Pennsylvania

This is an agreement between Energy Plus Holdings LLC (“Energy Plus^®” or "EP") and you, the customer (“you” or “Customer”) for the sale and purchase of electricity (“Agreement”). This Terms of Service may also be referred to as the "Disclosure Statement". Generally, the words “you” and “your” refer to the Customer and “we” and “us” refer to EP, unless clearly stated otherwise. EP agrees to sell and you agree to purchase all of your electricity requirements for the account(s) listed in your Welcome Confirmation (your welcome letter or email). You agree to appoint EP as your agent to acquire the necessary supplies to meet your electricity needs as required by your electric distribution company (“EDC”). This Agreement is for electric service only. Your EDC, and not EP, will continue to be solely responsible for the delivery of electricity to your locations through its transmission and distribution facilities.

Background
Energy Plus is licensed by the Pennsylvania Public Utility Commission (“PUC”) to offer and supply electric generation and related services in Pennsylvania. Our PUC license number is A-2009-2139745. We set the generation prices and charges that you pay. The Public Utility Commission regulates distribution prices and services. The Federal Energy Regulatory Commission regulates transmission prices and services.

Right to Rescind - You may rescind this Agreement at any time before midnight of the third business day after receiving this Disclosure Statement. You may rescind by contacting EP by telephone at 1-877-232-7052.

Definitions
Generation Charge - Charge for production of electricity.
Transmission Charge - Charge for moving high voltage electricity from a generation facility to the distribution lines of an electric distribution company (EDC).
Distribution Charge - Charge for delivering electricity over a distribution system to the home or business from the transmission system.

Terms

1. Basic Service Prices: You will receive a promotional supply rate for your first three (3) billing cycles. The promotional supply rate for electricity is stated in your Welcome Confirmation and will remain at that rate for all three (3) billing cycles. This promotional supply rate is only valid for customers who are not currently, and have not previously been, enrolled in service with EP. After the first three (3) billing cycles, this promotional supply rate will expire. Thereafter, you will be charged a variable supply rate that is subject to change each billing cycle based on many different factors, including our cost to purchase electricity, capacity, congestion, settlement, ancillaries, related transmission and distribution charges and other market-related factors; plus all applicable taxes, fees, charges, costs, expenses and margins. The promotional and variable supply rates may be higher than your EDC's supply rate. EP does not guarantee any savings over the EDC's rates for the entire term of this Agreement. The promotional supply rate and the variable supply rate do not include EDC charges, including, but not limited to, EDC delivery and distribution charges, which are separate amounts that you must pay your EDC. If you selected the Energy Plus Green Option, your rate includes an additional charge of approximately $0.01 per kWh for the purchasing of Renewable Energy Certificates. While in the variable rate period, the incremental rate for the Green Option may change. Current and historical rates should not be taken as a guarantee of future rates.

2. Length of Agreement: EP will begin to provide electricity generation services to you beginning on the first regularly scheduled meter read date that occurs after your EDC has switched your account to us (which will not be before the expiration of your three (3)-day right of rescission) and continuing until either you or EP cancels service under this agreement as provided in Section 5 below.

3. Special Terms and Conditions: Rewards Program: Please refer to your Welcome Confirmation letter or email regarding your rewards program. If you cancel this Agreement prior to the end of your second billing cycle, you may forfeit some or all of the rewards described in your Welcome Confirmation.

4. Penalties, Fees and Exceptions: none.

5. Cancellation Provisions: You may cancel your service under this Agreement at any time without paying a cancellation fee. Cancellation is effective on the next meter read date that occurs after your EDC has switched your account from EP. You must provide EP at least thirty (30) days’ advance notice before the next regularly scheduled meter read in order for the cancellation to be effective as of that reading. To cancel this Agreement, please contact EP by mail at the address contained in this Agreement. If your EDC terminates your service, this Agreement will be automatically cancelled. EP may cancel this Agreement if: i) you fail to make timely payment of EP charges; or ii) if at some future date there is a change in any law, regulation, market rule, or tariff that materially impairs EP's ability to fulfill its obligations under this Agreement. We will provide you with at least fifteen (15) days’ prior written notice of our intent to cancel this Agreement for either of the reasons specified in (i) or (ii) above. EP reserves the right to cancel this Agreement, in whole or with respect to any particular account(s) covered by this Agreement, at any time for any reason with thirty (30) days’ advance written notice to you. Cancellation is effective upon the date as deemed effective by the EDC, after any applicable notice period, and you will be responsible for unpaid balances as of the cancellation date, until your account is paid in full, but we will not assess a cancellation fee.

6. Agreement Expiration/Change in Terms: If you have a fixed term agreement with us and it is approaching the expiration date or if we propose to change our terms of service, we will send you two advance written notice(s) in accordance with the PUC rules. We will explain your options in these advance notice(s).

7. Other Provisions: This Disclosure Statement and EP's Welcome Confirmation are, together, the entire agreement between you and EP with regard to your purchase and our sale of electric and related services and supersedes all prior agreements between us, either written or oral. Nothing in this Agreement shall create or be construed as creating any express or implied rights in any person or entity other than you and EP. This Agreement is subject to all valid and applicable legislation and to all present and future orders, rules and regulations of authorities having jurisdiction over the subject matter hereof. You acknowledge that this Agreement is a forward contract within the meaning of the United States Bankruptcy Code and that EP is a forward contract merchant. This Agreement is made and shall be construed in accordance with the laws of the Commonwealth of Pennsylvania. There are no third party beneficiaries to this Agreement.

8. Customer Information Release Authorization: By entering into this Agreement, you agree that your EDC may release to us certain information that we need to provide service to you, including your address, telephone number, account number(s), consumption history, payment history, billing determinants and peak electricity demand and that EP may share information about your account with any designated rewards partner to the extent necessary to administer the rewards program consistent with the privacy policy of EP. We reserve the right to share information with our affiliates, to the extent permitted by law, but we will not distribute or sell your personal information to any unaffiliated party without your consent unless we are required to do so by law or it is necessary to enforce the terms of this Agreement or to allow you to receive the rewards described in the Welcome Confirmation.

9. Billing: You will receive one consolidated bill from your EDC each billing cycle for the electric and related services provided by EP and the distribution and other services provided by your EDC. You will make payment for all of these services directly to your EDC in accordance with the payment terms stated in your EDC's tariffs. Past-due charges may incur late fees as set forth in your EDC’s tariffs. In the event your EDC charges EP for services related to your account, EP reserves the right to bill you for these charges. Information regarding estimated bills and any payment programs, including deferred payments will be provided by your EDC.  Customer agrees to timely review its invoice and agrees that subject to applicable tariff and law, unless notice is given to EP within ninety (90) days of the invoice date, all invoiced amounts shall be deemed to be correct and Customer shall waive any right to dispute amounts set forth on such invoice.

10. Title and Taxes: Title to, control of, and risk of loss of the electricity sold under this Agreement will pass from EP to Customer when it is delivered to Customer’s EDC. Each party will indemnify and hold the other party harmless from any and all claims (including claims for personal injury, death, or property damage), losses, fees, taxes, damages, suits, causes of actions and judgments of any kind arising hereunder while title and risk of loss are vested in the indemnifying party. You will be responsible for the payment of all transfer, sales or other taxes related to EP's service under this Agreement. If you are exempt from any such taxes, you are responsible for identifying and requesting such exemption from the collection of taxes by filing appropriate documentation with EP and/or your EDC, as applicable.

11. Limitation of Liability: EP's aggregate liability arising out of or related to this Agreement shall not exceed the amount of your largest monthly invoice for electric service during the twelve (12) months immediately preceding cancellation of this Agreement. The Parties agree to the extent permitted by law that the statute of limitations with respect to all claims arising out of or related to this Agreement shall be reduced to the lesser of (x) two years from the event giving rise to the claim or (y) the minimum period permitted by law and any action not brought within such time period shall be barred without regard to any other limitations period.  TO THE MAXIMUM EXTENT PERMITTED BY LAW AND EXCEPT WHEN A REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY HEREIN PROVIDED, EP’S LIABILITY SHALL BE LIMITED TO ONLY THE DIRECT ACTUAL DAMAGES AND SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED INCLUDING, BUT NOT LIMITED TO, ANY CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE.  IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE.  TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE LIQUIDATED DAMAGES CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS.

12. Binding Effects; Assignment: This Agreement shall extend to and be binding upon EP’s respective permitted successors and permitted assigns. You may not assign this Agreement without EP’s prior written consent and any attempted assignment shall be void. EP may sell, transfer, pledge, encumber or assign the accounts receivable and revenues derived from this Agreement (or any proceeds thereof) in connection with any financing agreement, purchase of receivables program or other billing services arrangement. In addition, EP may assign the rights and obligations hereunder consistent with applicable law.

13. Force Majeure: EP will use commercially reasonable efforts to provide the service contemplated herein, but EP does not guarantee a continuous supply of electricity. Certain Force Majeure events outside of EP’s control may cause interruptions in service. If a Force Majeure event prevents EP from performing its obligations in whole or in part, EP’s performance shall be excused for the duration of such event, and EP will not be liable for damages associated with any delay or failure to perform as a result thereof. "Force Majeure" shall include, without limitation, acts outside of EP’s control, sabotage, riots or civil disturbances, acts of God, acts of the public enemy, acts of vandalism, terrorist acts, natural disasters, explosions, fires, or similarly cataclysmic occurrence, failure, shortage or unavailability of generating units or transmission facilities, nonperformance by the EDC, or any change in law or any other action by a governmental authority that materially impairs EP’s ability to perform its obligations under this Agreement. EP will give you reasonably prompt and detailed notice of any Force Majeure occurrence.

14. Contact Information/Customer Complaints: If you have a question about your bill or service, you may contact EP (see EP Contact Information below). If you are not satisfied with the response from EP’s Customer Care representative, you may ask that your questions be referred to an EP supervisor, who will respond promptly. If you remain unsatisfied with our attempts to resolve the issue, you may seek assistance from the PUC or request information from the PUC regarding your consumer protection rights. The PUC's contact information is listed below.

15. Severability: Each provision of this Agreement is made subject to the maximum extent permitted by law and if any of the provisions, or portions or applications hereof are held to be unenforceable or invalid by any court of competent jurisdiction, EP and Customer shall negotiate an equitable adjustment to or amendment of the affected provisions with a view toward effecting the purpose of this Agreement, and the validity and enforceability of the remaining provisions, or portions or applications hereof or thereof, shall not be affected thereby.
 
16. Application of the UCC: THE PARTIES AGREE THAT TO THE MAXIMUM EXTENT POSSIBLE UNDER LAW, ARTICLE 2 OF THE UNIFORM COMMERCIAL CODE SHALL APPLY TO ENERGY SOLD HEREUNDER AND IF ANY TOPIC OR MATTER ADDRESSED HEREIN IS ALSO ADDRESSED IN SUCH ARTICLE 2, THEN THIS AGREEMENT SHALL CONTROL AS TO SUCH TOPIC OR MATTER. CUSTOMER HEREBY WAIVES ANY RIGHTS IT MAY HAVE PURSUANT TO SECTION 2-609 OF THE UCC, OR ANY OTHER SIMILAR DOCTRINE UNDER LAW OR STATUTE WHEREBY CUSTOMER MAY DEMAND ADEQUATE ASSURANCE OF PERFORMANCE FROM EP.
 
17. Warranty:  EP MAKES NO REPRESENTATIONS OR WARRANTIES AND EP EXPRESSLY DISCLAIMS AND NEGATES ALL REPRESENTATIONS AND WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR FUTURE SAVINGS.

18. WAIVER OF JURY TRIAL: TO THE FULLEST EXTENT PERMITTED BY LAW, ANY DISPUTE ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING CLAIMS ARISING IN CONTRACT, TORT, STATUTORY OR OTHERWISE, SHALL BE SETTLED EXCLUSIVELY AND FINALLY BY ARBITRATION IN ACCORDANCE WITH THE RULES AND PROCEDURES OF THE AMERICAN ARBITRATION ASSOCIATION. ANY ARBITRATION PROCEEDING HEREUNDER SHALL BE CONDUCTED EXCLUSIVELY IN HARRISBURG, PENNSYLVANIA. NEITHER PARTY MAY ALTER, AMEND, OR OTHERWISE CHANGE THE BINDING OBLIGATION TO ARBITRATE DISPUTES SET FORTH IN THIS PROVISION WITHOUT THE EXPRESS CONSENT OF THE OTHER PARTY, PROVIDED HOWEVER, EP MAY CHANGE THE TIME, PLACE, MANNER, PROCESS OR PROCEDURE OF THE BINDING OBLIGATION TO ARBITRATE IN COMPLIANCE WITH THE FOLLOWING SECTION.

19. Amendments: If, at any time after receipt of your Welcome Confirmation, EP changes the material terms of this Agreement, you will be notified of such changes and you will be provided a copy of or website link to access the updated terms. We will send you two advance written notice(s) in accordance with the PUC rules. We will explain your options in these advance notice(s). However, in no event shall EP be permitted to change the waiver of jury trial provision contained herein with respect to Customer or EP and, Customer’s continued receipt of service from EP after such change, shall be deemed to be an acknowledgement of such updated Agreement.  For the avoidance of doubt, in no event shall any such updated version of the Agreement change, alter, amend or otherwise be construed to mean that the mandatory nature of the waiver of jury trial provision contained herein is changed.
 
20. Cancellation of Existing Service: You are responsible for canceling any agreements with other electric suppliers from whom you are purchasing electric service as of the date of this Agreement.

21. CAPs Notice: Energy Plus cannot offer service to customers participating in Customer Assistance Programs (CAPs).

Energy Plus Holdings LLC
PO Box 38815
Philadelphia, PA 19104
1-877-232-7052
www.energypluscompany.com

Your EDC (in case of emergency, including electric outage): If you have an electric outage, service interruption or other emergency, you can contact your EDC:
Duquesne Light Company at 1-888-393-7000
Met-Ed at 1-888-544-4877
PECO at 1-800-841-4141
Penelec at 1-888-544-4877
PPL Electric Utilities at 1-800-342-5775 and press Option #1
West Penn Power at 1-800-255-3443

Universal Service Program: Your EDC has programs available to customers who are on a limited or fixed income to assist them with utility bills. Some of these programs might include bill payment assistance and weatherization services. Information on your EDC's Universal Service Program can be obtained by contacting:
Duquesne Light Company at 1-888-393-7100
Met-Ed at 1-800-545-7741
PECO at 1-800-841-4141
Penelec at 1-800-545-7741
PPL Electric Utilities at 1-800-342-5775
West Penn Power at 1-800-255-3443

To contact the Pennsylvania Public Utility Commission:
Pennsylvania Public Utility Commission
P.O. Box 3265, Harrisburg, PA 17105-3265
UTILITY CHOICE HOTLINE: 1-800-692-7380

EP Pennsylvania License # A-2009-2139745

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