise to obtain and review information regarding Your credit history from credit reporting agencies and the following information from the Utility: consumption history; billing determinants; Utility account number; credit information; and public assistance status. This information will not be disclosed to a third party unless required by law. Your execution of the Agreement(s) shall constitute authorization for the release of this information to StateWise. You consent to provide StateWise with a copy of Your Utility bill(s) in order to process the Agreement(s) with the Utility. StateWise does not guarantee to provide or return the bill or a copy of the bill to You. This authorization will remain in effect during the Initial Term and any renewal Term of the Agreement(s). You may rescind this authorization at any time by providing written notice to StateWise or by calling StateWise at 1-855-862-1185. StateWise reserves the right to cancel the Agreement(s) in the event You rescind the authorization.
13. Warranty. The Agreement(s) for Natural Gas and/or Electricity supply, including applicable attachments, constitutes the entire Agreement(s) for the supply of Natural Gas and/or Electricity services between You and StateWise. StateWise makes no representations or warranties other than those expressly set forth in the Agreement(s), and StateWise expressly disclaims all other •warranties, express or implied, including merchantability and fitness for a particular use.
14. Change in Law. StateWise may pass through or allocate, as the case may be, any increase or decrease in our costs or cost components (including changes to rate calculation) related to the Natural Gas and/or Electricity supply service and related products and services that results from the implementation of a new (or changes to any) law, rule, regulation, ordinance, statute, judicial decision, administrative order, ISO business practice or protocol, Natural Gas and/or Electricity supply service or ISO tariff, rule of any regulatory commission or agency with jurisdiction in the state in which the accounts are located. Such increases or decreases will be included in subsequent invoices or billing to You. The changes as described here may change any or all of the components described within this Agreement regardless of how they are classified.
15. Force Majeure. StateWise will make commercially reasonable efforts to provide Natural Gas and/or Electricity supply hereunder but StateWise does not guarantee a continuous supply of Natural Gas and/or Electricity supply to You. Certain causes and events out of the control of StateWise ("Force Majeure Events") may result in interruptions in service. StateWise will not be liable for any such interruptions caused by a Force Majeure Event, and StateWise is not and shall not be liable for damages caused by Force Majeure Events. Force Majeure Events shall include but are not limited to acts of God, fire, flood, storm, terrorism, war, civil disturbance, acts of any governmental authority, accidents, strikes, labor disputes or problems, required maintenance work, inability to access the necessary distribution or transmission system, nonperformance by the Utility (including, but not limited to, a facility outage on its Natural Gas and/or Electricity supply distribution lines), changes in laws, rules, or regulations of any governmental authority or any other cause beyond StateWise's control.
16. Liability. The remedy in any claim or suit by You will be solely limited to direct actual damages. By entering into the Agreement(s), You waive any right to any other remedy in law or equity. In no event will either StateWise or You be liable for consequential, incidental, indirect, special or punitive damages. These limitations apply without regard to the cause of any liability or damages. There are no third-party beneficiaries to the Agreement (s).
17. Contact Information. You may contact StateWise's Customer Care at 1-855-862-1185 Monday through Friday 9:00 a.m. - 7:00 p.m. EST (Customer Care hours subject to change; see http://statewiseenergy.com/contact/ for current hours). You may write to StateWise at: StateWise Energy Maryland LLC, P.O. Box 399, Buffalo, NY 14240-0967 or via email at [email protected]. StateWise’s fax number is 1-888-440-0698.
18. Dispute Resolution. In the event of a question or concern, please contact StateWise. You should contact StateWise by telephone or in writing at the contact information provided (see Section 17). The Parties agree to use their best efforts to resolve any dispute. If You are not satisfied after discussing Your concerns with StateWise, You may contact the MPSC at: a) 1-800-492-0474 b) write to 6 St. Paul St, 16th Floor Baltimore, MD 21202 or c)internet site: https://www.psc.state.md.us/.
19. Taxes and Laws. Except as otherwise provided in the Agreement(s) or provided by law, all taxes of whatsoever kind, nature, and description due and payable with respect to service provided under the Agreement(s), shall be paid by You, and You agree to indemnify StateWise and hold StateWise harmless from and against any and all such taxes. The Agreement(s) are subject to present and future legislation, orders, rules, regulations, or decisions of a duly constituted governmental authority having jurisdiction over the Agreement (s) or the services to be provided hereunder. If You are exempt of any taxes it is Your responsibility to contact StateWise Customer Care (see Section 17) to provide such written notification, including written notification of renewed tax exemption. Otherwise, until You provide such proof, StateWise is not required to recognize any exemption or refund/credit previously paid taxes. Tax exemption will only occur on the next bill after such notice is received and acknowledged. The Agreement(s) shall be construed under and shall be governed by the laws of Maryland without regard to the application of its conflicts of law principles.
20. ARBITRATION. THE PARTIES AGREE THAT, AT THE REQUEST OF EITHER PARTY, ANY DISPUTE, CLAIM, OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT(S), INCLUDING ITS EXISTENCE, PERFORMANCE, INTERPRETATION, BREACH, VALIDITY, OR TERMINATION, AND WHICH ARE NOT OTHERWISE RESOLVED BY THE PARTIES SHALL BE SUBJECT TO AND FINALLY RESOLVED BY INDIVIDUAL ARBITRATION ONLY, EXCEPT THAT ANY DISPUTE OR CLAIM THAT MAY BE BROUGHT IN SMALL CLAIMS COURT OR ANY CLAIM THAT CANNOT BE ARBITRATED UNDER APPLICABLE LAW SHALL NOT BE SUBJECT TO ARBITRATION. ANY SUCH ARBITRATION SHALL BE THE PARTIES' SOLE AND EXCLUSIVE REMEDY. BY AGREEING TO ARBITRATION, YOU UNDERSTAND THAT ANY SUCH DISPUTE WILL BE DECIDED BY A NEUTRAL THIRD PARTY OUTSIDE OF COURT AND THAT YOU AND StateWise ARE WAIVING YOUR RIGHTS TO SUE IN A COURT OF LAW AND TO HAVE A JURY TRIAL REGARDING SUCH DISPUTE. YOU AGREE THAT SUCH ARBITRATION PROVIDES YOU WITH A MEANINGFUL AND AFFORDABLE WAY TO HANDLE DISPUTES RELATED TO THIS AGREEMENT. The arbitration will be administered in accordance with the Rules of Arbitration of the state where the Service Address is located. The arbitrator(s) shall not have authority to join or combine the claims of more than one person or to hear or decide any class, collective or representative action of any kind against You or STATEWISE The award of the arbitrator shall be final and binding and judgment on it may be entered in any court of competent jurisdiction. The arbitration shall take place in the county seat of the county in which You reside. You and STATEWISE shall each pay their own filing and legal fees and other expenses, unless provided otherwise by law or this Agreement. The interpretation and enforcement of this arbitration provision shall be governed by the Federal Arbitration Act. The arbitrator(s) selected according to the terms set forth herein shall determine the arbitrability of any matter brought to them, and their decision shall be final and binding on the Parties in all respects. This provision shall survive termination of this Agreement.
21. CLASS ACTION WAIVER AND OTHER RESTRICTIONS. ARBITRATION SHALL PROCEED SOLELY ON AN INDIVIDUAL BASIS WITHOUT THE RIGHT FOR ANY CLAIMS TO BE ARBITRATED ON A CLASS ACTION BASIS OR ON BASES INVOLVING CLAIMS BROUGHT IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF OTHERS. YOU AND StateWise EXPRESSLY WAIVE THE RIGHT TO COMMENCE, BE A PARTY TO, JOIN IN OR BE AN ACTUAL OR PUTATIVE CLASS MEMBER OF ANY CLASS, COLLECTIVE, GROUP, JOINT, OR REPRESENTATIVE ACTION OF ANY KIND IN ANY FORUM, INCLUDING IN COURT AND ARBITRATION, ARISING FROM OR RELATED TO THIS AGREEMENT. The arbitrator's authority to resolve and make written awards is limited to Claims between You and StateWise alone. Claims may not be joined or consolidated unless agreed to in writing by all Parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named Party to the arbitration. Notwithstanding any other provision in these Terms and Conditions, and without waiving either Party's right of appeal, if any portion of this "Class Action Waiver and Other Restrictions" provision is deemed invalid or unenforceable, then the entire Arbitration Provision (other than this sentence) shall not apply. This provision shall survive termination of this Agreement.
22. WAIVER OF JURY TRIAL. SUBJECT TO ANY AGREEMENT TO ARBITRATE BETWEEN YOU AND StateWise, YOU AND StateWise WAIVE THE RIGHT TO A JURY TRIAL IN ANY CLAIM OR DISPUTE ARISING BETWEEN THE PARTIES ARISING FROM OR RELATED TO THIS AGREEMENT THAT PROCEEDS IN COURT, AND AGREE THAT THE CLAIM OR DISPUTE WILL BE HEARD AND DECIDED ONLY BY A JUDGE. This provision shall survive termination of this Agreement.
23. Delay or Failure to Exercise Rights. No partial performance, delay, or failure on the part of StateWise in exercising any rights under the Agreement(s), and no partial or single exercise thereof, shall constitute a waiver of such rights or of any other rights hereunder.
24. Parties Bound. The Agreement(s) is/are binding upon the Parties hereto and their respective successors and legal assigns.