Nutiliti Inc. End User License Agreement and Terms of Service

Terms of Service - NUTILITI

Current as of: December 12, 2022

This Terms of Service ("TOS" or "Terms")sets forth the legal terms and conditions under which our website Nutiliti.com("Website") and the Nutiliti Service, as defined herein, may be usedby you and Nutiliti, Inc.("Nutiliti", "we", or"us"). By using our Service, you signify that you have read,understood, and agree to be bound by these Terms and the license they offer.You agree to accept electronic notifications of any type from Nutiliti byvisiting or using the Service in any way. Any email address you give us will beused as the delivery address for any notices from Nutiliti intended for yourreceipt. Nutiliti reserves all rights not expressly granted herein.

 

FROM TIME TO TIME, THESE TERMS MAY CHANGE, AND WE MAY NOTIFYYOU OF THE CHANGE BY EMAILING YOU OR SIMPLY BY UPDATING THESE TERMS ONLINE. YOUACKNOWLEDGE THE CHANGE AND AGREE TO THE UPDATED VERSION BY CONTINUING TO USETHE SITE OR THE SERVICE AFTER ANY MODIFICATION OF THESE TERMS.

Please read our Privacy Policy if you have any queries abouthow we utilize the data we collect through your usage of the website andservice. You agree to be governed by the Privacy Policy by using the Websiteand Service.

Service Description, first

Users can compare and contrast the services and goodsprovided by various third-party service providers (the "Provider" or"Providers") using Nutiliti, a comparison platform (the"Service"), and, in certain situations, can place an order with aProvider for a particular product.

The only objective of any information is general education.For further details on how we provide Provider services and how we get paid,please refer to Section 6 of these Terms, which also contains additionaldisclaimers.

Your contractual connection for services provided by aProvider that you decide to enroll with will be with that Provider and not withNutiliti should you discover more about that Provider via the Website. Nutilitidisclaims all responsibility for the caliber of the services you obtain fromany Provider you connect with through the Website, and you do so at your ownrisk. Any inquiries, grievances, or claims concerning the services of anyProvider must be made directly to that Provider.

2. Authorization letter for information request abouthistorical usage

The Service may provide you the option to permit Nutiliti toask for your past power use data for a number of reasons. For all ElectricService Identifiers (each, a "ESIID") connected to your authorizationor request, you expressly represent that you have the authority to make suchrequests on your behalf. In addition, you are directing and authorizingNutiliti to complete a non-expiring Letter of Authorization for the Request ofHistorical Usage Information Form and submit it to the Transmission a. Youadditionally consent to Nutiliti's perpetual access to, storage of, and use ofupdated historical usage data for your authorized premises. Additionally, youagree to indemnify Nutiliti from any claims resulting from our access to or useof historical electricity usage data for your authorized premises.

Setting Up a User Account

You ask us to set up a user account for you whenever youplace an order for services via the internet or over the phone. You agree totake full responsibility for any actions that take place under your account andare entirely responsible for keeping your account and password secure, as wellas for limiting access to your computer and any linked email accounts. Bygetting in touch with us here, you can close your account whenever you choose.We reserve the right, at our sole discretion, to reject service, delete ormodify content, or cancel accounts for any reason. Despite the termination ofyour account, these terms will still be in force.

4. Permission Nutiliti now offers you a limited license toaccess and use the Website on the conditions outlined below. This license isnon-exclusive, non-transferable, and revocable. The Website and its contents(collectively, "Content"), including but not limited to text, data,reports, opinions, software (including computer programs built using HTML),pictures, photographs, graphics, graphs, charts, animations, and video, mayonly be used for your own non-commercial purposes. Without Nutiliti's expressprior written authorization, you undertake not to duplicate, reproduce, alter,create derivative works from, store, distribute, perform, publish, transmit,broadcast, or otherwise make any Content available to anyone for commercialgain, except as otherwise authorized by these Terms.

The trademarks, service marks, and logos (collectively,"Trademarks") used and displayed on this website are eitherNutiliti's or third parties' registered or unregistered marks. Without ourprior, written consent, Nutiliti's Trademarks may not be used in any manner,including in publicity or advertising related to the distribution of materialson this Website. Use the postal mailing address provided at the end of this TOSto get in touch with us and ask for permission to use any Nutiliti content,including the Marks and content on the Website.

5. Licensing Objection

In its sole discretion, Nutiliti retains the right to revokethe license granted here and to prevent you from using the Service or any partof it, without providing you with any prior notice or owing you anycompensation. Additionally, Nutiliti retains the right to look into anybreaches of these Terms or report any actions we consider to be in violation ofthe law to law enforcement officials. We retain the right, in our solediscretion, to: I delete your profile from the Website; and (ii) remove anddiscard any of your supplied Content if your License is terminated for anyreason. Any further legal or equitable rights or remedy to which Nutiliti maybe entitled despite the termination of your License and account are unaffected.All rights granted to you under these Terms shall automatically expire andimmediately revert to Nutiliti upon termination of these Terms.

6. Plan Presentation and Compensation Practices

Visitors are not charged for using the website or service.Many of the Providers listed on the Website have contracts with Nutiliti, andas a result, Nutiliti is paid when customers sign up for the Provider's serviceafter using Nutiliti. This remuneration is only one of a number of variablesthat may influence whether certain Providers appear in our Featured, Sponsored,or Recommended sections of the Website or if their visibility, positioning, ororder in search results and comparison features do. Other such considerationsinclude the costs of the plans, the content's perceived quality, the variety ofplans offered by the Providers, the evaluations and ratings of the Providers,the Providers' deposit or credit policies, the Providers' fees, and otherthings we think are important. Additionally, some Providers pay us to displaytheir ads on the Website.

7. General Disallowances

Any of the following is not permitted:

(a) Remove or obfuscate the copyright notice or othernotices displayed in connection with the content accessible through the Websiteor Service; (b) Interfere with or disrupt the Website, or servers and networksconnected to the Website, or circumvent, disable, or otherwise interfere withsecurity-related features of the Website; or (c) Copy, modify, create aderivative work of, reverse engineer, reverse assemble, or otherwise attempt todiscover any source code of the Website or Service.

(e) modify the Website or Service in any way or use modifiedversions thereof; (f) sell, assign, sublicense, or otherwise transfer anyrights in the Service or content accessed through the Website; (g) impersonateany other person or entity, or permit any third-party to use the Service underyour account; (h) share your password or other account information with anyoneother than those you expressly authorize; and I use an account other than yourown.

8. Linking Guidelines (a) Inbound Links: Nutiliti herebygrants you revocable permission to link to publicly accessible portions of theWebsite; provided, however, that no site may incorporate a link to this Websitein any manner that I creates a browser or border environment around any of thecontent on the Website or (ii) otherwise mirrors any part of the Website; (ii)implies that Nutiliti is endorsing or sponsoring the site or any products orservices offered by In addition, the site must be owned and managed by you, theparty creating the link, or another party that has granted you permission touse the link in accordance with these Terms. By establishing a connection tothe Website, you consent to be bound by these Terms at all times, to hold usresponsible for any damages (statutory or otherwise) resulting from your breachof these Terms, and to hold us harmless as described in Section 11.

(b) Outbound Links: This website may contain links to otherwebsites that are not under the control of Nutiliti and that have their own setof rules. You will be held liable for any violations of those other websites'terms and conditions if you click on any outbound links. Any external links arejust offered for your information and do not represent an endorsement or aconnection to another company. Nutiliti makes no claims whatsoever about suchother businesses or any goods or services they might provide.

8. No Guarantee

The site and its content are offered "as is" andwithout warranties of any kind. NO GUARANTEES OR WARRANTIES ARE MADE BYNUTILITI AS TO THE CORRECTNESS, COMPLETENESS, TIMELINESS, OR CURRENTNESS OF THEWEBSITE, ITS CONTENT, OR ANY MATERIAL ACCESSIBLE (BY DIRECT OR INDIRECTHYPERLINK OR OTHERWISE) THROUGH THE WEBSITE. IMPLIED WARRANTIES OFMERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT AREINCLUDED IN THE LIST OF WARRANTIES THAT ARE HEREBY DISCLAIMED BY NUTILITI.

We base our estimates and comparisons of provider serviceson data that providers have given us. The services offered by providers on ourservice are not the only services available to you, nor are they the best orlowest-priced services available to you, thus we cannot and do not guaranteethat our estimates or comparisons are accurate. With the exception of what isexpressly stated in these terms, the providers that appear on our service areindependent third parties. Your individual agreement with a provider inaccordance with their terms of service and any other applicable agreementbetween you and them, as well as other factors outside of our control, willdetermine your actual cost for services with any provider.

TO THE MAXIMUM EXTENT PERMITTED BY LOCAL LAW, THEDISCLAIMERS IN THIS SECTION ARE APPLICABLE.

10. RELEASE AND LIMITATION OF LIABILITY.

In no event shall Nutiliti be liable to you or any otherparty for any indirect, special, incidental, consequential, or punitivedamages, however and wherever arising, that may result from your use of theWebsite or the Nutiliti Service, including without limitation losses incurreddue to: (a) any inaccurate information published on the site or any sitereachable via an outbound link; (b) software bugs, server failures, poweroutages, or any other issue outside of Nu's control NUTILITI'S TOTAL LIABILITYTO YOU FOR ALL DAMAGES, LOSSES, CAUSES OF ACTION, OR OTHERWISE RELATING TO THESITE AND/OR THE SERVICE SHALL IN NO EVENT EXCEED TEN DOLLARS ($10.00) OR THELEAST AMOUNT OF LIABILITY PERMITTED BY APPLICABLE LAW, WHICHEVER IS GREATER.

Nutiliti is not liable for checking out or assessing anyProvider's operations, deeds, omissions, or products. In the event that adispute arises between you and a provider listed on the site, you releaseNutiliti and its affiliates to the fullest extent permitted by applicable law.If you choose to use the Service to facilitate an order with a Provider, youexpressly agree that you have carefully reviewed any applicable terms andconditions of that Provider's service.

A general release does not extend to claims that thecreditor does not know or suspect to exist in his favor at the time ofexecuting the release, which, if known by him must have materially affected hissettlement with the debtor. If you reside in California, you expressly waivethese rights by using the website. California Civil Code 1542 states that this.According to the New Jersey Truth in Consumer Contract, Warranty, and NoticeAct, some provisions of this TOS might not apply to you if you live in NewJersey. The aforementioned limitation or exclusion may not apply to you becausecertain jurisdictions may not permit this exclusion or limitation ofresponsibility.

11. Compensation

By using the website or service, you agree to defend,indemnify, and hold harmless Nutiliti, its affiliates, and each of theirofficers, directors, employees, contractors, agents, licensors, legalrepresentatives, and service or content providers from and against any and alllosses, liabilities, expenses, damages, and costs, including reasonableattorney's fees and court costs, arising from or related to your use of thesite and any violation of these terms. YOU AGREE TO BE RESPONSIBLE FOR ANY ANDALL LOSSES, LIABILITIES, EXPENSES, DAMAGES AND COSTS, INCLUDING REASONABLEATTORNEYS' FEES AND COURT COSTS, ARISING OR RESULTING FROM ANY TECHNICALDISRUPTION OF THE SITE OR THE SYSTEMS TRANSMITTING THE SITE TO YOU OR OTHERS,IF YOU CAUSE SUCH DISRUP

12. All information and content on the Website and Service,including logos, graphics, code, script, sound, images, and text ("WebsiteMaterials"), are the property of Nutiliti or of a third-party copyrightholder used under license or agreement. Copyright Nutiliti ® is a registeredtrademark of Nutiliti Inc. Any and all unauthorised references to or uses ofworks by third parties that are copyright-protected are made purely forinformative, critical, or instructional purposes as permitted by the fair useclauses of Section 107 of the United States Copyright Law. Except as expresslypermitted by Nutiliti or the original copyright holder, none of the WebsiteMaterials may be copied, reproduced, modified, distributed, sold, broadcast,stored, or used in any other way. Website materials may be viewed and printedpurely for your own private, non-commercial use as long as you don't changethem and keep any copyright and other proprietary notices that are included.

Software for download or use on the Website may be madeavailable by Nutiliti and Providers or other third-party services. The use ofany software made available through the Website or the Service is subject tocopyright regulations and is regulated by the terms of the end-user licensingagreement that is included with the program in question. You must first acceptthe terms of any end-user licensing agreement before installing or using anyprogram that includes one.

Nutiliti invites you to report any website material that youthink violates your rights. Potentially unlawful content can only be reportedby the owner of the intellectual property rights or a representative who hasthe owner's permission to act. Please adhere to the steps outlined below if youhave a good faith opinion that any content on the Website violates yourcopyright, trademark, or other intellectual property rights. By submitting aletter to the postal mailing address shown at the end of this TOS, you can getin touch with our authorized copyright agent for notification of suspectedcopyright infringement appearing on the Services in accordance with the U.S.Digital Millennium Copyright Act.

If it is found that you deliberately submitted infringingcontent, we have the right to delete it without warning, at our solediscretion, and without incurring any obligation to you. Alternatively, wereserve the right to cancel your account.

13. Broker Disclosure in Texas

With license number BR200191, Nutiliti, Inc is a recognizedpower broker with the Public Utility Commission of Texas (PUCT). On theNutiliti.com mobile app, Nutiliti, Inc offers users power information and pricecomparison tools. The fact that a specific Retail Electric Provider's (REP)information may appear on our comparison website is not meant to imply anyassociation, representation, or endorsement between Nutiliti, Inc.and any REPfor which we give information. You can contact Nutiliti, Inc.by email atsupport@Nutiliti.com if you have any questions or concerns about the Service orthe Website, or you can contact the Public Utility Commission of Texas by phoneat 1-888-782-8477, Austin at 512-936-7120, TTY at 1-800-735-2988, or by emailat customer@puc.texas.gov. Visit https://www.puc.texas.gov for further details.

14. Forum and Law Selection

The laws of the United States and the State of Texas shallgovern this agreement in all respects. Any claim or dispute you may haveagainst us, whether subject to required arbitration or otherwise, must bebrought in Dallas, Texas, with the exception of any residential or smallcommercial customer complaints that may be filed with the Public UtilitiesCommission of Texas in accordance with its applicable regulations. You agree tosubmit to the personal jurisdiction of the Harris County, Texas courts for thepurpose of litigating any claims or disputes that are not subject to mandatoryarbitration.

In the event that you submit a claim that is not covered bythis policy, we may be entitled to reimbursement for reasonable legal expensesand costs, provided that we have given you written notice of the erroneouslyfiled claim and you have not quickly withdrawn it.

15. Class Action Waiver and Arbitration Agreement

You consent to binding arbitration for all disputes andclaims arising out of or relating to your use of the Service, regardless ofwhen those disputes or claims arise, with the exception of any residential orsmall commercial customer complaint that may be filed with the Public UtilitiesCommission of Texas in accordance with its applicable regulations. Youacknowledge and agree that by using the Service, YOU ARE WAIVING YOUR RIGHT TOA TRIAL BY JURY AND YOUR RIGHT TO PARTICIPATE IN ANY CLASS ACTION RELATING TOCLAIMS BRINGED IN A PURPORTED REPRESENTATIVE CAPACITY ON BEHALF OF THE GENERALPUBLIC, OTHER USERS, OR PERSONS SIMILARLY SITUATED. Any arbitration processinstituted in accordance with this provision shall be conducted in accordancewith Texas law by an arbitrator designated by Nutiliti. The parties will paythe expenses equally if the arbitration is performed over the phone.

16. Action Restrictions

Any claim or cause of action arising from your use of theService must be filed within one year of the claim or cause of action arising,unless otherwise specified in the applicable Public Utilities Commission ofTexas regulations. This requirement applies regardless of any statute oflimitations or other law to the contrary. Any failure on the part of Nutilitito enforce or execute any term of this TOS or any associated right within thistime frame shall not be construed as a waiver of that term or provision.

17. Complete Arrangement

The use of the Website and the Service is governed by theseTerms and any other documents that are incorporated herein by reference, andthey supersede any earlier agreements between you and us.

Severability 18.

The remaining terms will remain in full force and effect evenif a court or other body of authority finds one or more of these terms to beinvalid.

19. Contact Information

If you need to formally speak with us about anything inthese TOS, write to us at the address shown below using Registered USPS Mail.

Address for correspondence: NUTILITI INC. ATTN: TERMS OFSERVICE

12333 Sowden Road, Ste B, PMB 88550, Houston, TX 77080-2059