TERMS OF SERVICE

The following is your Terms of Service (“Agreement”) with Town Square Energy, LLC (“TSE”), for the purchase of residential or small commercial electric generation service. TSE is registered with the Rhode Island Division of Public Utilities and Carriers (“RI Division”) docket D-96-6, to offer and supply electric generation services in Rhode Island as a Non-Regulated Power Producer (“NPP”). TSE is also subject to NPP rules issued by the RI Division and by the Rhode Island Public Utilities Commission (“RIPUC”). The words “we,” “us” and “our,” refer to TSE, and the words “you” and “your,” refer to the Customer. This Agreement governs your purchase of electric generation services from TSE. TSE agrees to sell, and you agree to buy, the quantity of electricity delivered to you, as measured or estimated by your local distribution company (“LDC”). Please retain this Agreement for your records.

1. PRICING:For each billing cycle, the price for the electricity supplied pursuant to this Agreement will be calculated by multiplying the (i) the rate for the electricity by (ii) the amount of electricity consumed as determined by the LDC’s actual or estimated meter reads.
2. RATE: The rate for your electricity is described as being a “Fixed Rate.” Fixed Rates are rates that remain the same for the length of an agreed-upon term. Your rate includes TSE generation services only and does not include any applicable taxes. If you have been a customer of the LDC’s standard offer service generation rate (“standard offer service”), you may compare your TSE generation rate to the LDC’s standard offer service rate by referring to the supplier services portion of your most recent electric bill or the LDC’s website. In addition, you are responsible for paying your LDC’s distribution and transmission charges as well as any other applicable charges, such as the standard offer adjustment provision charge, transmission service cost adjustment charge, energy efficiency program charge, renewable energy growth program charge, transition cost adjustment charge, and taxes.
3. TERM/FEES/NO GUARANTEE OF SERVICE:For new customers of TSE, service under this Agreement will begin on a date specified by your LDC and will continue for the number of billing cycles specified in the Contract Summary. Customer acknowledges that TSE can schedule with the LDC a switch of Customer's account by a specific date but cannot guarantee that the LDC will timely complete the switch by such date, and hereby holds harmless TSE from any liability for, or arising out of, delays in this process.
4. RENEWAL: This Agreement will not automatically renew. Contact TSE prior to the expiration of the Agreement term to discuss options for a new agreement.
5. RIGHT OF CANCELLATION/TERMINATION:You have the right to cancel this Agreement at any time, subject to your obligation to pay an Early Termination Fee (“ETF”), if applicable.  You may also request that TSE schedule the cancellation of service for a date certain at any time during the contract period. When you cancel services, you agree to pay for the services provided by TSE and any other charges incurred through the date you are switched to another electric supplier or returned to the LDC for service, including any ETF. Once your service has begun, it will continue indefinitely until canceled by either you or TSE. TSE has the right to cancel this Agreement for any reason and return your account(s) to the LDC for standard offer service. TSE may not physically cut off your electricity service.
6. METHOD OF CANCELLATION/TERMINATION: To cancel or terminate this Agreement you may call, mail or email TSE at the contact information provided within this Agreement. You may also cancel electronically by visiting TSE’s website at townsquareenergy.com/rhode-island-form/.
7. GUARANTEE OF ENROLLMENT/DISENROLLMENT: TSE guarantees that we will schedule you with the LDC to be enrolled in a new service Agreement in the case of an enrollment, and schedule termination of your Agreement in the case of a termination, prior to your next bill read date so long as your request to enroll or to disenroll is made at least seven (7) calendar days in advance of the next bill read date.
8. WRITTEN CONFIRMATION: TSE guarantees that in the event you choose to cancel this Agreement and opt to return to the LDC’s standard offer service, we will provide you with written confirmation that we have received word of your cancellation decision and that we have processed your request.
9. COMPLAINTS AND DISPUTE RESOLUTION:Please contact a TSE customer service representative by one of the contact methods in this Agreement if you have questions or concerns regarding your bill or our service. If you are not satisfied with our initial attempt to resolve the issue, we ask that you request that it be escalated within our organization. If you remain unsatisfied or if you have questions about your rights and responsibilities, you may seek assistance from the RI Division at the contact information found on page 1 of this Agreement.  Claims of violations of RI consumer rules may be filed with the RI Division.  Neither the RIPUC nor the RI Division adjudicates breach of contract or billing disputes; such disputes must be settled privately or resolved via legal action.  Any dispute, controversy or claim arising out of, or related to, TSE’s services under this Agreement that is not resolved directly between the parties (collectively, the “Claims”), shall be resolved by arbitration before the American Arbitration Association (“AAA”) conducted under the AAA Commercial Rules and, if Customer is a residential customer, the Consumer-Related Disputes Supplementary Procedures.  BY ENTERING INTO THIS AGREEMENT, YOU ARE GIVING UP YOUR RIGHTS TO SEEK REMEDIES IN COURT, AND THE RIGHT TO A JURY TRIAL. THE ABILITY TO CONDUCT DISCOVERY IN ARBITRATION IS LIMITED AND THE ARBITRATOR’S DECISION IS SUBJECT TO VERY LIMITED REVIEW BY COURTS. ARBITRATORS CAN AWARD THE SAME DAMAGES AND RELIEF THAT A COURT CAN AWARD. THE AAA SHALL HAVE THE POWER TO RULE ON ANY CHALLENGE TO ITS OWN JURISDICTION OR TO THE VALIDITY OR ENFORCEABILITY OF ANY PORTION OF THIS ARBITRATION PROVISION.  THE PARTIES AGREE THAT ALL CLAIMS INCLUDING STATUTORY, STATE OR FEDERAL CLAIMS, MAY BE MADE SOLELY ON AN INDIVIDUAL BASIS, AND THAT THIS AGREEMENT DOES NOT PERMIT CLASS ACTIONS, EITHER IN ARBITRATION OR THROUGH A COURT PROCEEDING. FURTHER, CUSTOMER WILL NOT HAVE THE RIGHT TO PARTICIPATE IN A REPRESENTATIVE CAPACITY OR AS A MEMBER OF ANY CLASS OF CLAIMANTS PERTAINING TO ANY CLAIM SUBJECT TO ARBITRATION. AAA MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. IN THE EVENT THE PROHIBITION ON CLASS ARBITRATION IS DEEMED INVALID OR UNENFORCEABLE, THEN THE REMAINING PORTIONS OF THIS ARBITRATION PROVISION WILL REMAIN IN FORCE. JUDGMENT ON THE ARBITRATOR’S AWARD CAN BE ENTERED IN ANY COURT HAVING JURISDICTION. THIS AGREEMENT EVIDENCES A TRANSACTION IN INTERSTATE COMMERCE, AND THUS THE FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS PROVISION. THIS ARBITRATION PROVISION SHALL SURVIVE TERMINATION OF THIS AGREEMENT.
10. SERVICE AND SERVICE INTERRUPTION AND MARKET ADJUSTMENTS:TSE will supply all the electricity that you need for your account. TSE is a retail marketer of electricity. TSE is not your LDC. The LDC will continue to deliver electricity to your home or business, read your meter, bill you, and make repairs. The LDC will also respond to emergencies and will remain your point of contact in the case of power outage. You acknowledge and understand that your LDC remains responsible for delivery of TSE’s electrical power to you. In no event shall TSE or any person or entity affiliated with TSE be deemed responsible for service interruption or any other problem with the delivery of electrical power to you. In the event of an emergency or power outage you should call the LDC. When switching from the LDC to TSE there might be a market adjustment charged or credited to you by the LDC on your last bill for which you were enrolled in their standard offer service.
11. BILLING AND PAYMENT AND FEES:You will normally receive one monthly bill from your LDC that includes the TSE generation charge and the LDC delivery charges, each with taxes thereon. You will make payments for both the TSE generation charge and the LDC delivery charges directly to your LDC in accordance with your LDC’s payment terms. The LDC will set the date that your payment is due. Your bill will be based on the monthly meter reading by the LDC. In the event that the LDC later adjusts its reading for any reason, TSE’s charges will be similarly adjusted. Please consult your LDC’s tariffs for information regarding late fees on delinquent payments, termination of service for non-payment, security deposits, payment arrangement plans, and other payment and credit terms. Please also consult your LDC’s website or tariffs for information regarding LDC standard offer service rates and LDC delivery rates for your electric service. If TSE issues the bill, payment of the full amount is due twenty-five (25) days after the date the bill is mailed. If you do not pay your bill on time, you may incur late fees. If you do not pay TSE’s charges, or if you do not comply with any payment arrangement that you agreed to with TSE, we may cancel this Agreement and return your account(s) to the LDC for standard offer service. If you do not pay your LDC’s charges, you may be disconnected under the terms of the LDC's tariffs. You shall continue to be responsible for all charges and fees incurred under the terms of this Agreement, including any applicable ETFs up to the maximum amounts permitted by law in the event you terminate this Agreement. This Agreement allows TSE to obtain credit and other information necessary to collect any unpaid balance not collected by the LDC. Any and all returned checks are subject to a returned check fee of at least $20, plus any bank fee equal to the maximum fee allowed by law. If you are having trouble paying your LDC bills, please contact the LDC for information on available assistance programs.
12. CREDIT/SECURITY DEPOSIT: TSE reserves the right to perform a limited credit check based on name and address, with no impact on credit history, on each potential customer. In completing this Agreement, you authorize credit-reporting agencies to provide TSE with any information the agency may have on your name and/or address in response to such limited credit check. TSE may require a security deposit to initiate service, depending on credit and/or payment history. In most cases, the deposit amount will total approximately three (3) months of consumption. The deposit will be returned to you either (i) following 12 months of prompt payments on the account, assuming it is still active, or (ii) 90 days following the confirmed drop date of account, net of any applicable early termination fee or overdue supply charges. Deposits held more than 30 days will accrue interest, at an annual interest rate of 4% from the date of receipt.
13. BUDGET PLAN AVAILABILITY: At this time, TSE does not offer budget billing plans.
14. AIR EMISSIONS AND RESOURCE MIX FOR GENERATION FACILITIES UNDER LONG-TERM CONTRACT: Not Applicable.
15. TSE’s TRADE NAME: TSE does not have any trade names.
16. TSE’S TOLL-FREE NUMBER FOR CUSTOMER SERVICE: The toll-free number for TSE’s Customer Service Department is 1-877-430-0093.
17. WEBSITE: TSE’s website is www.townsquareenergy.com.
18. DIVISION’S TOLL-FREE NUMBER FOR COMPLAINTS: The toll-free number for customer complaints at the Division is (401) 780-9700.
19. 19. CONTACT INFORMATION OF PERSON THAT AGREED ON THESE TERMS WITH THE CUSTOMER: See contact information for your TSE sales representative, where applicable, on the Enrollment Form, if any.
20. ASSIGNMENT:This Agreement shall extend to and be binding upon our respective successors and permitted assigns; provided, however, that you may not assign this Agreement without our prior written consent. We 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, we may assign our rights and obligations hereunder to an affiliate of TSE, any person or entity succeeding to all or substantially all of the assets of TSE, or to a NPP licensed to do business in Rhode Island. We shall provide you with 30 days’ written notice of any such assignment. Any such assignee shall agree in writing to be bound by the material terms of this Agreement and, following such Agreement, TSE shall have no further obligations hereunder.
21. ACCESS TO CUSTOMER INFORMATION:By entering into this Agreement, you agree that your LDC may release to us certain information that we need to provide you with service, including but not limited to your address, telephone number, account numbers, historical usage information, peak electricity demand, payment history and placement on LDC budget billing and/or payment plans. We will not give or sell your confidential information to any unaffiliated third party without your written consent unless we are required to do so by law or your account is assigned to a successor energy company pursuant to this Agreement or applicable law.
22. LIMITATIONS OF LIABILITY:TSE’s LIABILITY IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT OF YOUR LARGEST MONTHLY INVOICE FOR ELECTRIC GENERATION SERVICE DURING THE PAST 12 MONTHS. EXCEPT AS OTHERWISE PROVIDED HEREIN, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL (INCLUDING LOST PROFIT OR REVENUES), INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES FOR CLAIMS ARISING HEREUNDER.
23. NO WARRANTIES:TSE MAKES, AND YOU RECEIVE, NO WARRANTY, EXPRESS, IMPLIED, OR STATUTORY, AND TSE SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
24. CHOICE OF LAW: Venue for any legal action brought to enforce any term or condition of this Agreement or to construe the terms hereof shall lie exclusively in the State of Rhode Island. This Agreement shall be construed under and shall be governed by the laws of the State of Rhode Island without regard to application of its conflicts of laws and principles.
25. ACCEPTANCE AND CHANGE IN LAW:This Agreement shall not become effective until accepted by TSE. This Agreement may be modified from time to time in accordance with RI Division or RIPUC laws and rules and shall govern TSE’s provision of generation service under this Agreement. This Agreement is subject to any future legislation; orders, rules, or regulations of the RI Division or RIPUC; or tariff or policy changes of the LDC. These changes are beyond the control of TSE, and may impact the terms and/or price of this Agreement.
26. CHANGE OF RESIDENCE/SERVICE LOCATION: You must notify both your LDC and TSE at least 45 days in advance of a change in your residence service location or business address. A final meter read will be made at your old service location/address, the account at such service location/ address will be closed, and you will be responsible to pay for the TSE generation delivered to such service location/address until the effective date of such termination. If you are moving within RI and intend to retain TSE as your generation supplier, please make that request and the requested start date when you provide the above 45-day notice.
27. GREEN/RENEWABLE ENERGY SUPPLY OPTION: If you have chosen the Green/Renewable Energy Supply option, TSE will ensure that 100% of your electricity usage is matched with renewable energy certificates. A renewable energy certificate is a tradable, non-tangible energy commodity that represents proof that 1 megawatt-hour (MWh) of electricity was generated from an eligible renewable energy resource and was fed into the shared system of power lines which transport energy. TSE may take up to 24 months after the end of each calendar year under which this Agreement is in effect to address any deficiency that may arise in the renewable energy certificates purchased. If you have chosen a Variable Rate product and the Green/Renewable Energy Supply Option, your rate for the electricity supplied will be TSE’s standard Variable Rate plus an “adder” of up to 3 cents per kWh. If you wish to cancel the Green/Renewable Energy Supply Option, you may call TSE at 1-877-430-0093.
28. REBATE PROGRAMS: From time-to-time TSE may offer a rebate program for new customers who enroll with TSE and maintain active accounts with TSE for a specified period of time. To be eligible to earn a rebate under any such rebate program, you will have 60 days to complete a validation process in accordance with the instructions that will be provided to you. You will also have to be an active customer of TSE, in good standing, at the time the rebate is to be issued in order to qualify for the rebate. Rebate amounts appearing in TSE’s advertising materials or presented orally to potential customers are merely examples of rebate amounts that customers might be eligible to receive. The actual amount of any rebate will be computed by reference to your actual usage over the term of this Agreement, which may vary substantially from any estimate provided. Any rebate earned by you will be sent to you at the address that you provide during the validation process. Rebates can be issued in a variety of forms including, but not limited to, checks, stored-value cards, or electronic gift cards. Stored-value cards and electronic gift cards will be issued by an issuing bank, pursuant to a direct relationship between you and the issuing bank and will be subject to the terms and conditions of a Cardholder Agreement. Stored-value cards and electronic gift cards will expire 6 months after issuance.
29. ENTIRE AGREEMENT: The foregoing Terms of Service, and the Enrollment Form referenced therein, if any, constitute the entire Agreement between the parties and any other understandings or representations by and between the parties with respect to the matters addressed herein are superseded by this Agreement.

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