Effective Date: September 4, 2023
PLEASE READ THIS USER AGREEMENT CAREFULLY AS TERMS AND CONDITIONS MAY HAVE CHANGED SINCE LAST VISITING THIS WEBSITE.
1. License and Limitations
a. User License. User’s access to the Service is licensed and not sold in that Energy PriceBook grants User a license to access the Service, but all ownership of the Service and ownership of any copies of the Service shall remain with Energy PriceBook. Subject to the terms and limitations set forth in this Agreement, Energy PriceBook agrees to provide User with a personal, non-transferable, and non-exclusive, license enabling User to access and use the Service. The Service is proprietary to Energy PriceBook and is protected by intellectual property laws and international intellectual property treaties. Energy PriceBook reserves all its intellectual property rights in the Service. Using the Service does not give User any ownership in the Service or the content or information made available through the Service.
b. Trademarks/Logos. Trademarks and/or logos used in connection with the Service are the property of their respective owners, who own all right, title and interests in such trademarks and/or logos. Energy PriceBook trademarks, service marks, graphics, and/or logos are trademarks or registered trademarks of Energy PriceBook. By User providing Energy PriceBook with User’s trademark and/or logo (“Logo”) (e.g., uploading Logo), User authorizes Energy PriceBook to use Logo for the sole purpose of displaying Logo in content that is provided by the Service (“Logo Content”). In addition, User authorizes Energy PriceBook to transmit Logo Content only to User’s provided email. Energy PriceBook shall not depict the Logo in any manner or in any materials that would tend to denigrate, disparage, tarnish, present in a false light or otherwise reflect negatively on the Logo, the User or any of its affiliates, or any of the User’s products or services.
c. Use Restrictions. User shall not copy, decompile, reverse-engineer, disassemble, or otherwise attempt to derive the source code for the Service. User shall not modify the source code of Service or create any derivative work of the source code of the Service. User shall not reproduce any part of the Service, including but not limited to the database portion of the Service, create any tables or reports relating to the database portion, or alter any files or libraries in any portion of the Service. User shall not use any part of the Service, including but not limited to the data or database portion of the Service, in connection with “any other software” other than the software of the Service, wherein “any other software” includes but is not limited to pricing platforms and pricing data management systems. Unless otherwise permitted in this Agreement, User shall not copy, (re)use, (re)sell, (re)publish, (re)circulate, or (re)distribute any part of the Service, including but not limited to posting or publishing any part of the Service on the internet, other software, or mass media.
1) If User selects non-enterprise Service reports and/or data, the following use restrictions shall apply.
Subject to the foregoing, only one (1) person registered for the User shall be permitted to access and receive Service reports and/or data – and no other part of the Service.
Service reports. Only this one registered person shall be permitted limited redistribution of Service reports or portions thereof – and no other part of the Service, wherein the redistribution shall be limited to User’s existing or prospective customers or students and the redistribution of each Service report over a consecutive twelve (12) month period shall average no more than twice per week to each recipient, provided that a single transmission is limited to no more than twenty (20) recipients who are not in a business or activity of (re)selling, (re)publishing, (re)circulating, or (re)distributing similar information.
Service data. User agrees to solely use Service data for User’s internal purposes and analyses. The one registered person may copy and use de minimis number of segments of the data as part of a non-recurring, overall presentation to User’s existing or prospective customers or students, who are not in a business or activity of (re)selling, (re)publishing, (re)circulating, or (re)distributing similar information.
For avoidance of doubt, no one – other than the one registered person as specified in Section 1.b.1 - shall be permitted to access or receive Service reports and/or data, and no one shall be permitted to use or redistribute Service reports or data or any part of the Service to any entity - unless otherwise specified in Section 1.b.1, including the one registered person not redistributing Service reports and/or data to other User employees, owners, or contractors.
2) If User selects enterprise Service reports and/or data, the following use restrictions shall apply.
Subject to the foregoing, only one (1) person registered for the User shall be permitted to access and receive Service reports and/or data – and no other part of the Service. In addition, only this one registered person shall be permitted limited redistribution of Service reports and/or data – and no other part of the Service - to other User employees, owners, and contractors, provided that such recipients need and will solely use the information to perform their job responsibilities in service to the User.
Service reports. The one registered person and the other User employees, owners, and contractors shall be permitted limited redistribution of Service report or portions thereof – and no other part of the Service, wherein the redistribution shall be limited to User’s existing or prospective customers or students and the redistribution of each Service report over a consecutive twelve (12) month period shall average no more than twice per week to each recipient, provided that a single transmission is limited to no more than twenty (20) recipients who are not in a business or activity of (re)selling, (re)publishing, (re)circulating, or (re)distributing similar information.
Service data. User agrees to solely use Service data for User’s internal purposes and analyses. The one registered person and the other User employees, owners, and contractors may copy and use de minimis number of segments of the data as part of a non-recurring, overall presentation to User’s existing or prospective customers or students, who are not in a business or activity of (re)selling, (re)publishing, (re)circulating, or (re)distributing similar information.
For avoidance of doubt, no one - unless otherwise specified in Section 1.b.2 - shall be permitted to access or receive Service reports and/or data, and no one shall be permitted to redistribute Service reports or data or any part of the Service to any entity unless otherwise specified in Section 1.b.2.
3) If User selects Service calculator, the following use restrictions shall apply.
Subject to the foregoing, only one (1) login registered to the User shall be permitted to access to the Service calculator and receive Service calculator outputs – and no other part of the Service. The User shall be permitted limited distribution of Service calculator outputs – and no other part of the Service, wherein distribution shall be limited to User employees, owners, and contractors, provided that such recipients need and will solely use the Service calculator outputs to perform their job responsibilities in service to the User. In addition, User, User employees, owners, and contractors shall be permitted limited redistribution of Service calculator outputs or portions thereof – and no other part of the Service, wherein the redistribution shall be limited to User’s existing or prospective customers or students and the redistribution of each Service calculator outputs over a consecutive twelve (12) month period shall average no more than twice per week to each recipient, provided that a single transmission is limited to no more than twenty (20) recipients who are not in a business or activity of (re)selling, (re)publishing, (re)circulating, or (re)distributing similar information For avoidance of doubt, no one - unless otherwise specified in Section 1.b.3 - shall be permitted to access the Service calculator or receive Service calculator outputs, and no one shall be permitted to redistribute Service calculator outputs or any part of the Service to any entity unless otherwise specified in Section 1.b.3.
d. Accessibility. User agrees that from time to time the Service may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which Energy PriceBook may undertake from time to time; or (iii) causes beyond the control of Energy PriceBook, which may or may not be reasonably foreseeable by Energy PriceBook.
e. Equipment. User shall be solely responsible for providing, maintaining, and ensuring compatibility with the Service, all hardware, software, electrical and other physical requirements for User’s use of the Service, including, without limitation, telecommunications and internet access connections and links, web browsers or other equipment, programs and services required to access and use the Service.
2. Security and Privacy
a. Security. User shall be solely responsible for the security, confidentiality and integrity of User’s account and all data, messages, and content that User receives, transmits through or stores on the Service. User shall be solely responsible for any authorized or unauthorized access to User’s account by any person. User agrees to bear all responsibility for the confidentiality of User’s password and all use or charges incurred from use of the Service with User’s password. If the Service was purchased by another party for User, the party paying for such Service has the right to control access to and get reports on User’s use of such paid Service; however, this paying-party does not have rights to User’s account password.
c. Sharing. The Service may allow messaging and sharing of information, including data, links to news articles, trade information and blogs. Information and content that User shares or posts may be seen by other users, and User has no expectation of privacy with respect to this shared information. Where Energy PriceBook has made settings available, Energy PriceBook will honor the choices User makes about who can see content or information. Energy PriceBook is not obligated to publish any information or content on the Service and can remove it in Energy PriceBook’s sole discretion, with or without notice.
3. Data and Information
a. Ownership and Permission to Use. User owns all the submitted or posted data, content, feedback, and personal information and data that User provides to Energy PriceBook. User agrees to only provide data, information, and content that User has the right to use or share and that does not violate the law nor anyone’s rights (including intellectual property rights), and that User’s profile and account information will be truthful. User agrees that Energy PriceBook may be required by law to remove certain information or content in certain countries. User agrees that Energy PriceBook shall: (i) collect and store data and information relating to the User, including information, data, and content that User provides through the Service, (ii) process and compile this User data and information into reports including but not limited to aggregate data summaries, and/or (iii) provide User information and data in aggregate form to third parties including advertisers and sponsors.
b. License to Energy PriceBook. User hereby grants to Energy PriceBook the following non-exclusive, perpetual license: A worldwide, transferable, sublicensable, and perpetual right to use, copy, track, modify, distribute, publish, sell, lease, rent, and process information, data, and content that User provides through the Service, without any further notice and/or compensation to User or others. These rights are further defined and/or limited as follows:
2) Energy PriceBook will not include User content in advertisements for the products and services of third parties to others without User’s consent. However, User hereby grants Energy PriceBook the right, without payment to User or others, to serve ads near User content and information, and User’s social actions may be visible and included with ads.
3) Energy PriceBook must get User’s consent prior to Energy PriceBook giving others the right to publish User’s content beyond the Service. However, if User chooses to share User’s information via a public forum within the Service (e.g., blog posts and comments), Energy PriceBook will enable a feature that allows other users to embed that public information onto third-party services, and to make that public content findable though third-party search engines.
4) While Energy PriceBook may edit and make format changes to User’s content (including translating it, modifying the size, layout, or file type, or removing metadata), Energy PriceBook will not modify the meaning of User’s expression.
5) Because User owns User’s content and information and Energy PriceBook only has non-exclusive rights to it, User may choose to make User information available to others, including under the terms of a Creative Commons license.
6) By submitting suggestions or other feedback regarding the Service to Energy PriceBook, User agrees that Energy PriceBook has the right to use and share such feedback for any purpose without compensation to User.
7) Energy PriceBook shall not disclose User Service inputs or outputs – that are identifiable to User - without the User’s consent.
c. Service Availability and Storage. Energy PriceBook may change or discontinue any of the Service. Energy PriceBook is not committing to store or keep showing any information and content that the User’s provides through the Service. Energy PriceBook is not a storage service. User agrees that Energy PriceBook has no obligation to store, maintain or provide User a copy of any content or information that User or others provide, except to the extent required by applicable law.
d. Other Content, Sites and Apps. By using the Service, User may encounter other users’ content, posts or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive, or otherwise harmful. Energy PriceBook generally does not review content provided by users or others. User agrees that Energy PriceBook is not responsible for others’ (including other users’) content or information or others misuse of the Service. User is responsible for deciding if User wants to access or use third-party apps or sites that may be available from the Service. Except to the limited extent it may be required by applicable law, Energy PriceBook is not responsible for these other sites and apps and User agrees to use these other sites and apps at User’s own risk.
a. Payment. If User purchases any paid Service (e.g., subscriptions), User’s payment method (e.g., credit card) shall be automatically charged upon commencement of the Service and automatically charged thereafter with each successive subscription period. Energy PriceBook may store and continue billing User’s payment method (e.g., credit card) even after payment method has expired to avoid interruptions in User’s Service. To avoid future charges, User must cancel before the next subscription period. Charges shall include all fees and Taxes (defined herein below) applicable to each subscription period. Energy PriceBook expressly reserves the right to change fees at any time, upon notice to User. Other payment terms and methods may also be implemented as mutually agreed to by User and Energy PriceBook.
b. Collection and Taxes. All fees, Taxes and other charges shall be billed to User’s payment method (e.g., credit card) at the current international currency conversion rate. User shall be responsible for and shall pay Energy PriceBook all currency conversion charges, sales, use, value-added, personal property or other tax, duty, or levy of any kind, including interest and penalties thereon ("Taxes"), whether imposed now or hereafter by any governmental entity. Energy PriceBook may calculate Taxes payable based on the User’s billing information provided at the time of purchase. User shall promptly pay Energy PriceBook in the event of any refusal of User’s payment method to pay any amount to Energy PriceBook for any reason. User agrees to pay interest at the rate of 1.5% per month on any outstanding balance, together with costs of collection, including attorney's fees and costs. In the event User fails to pay any of the above-mentioned fees and Taxes, Energy PriceBook may immediately suspend or terminate this Agreement and User’s access to the Service.
5. User Representations and Agreement
6. Prohibited Activity
7. Disclaimer of Warranties
THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. USE OF THE SERVICE IS AT USER’S SOLE RISK. ENERGY PRICEBOOK DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, NOR DOES ENERGY PRICEBOOK MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OBTAINED BY USE OF THE SERVICE. ENERGY PRICEBOOK MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE.
8. Limitation of Liability
This Agreement is effective upon User’s acceptance and shall continue in full force until terminated. Either Party may terminate this Agreement at any time with notice to the other. Energy PriceBook reserves the right, in its sole discretion and without notice, at any time and for any reason, to: (a) remove or disable access to all or any portion of the Service and (b) suspend User’s access to or use of all or any portion of the Service. The following shall survive termination: (i) Sections 3, 7, 8, 9, and 11 of this Agreement; (ii) other users’ rights to further re-share content and information User shared through the Service to the extent copied or re-shared prior to termination; and (iii) any amounts owed by either Party prior to termination remain owed after termination.
a. Independent Contractors. The Parties and their respective personnel are and shall be independent contractors and neither Party by virtue of this Agreement shall have any right, power, or authority to act or create any obligation, express or implied, on behalf of the other Party.
b. Complete Understanding. The Agreement constitutes the complete and exclusive understandings and agreement of the Parties and supersedes all prior understandings and agreements, whether written or oral, with respect to the subject matter hereof.
e. Captions. The captions contained in this Agreement are for convenience only, shall not be deemed to be a part of this Agreement and shall not be referred to in connection with the construction or interpretation of this Agreement.
f. Definitions. As used in this Agreement, unless the context otherwise requires: (a) “Include,” “includes,” and “including” are deemed to be followed by “without limitation,” whether or not they are in fact followed by such words or words of like import; and (b) unless the context clearly indicates otherwise, any term defined or used in the singular shall include the plural of such term, any term defined or used in the plural shall include the singular of such term. Any reference to the word “day(s),” “week(s),” or “month(s)” herein shall mean calendar day(s), calendar week(s) and calendar month(s), including weekends and Federal holidays.
i. Assignability. User may not assign this Agreement, in whole or in part, to any third party without the prior written consent of Energy PriceBook. User agrees that Energy PriceBook may assign this Agreement without User’s consent.
j. Notices. User agrees that all notices, legal service, requests, or other communications to Energy PriceBook will be in writing delivered by confirmed courier, or mailed by certified or registered mail, postage prepaid, return receipt requested, at the following address: Energy Enablement LLC dba Energy PriceBook, Foster Plaza 5, 651 Holiday Drive, Suite 400, Pittsburgh PA, 15220. Parties agree that all notices, legal service, requests, or other communication to User will be in writing: (i) through the Service, or (ii) sent via at least one method included in User’s contact information (e.g., email address, physical address).