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The Computer Work Company Inc.

Enterprise Terms of Service

Last Modified: September 29, 2026

These Enterprise Terms of Service (these “Terms”) describe the terms and conditions by which the customer identified in an Order Form (“Customer,” “you,” or “your”) may access and/or use the website(s), including https://getenergy.com, https://app.getenergy.com, and https://thecomputerworkcompany.com, and any and all related software, documentation, desktop, web, online, and/or digital services which help Users perform knowledge work through user-directed workflows (collectively, the “Service”) provided by The Computer Work Company Inc. (including its successors and assigns, “TCWC,” “we,” “our,” or “us”). These Terms are incorporated into, and govern, each ordering document executed by you and TCWC that references these Terms (each, an “Order Form”). These Terms, each Order Form, and any data processing addendum executed by the parties (the “DPA”) together form the agreement between you and us (the “Agreement”). If there is a conflict, the DPA controls with respect to the processing of personal data, then the Order Form (solely for that Order Form), then these Terms. Any terms in a purchase order, vendor portal, or other document provided by you are of no effect, even if accepted or signed by us. For use of the Service under an Order Form, these Terms replace the self-serve Terms of Service published at https://getenergy.com/terms, including any version accepted by individual Users. These Terms apply to you and to all Org Users (as defined below) who access the Service under your Order Form(s) (collectively with you, “Users”).

1. How We Administer the Service

1.1 Eligibility

This is a contract between you and TCWC. You may use the Service only in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations (“Applicable Law”). The individual signing an Order Form represents and warrants that they have the authority to bind you to the Agreement.

1.2 User Accounts

(a) User Accounts; Suspension

Each account on the Service (a “User Account”) gives access to certain services and functionalities that we may establish and maintain as part of the Service from time to time. We may temporarily suspend access to a User Account and/or the Service if: (i) a User violates Section 2.2 or Section 3.3; (ii) we reasonably believe that suspension is necessary to prevent a security risk to the Service or to other Users; or (iii) undisputed Fees are more than thirty (30) days past due after written notice to you. We will limit any suspension to the extent reasonably necessary, give you notice where practicable, and restore access once the cause of the suspension has been resolved. You may de-activate any User Account at any time. We may change the Service or create reasonable usage limits for the Service, provided that we will not materially decrease the core functionality of the Service during the then-current Subscription Term.

(b) Organizational Accounts

You may permit your and your subsidiaries’ and affiliates’ directors, officers, employees, contractors, agents, and other representatives to access and/or use the Service on your behalf (collectively, “Org Users”). You: (i) acknowledge that we may disclose information regarding Org Users and their access to and use of the Service to you; (ii) acknowledge that an Org User’s right to access and use the Service may be suspended or terminated (and the administration of the applicable User Account may be transferred) if such Org User ceases to be associated with, or ceases to use an email address associated with or provisioned by, you; (iii) will make all Org Users aware of these Terms’ provisions, as applicable to such Org Users, and will cause each Org User to comply with such provisions; and (iv) will be responsible and liable for all acts and omissions of the Org Users, and any act or omission by any Org User that would constitute a breach of these Terms had it been taken by you will be deemed a breach of these Terms by you.

(c) Connecting Via Third-Party Services

By connecting to the Service via a third-party service (such as Google Workspace or another supported third-party connector), you give us permission to access and use your information from that service, including to access and use information from that service as permitted and approved by you and in connection with the provision, security, support, troubleshooting, or improvement of the Service. You may disconnect your User Account from third-party services via the functionalities of the Service.

(d) Account Security

No User may use another User’s User Account without such User’s permission. You are responsible for the activity that occurs on your User Accounts, you will keep User Account passwords and/or any other authentication credentials secure, and you will not share passwords and/or any other authentication credentials with anyone else. Any Org User with administrator-level access can modify User Account settings, access, and billing information. We will not be liable for any losses caused by any unauthorized use of a User Account resulting from your failure to comply with this Section. You will notify us promptly of any breach of security or unauthorized use of a User Account.

(e) Account Settings

You may control certain aspects of your User Accounts and any associated User profile, and of the way you interact with the Service, by changing the settings in your settings page. By providing us with an email address, you consent to our using that email address to send Service-related notices. If we send marketing-related emails, a User may opt out of receiving them or change their preferences by contacting the Service support team at security@getenergy.com or by clicking on the “unsubscribe” link within a marketing email. Opting out will not prevent receipt of Service-related notices.

1.3 Your Interactions with Other Users

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS, INCLUDING SHARING OF INFORMATION, WITH OTHER USERS, INCLUDING USERS WITHIN OR OUTSIDE OF YOUR ORGANIZATION. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR, REVIEW, OR OTHERWISE ADDRESS DISPUTES BETWEEN YOU AND OTHER USERS. WE EXPRESSLY DISCLAIM ALL LIABILITY ARISING FROM YOUR INTERACTIONS WITH OTHER USERS, AND FOR ANY USER’S ACTION OR INACTION, INCLUDING RELATING TO USER CONTENT (AS DEFINED BELOW).

2. Access to the Service; Service Restrictions

2.1 Access to the Service

Subject to your compliance with these Terms and any documentation we may make available to you, you are hereby granted, during each Subscription Term (as defined below), a non-exclusive, limited, and non-transferable (except as permitted in Section 17.1) right to access and use the Service, solely for your internal business purposes, as permitted by the features of the Service and the applicable Order Form. We reserve all rights not expressly granted herein in and to the Service.

2.2 Restrictions and Acceptable Use

Except to the extent a restriction is prohibited by Applicable Law, you will not do, and will not enable any third party to do, any of the following:

  • disassemble, reverse engineer, decode, or decompile any part of the Service or license or resell or modify any part of the Service;
  • use any automated or non-automated means to access the Service for “scraping” (except that public search engines may use spiders to create searchable indices of public materials, only as specified in the robots.txt file);
  • use the Service in any manner that impacts the stability of the servers or the operation or performance of the Service or any User’s use of the Service;
  • copy, rent, lease, sell, loan, transfer, assign, sublicense, resell, distribute, modify, alter, or create derivative works of any part of the Service or any of our intellectual property;
  • use the Service in any manner that (i) violates any Applicable Law, contractual obligation, or right of any person, (ii) is fraudulent, false, deceptive, or defamatory, (iii) promotes hatred, violence, or harm against, or (iv) otherwise may be harmful or objectionable to us or any other third party;
  • use the Service in competition with us, to develop competing products or services, for benchmarking or competitive analysis of the Service, or otherwise to our detriment or disadvantage;
  • bypass the measures we may use to prevent or restrict access to the Service;
  • use the Service to transmit spam or other unsolicited email (and we may immediately remove any content that we believe to be spam) or use the Service for commercial solicitation;
  • access any content available on or via the Service through any technology or means other than those provided by the Service or authorized by us;
  • attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from, the servers running the Service;
  • transmit invalid data, viruses, worms, or other software agents through the Service;
  • collect or harvest any personal information from the Service; or
  • refer to us or to the Service in a manner that could imply a relationship that involves endorsement, affiliation, or sponsorship between you (or a third party) and us without our consent.

3. User Content

3.1

As between us and you, you (or your licensors) will own any and all information, data, and other content that is collected or otherwise received by us from you or your Users through the Service (“User Content”).

3.2

We claim no ownership rights over User Content, and, as between you and us, all User Content that is submitted, posted, displayed, provided, shared, connected or otherwise made available on or via the Service by you is and will remain yours. You understand that certain portions of the Service may allow other Users (within your Organization or as otherwise authorized by you) to view, edit, share, and/or otherwise interact with your User Content and your Output (as defined below), and you agree to allow those Users do so in accordance with your settings and these Terms. We have the right (but not the obligation) in our sole discretion to remove any of your User Content that is shared via the Service. You hereby grant each such User a non-exclusive license to access such User Content and Output, and to use, reproduce, distribute, display and perform such User Content and Output, in each case in accordance with your settings through the Service. You further grant, and you represent and warrant that you have all rights necessary to grant, to us, under all of your intellectual property rights, a non-exclusive and royalty-free right and license to use, copy, store, transmit, display, modify, reproduce, and make derivative works of your User Content and Output: (i) as reasonably necessary to maintain, provide, secure, support, or troubleshoot the Service; (ii) to improve the user-facing features and functionalities of the Service; and (iii) to perform such other actions as described in our Privacy Notice or the DPA or as authorized by you in connection with your use of the Service. Notwithstanding the foregoing, we will not use User Content or Output to train generalized artificial intelligence or machine learning models, and will not permit our AI model providers to do so, unless you expressly agree otherwise in writing. Without limiting the generality of the foregoing, with respect to Google Workspace data, we will comply with the Google API Services User Data Policy, including the Limited Use requirements therein, with respect to use and transfer of Google Workspace data received from you via Google APIs, do not sell such Google Workspace data, do not use such Google Workspace data for advertising, and do not use such Google Workspace data to train generalized AI or machine learning models that do not relate to User-directed workflows.

3.3

You affirm, represent, and warrant the following: (a) you have obtained, and are solely responsible for obtaining, all consents required by Applicable Law to provide User Content relating to third parties; (b) your User Content and Output and our use thereof as contemplated by these Terms and the Service will not violate any Applicable Law or infringe any rights of any third party, including, but not limited to, any intellectual property rights, privacy rights and confidentiality rights; (c) you will not upload or make available through the Service, either directly or by other means, any personal information of children under 13 or the applicable age of digital consent; and (d) your User Content does not include sexually suggestive content; hate speech or direct attacks on an individual or group; content that is abusive, harassing, defamatory, vulgar, libelous, or invasive of another’s privacy; sexist or racially, ethnically, or otherwise discriminatory content; content that contains self-harm or excessive violence; impostor profiles; content in furtherance of harmful or illegal activities; malicious programs or code; any person’s personal information without such person’s consent; spam messages; and/or otherwise objectionable content.

3.4

WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY USER CONTENT. YOU ARE AND WILL BE SOLELY RESPONSIBLE FOR YOUR USER CONTENT AND THE CONSEQUENCES OF SUBMITTING, POSTING, DISPLAYING, PROVIDING, SHARING, OR OTHERWISE MAKING IT AVAILABLE ON OR THROUGH THE SERVICE, AND YOU UNDERSTAND AND ACKNOWLEDGE THAT WE ARE ACTING ONLY AS A PASSIVE CONDUIT FOR YOUR ONLINE DISTRIBUTION AND PUBLICATION OF YOUR USER CONTENT. YOU UNDERSTAND AND ACKNOWLEDGE THAT THE SERVICE MAY EXPOSE YOU TO CONTENT THAT IS INACCURATE, OBJECTIONABLE, OR OTHERWISE UNSUITED TO YOUR PURPOSE, AND YOU UNDERSTAND AND ACKNOWLEDGE THAT WE WILL NOT BE LIABLE FOR ANY DAMAGES YOU ALLEGE TO INCUR AS A RESULT OF OR RELATING TO ANY CONTENT ACCESSED ON OR THROUGH THE SERVICE.

4. Intellectual Property

4.1 TCWC Intellectual Property

You understand and acknowledge that we (or our licensors, as applicable) own and will continue to own all rights (including intellectual property rights), title, and interest in and to the Service, all materials and content displayed or otherwise made available on and/or through the Service (excluding User Content and Output), and all software, algorithms, code, technology, and intellectual property underlying and/or included in or with the Service. Use of any intellectual property for any purpose not expressly permitted by these Terms is strictly prohibited.

4.2 Generated Content

You may be allowed to submit text, documents, images, account content, instructions, and other materials to the Service for processing, and receive output from the Service based on such materials (“Output”). You acknowledge and agree that the Service may use artificial intelligence or machine learning systems to process User instructions and selected content for user-directed workflows. Due to the nature of machine learning, use of the Service may result in incorrect, incomplete, or inappropriate Output. You must evaluate the accuracy and suitability of any Output as appropriate for your use case, including by using human review of the Output, and shall not rely on Output for any legal, financial, medical, employment, security, or other critical advice or decisions. You agree that we shall not be liable for any damages you or any third party alleges to incur as a result of or relating to any Output or other content generated by or accessed on or through the Service.

4.3 Usage Data

We may collect, or you may provide to us, diagnostic, technical, usage, and/or related information, including information about your computers, mobile devices, systems, software, User Account activity, connection status, error status, request metadata, or other use of the Service (collectively, “Usage Data”). Excluding metadata and analytics derived from use of the Service, Usage Data does not include User Content, Google Workspace content, or Output. Except as required otherwise by Applicable Law, all Usage Data is and will be owned solely and exclusively by us, and, to the extent any ownership rights in or to the Usage Data vest in you, you hereby assign to us all rights (including intellectual property rights), title, and interest in and to same. Accordingly, we may use, maintain, and/or process the Usage Data or any portion thereof to: (a) provide and maintain the Service; (b) improve our products and services (including the Service) and develop new products, services, and/or features; (c) monitor your usage of the Service; (d) conduct research and analytics, data analysis, identifying usage trends, and customer research; and (e) share analytics and other derived Usage Data with third parties, solely in de-identified or aggregated form that does not identify you or any individual. The Service may contain technological measures designed to prevent unauthorized or illegal use of the Service; you understand and acknowledge that we may use these and other lawful measures to verify your compliance with these Terms and to enforce our rights, including intellectual property rights, in and to the Service.

4.4 Open Source Software

Some software used in our Service may be offered under an open source license that we make available to you. There may be provisions in an open source license that expressly override some of these terms, so please be sure to read those licenses.

4.5 Feedback

To the extent you provide us any suggestions, recommendations, or other feedback relating to the Service or to any other TCWC products or services (collectively, “Feedback”), you hereby assign to us all rights (including intellectual property rights), title, and interest in and to the Feedback, without providing any attribution or compensation to you or to any third party. Please treat Feedback as our Confidential Information (as defined below).

5. Confidential Information

Each party (the “Recipient”) may receive non-public, proprietary, or confidential information of the other party (the “Discloser”) in connection with the Agreement (“Confidential Information”). Confidential Information includes any information that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure, including non-public business, product, technology, and marketing information. User Content is your Confidential Information; the Service, the pricing and terms of each Order Form, and Feedback are our Confidential Information. Confidential Information does not include information that: (i) is or becomes publicly available through no fault of the Recipient; (ii) was known to the Recipient without restriction before receipt from the Discloser; (iii) is lawfully received from a third party without restriction; or (iv) is independently developed by the Recipient without use of the Discloser’s Confidential Information. The Recipient will: (a) protect and safeguard the confidentiality of the Discloser’s Confidential Information with at least the same degree of care as the Recipient would use to protect its own highly sensitive confidential information, but in no event with less than a reasonable degree of care; (b) not use any Confidential Information for any purpose other than to exercise its rights, or to perform its obligations, under the Agreement; and (c) not disclose any Confidential Information to any person or entity, except its and its affiliates’ employees, contractors, service providers (including sub-processors) or financial or legal advisors who/that (i) need to know the Confidential Information and (ii) are bound by non-use and non-disclosure restrictions at least as restrictive as those set forth in this Section. The Recipient may disclose Confidential Information to the extent required by Applicable Law, provided that it gives the Discloser prompt notice (where legally permitted) and reasonable assistance to seek protective treatment.

6. Payments, Billing, and Subscriptions

6.1 Billing Policies; Taxes

You will pay the fees set forth in each Order Form, which may include recurring subscription fees and usage-based fees, including for AI model usage (“Fees”). Unless otherwise stated in the applicable Order Form: (a) subscription Fees are invoiced annually in advance; (b) usage-based Fees are invoiced monthly in arrears based on our usage records; and (c) all Fees are payable in U.S. dollars within thirty (30) days of the invoice date. We may add new products and/or services for additional Fees; provided, however, that the Fees for the Subscription purchased under an Order Form will remain in force for the applicable Subscription Term. Except as may be expressly stated in the Agreement, payment obligations are non-cancelable once incurred and Fees paid are non-refundable. If you dispute an invoice in good faith, you will notify us before the due date and pay any undisputed portion when due. Fees are stated exclusive of any taxes, levies or duties (collectively, but, for clarity, excluding taxes based on our net income, “Taxes”). You will be responsible for paying all Taxes associated with your purchases and/or Subscriptions in connection with the Service.

6.2 Definitions

  • “Subscription” means a particular portion of the Service that is available on an automatically renewing subscription basis as set forth in an Order Form, and your access thereto, as applicable.
  • “Subscription Fee” means the recurring amount due as consideration for a Subscription, as set forth in an Order Form.

6.3 Invoicing and Billing Information

We will invoice you at the billing contact set forth in the applicable Order Form. If any of your billing information changes, you will promptly update such information so that we can invoice and contact you, as needed.

6.4 Subscription Plans

(a) Automatic Renewals

Subscriptions are available on an automatically renewing subscription basis and entail payment of Subscription Fees. UNLESS OTHERWISE STATED IN THE APPLICABLE ORDER FORM, EACH SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF THE SUBSCRIPTION TERM IDENTIFIED IN THE ORDER FORM FOR SUBSEQUENT TERMS EQUAL IN LENGTH TO THAT INITIAL SUBSCRIPTION TERM (EACH SUCH PERIOD, A “SUBSCRIPTION TERM”) UNLESS EITHER PARTY GIVES NOTICE OF NON-RENEWAL IN ACCORDANCE WITH THE CANCELLATION PROCEDURES IDENTIFIED BELOW.

(b) Cancellation Procedures

To cancel any Subscription, either party must give the other written notice of non-renewal at least thirty (30) days before the start of the next Subscription Term. You will continue to have access to the Subscription through the end of the then-current Subscription Term.

(c) Termination; Refunds

Either party may terminate an Order Form upon written notice if the other party materially breaches the Agreement and does not cure the breach within thirty (30) days after receiving written notice of it. UNLESS REQUIRED BY APPLICABLE LAW OR OTHERWISE STATED IN THE AGREEMENT, YOU WILL NOT BE ENTITLED TO RECEIVE ANY REFUND OR CREDIT FOR ANY CANCELLATION, SUSPENSION, OR TERMINATION, NOR FOR ANY UNUSED TIME ON YOUR SUBSCRIPTION, ANY PRE-PAYMENTS MADE IN CONNECTION WITH YOUR SUBSCRIPTION, OR ANY USAGE OR SUBSCRIPTION FEES FOR ANY PORTION OF THE SERVICE; provided, however, that if you terminate an Order Form for our uncured material breach, we will refund any prepaid Fees covering the remainder of the then-current Subscription Term. If you believe you have been improperly charged and would like to request a refund, please contact us at security@getenergy.com.

(d) Pilots and Evaluations

If an Order Form provides for a pilot, evaluation, or similar period, the Order Form will set out its duration, any applicable Fees, and whether and how it converts to a paid Subscription.

7. Privacy; Data Security

7.1 Privacy

We care about your privacy. To provide, secure, support, troubleshoot, enhance, and improve the Service, we may need to be able to collect, process, and use personal data, User Content, Usage Data, connected-account data, and aggregated and/or anonymized data. You acknowledge that we may collect, use, and disclose personal information and aggregated and/or anonymized data as set forth in our Privacy Notice and the DPA, and that personal information may be transferred to, and/or processed in, the United States. To the extent we process personal data on your behalf, the DPA governs such processing and prevails over the Privacy Notice. Our current sub-processors are listed at https://trust.getenergy.com/subprocessors. Without limiting the generality of the foregoing, our use and transfer of information received from Google APIs will adhere to the Google API Services User Data Policy, including the Limited Use requirements therein.

7.2 Security

We care about the integrity and security of your data. We maintain reasonable administrative, technical, and physical safeguards designed to protect User Content, as further described in the DPA. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or to use your data for improper purposes. We will notify you without undue delay after becoming aware of any unauthorized access to User Content, as further described in the DPA.

8. Your Use of Third-Party Services

THE SERVICE MAY CONTAIN LINKS TO THIRD-PARTY SITES, MATERIALS, AND/OR SERVICES (COLLECTIVELY, “THIRD-PARTY SERVICES”) THAT ARE NOT OWNED OR CONTROLLED BY US, AND CERTAIN FUNCTIONALITIES OF THE SERVICE MAY REQUIRE YOUR USE OF THIRD-PARTY SERVICES, SUCH AS GOOGLE WORKSPACE, OAUTH PROVIDERS, CONNECTOR PROVIDERS, AI/MODEL PROVIDERS, INFRASTRUCTURE PROVIDERS, OR ANALYTICS OR DIAGNOSTIC PROVIDERS. YOUR USE OF THIRD-PARTY SERVICES IS SUBJECT TO THE THIRD PARTY’S TERMS AND CONDITIONS AND PRIVACY NOTICES MADE AVAILABLE VIA THOSE SERVICES. WE DO NOT ENDORSE OR ASSUME RESPONSIBILITY FOR THIRD-PARTY SERVICES. IF YOU ACCESS A THIRD-PARTY SERVICE FROM THE SERVICE OR SHARE YOUR USER CONTENT OR OUTPUT ON OR THROUGH ANY THIRD-PARTY SERVICE, YOU DO SO AT YOUR OWN RISK, AND YOU UNDERSTAND THAT THESE TERMS AND OUR PRIVACY NOTICE DO NOT APPLY TO YOUR USE OF ANY THIRD-PARTY SERVICE. YOU EXPRESSLY RELIEVE US FROM ANY AND ALL LIABILITY ARISING FROM YOUR ACCESS TO AND/OR USE OF ANY THIRD-PARTY SERVICE. FOR CLARITY, THIRD-PARTY SERVICES DO NOT INCLUDE OUR SUB-PROCESSORS, FOR WHICH WE REMAIN RESPONSIBLE AS SET FORTH IN THE DPA.

9. Release

You hereby release us from all claims, damages (whether direct, indirect, incidental, consequential, or otherwise), obligations, losses, liabilities, costs, debts, and expenses, in each case of every kind and nature, known and unknown, arising out of a dispute between you and a third party (including any other User) in connection with the Service. In addition, you waive any Applicable Law that says, in substance: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE RELEASED PARTY.”

10. Indemnity

You will defend, indemnify, and hold us and our subsidiaries and affiliates, and our and their respective agents, suppliers, licensors, employees, contractors, officers, and directors (collectively, including TCWC, the “TCWC Indemnitees”) harmless from and against any and all claims, damages (whether direct, indirect, incidental, consequential, or otherwise), obligations, losses, liabilities, costs, debts, and expenses (including, but not limited to, legal fees) arising from: (a) your access to and/or use of the Service, including your use of Output; (b) your violation of any term of these Terms; (c) your violation of any third-party right, including any privacy right or intellectual property right; (d) your violation of any Applicable Law; (e) User Content or any content that is submitted via your User Accounts; (f) your willful misconduct; or (g) any third party’s access to and/or use of the Service with your authentication credential(s).

11. No Professional Advice

THE CONTENT PROVIDED THROUGH OR IN CONNECTION WITH THE SERVICE IS DESIGNED TO PROVIDE PRACTICAL AND USEFUL INFORMATION ON THE SUBJECT MATTER(S) COVERED. WHILE SUCH CONTENT MAY CONCERN ISSUES RELATED TO PROFESSIONAL SERVICES, SUCH CONTENT IS NOT PROFESSIONAL SERVICES ADVICE. YOU SHOULD NOT ACT OR REFRAIN FROM ACTING ON THE BASIS OF ANY CONTENT THAT IS INCLUDED ON THE WEBSITE(S), APPLICATION(S) AND/OR IS OTHERWISE OBTAINED IN CONNECTION WITH THE SERVICE WITHOUT SEEKING THE ADVICE OF A PROFESSIONAL WHO IS LICENSED AND/OR QUALIFIED IN THE APPLICABLE SUBJECT MATTER(S). WE EXPRESSLY DISCLAIM ALL LIABILITY IN RESPECT OF ACTIONS TAKEN OR NOT TAKEN BASED ON ANY CONTENT OBTAINED IN CONNECTION WITH THE SERVICE.

12. No Warranty; Disclaimers

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE, THE INTELLECTUAL PROPERTY, AND ANY OTHER INFORMATION AVAILABLE ON OR THROUGH THE SERVICE ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NONE OF THE TCWC INDEMNITEES WARRANTS THAT ANY CONTENT OR ANY OTHER INFORMATION CONTAINED IN, OR AVAILABLE VIA, THE SERVICE IS ACCURATE, COMPREHENSIVE, RELIABLE, USEFUL, OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED, OR SECURE; THAT ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS SO OBTAINED AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM(S) OR MOBILE DEVICE(S) AND/OR FOR LOSS OF DATA THAT RESULTS FROM SAME OR FROM YOUR ACCESS TO AND/OR USE OF THE SERVICE.

FURTHER, TCWC DOES NOT WARRANT, ENDORSE, GUARANTEE, RECOMMEND, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY ANY THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND TCWC WILL NOT BE A PARTY TO, OR IN ANY WAY MONITOR, ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ANY TCWC INDEMNITEE BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICE OR ANY PORTION THEREOF. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS TO OR USE OF THE SERVICE OR YOUR USER ACCOUNTS OR THE INFORMATION CONTAINED THEREIN, EXCEPT TO THE EXTENT CAUSED BY OUR BREACH OF SECTION 7.2 OR THE DPA. IN NO EVENT WILL ANY TCWC INDEMNITEE BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, OR COSTS IN AN AMOUNT EXCEEDING THE FEES PAID AND PAYABLE BY YOU UNDER THE AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICE; (C) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (D) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE BY ANY THIRD PARTY; (E) ANY ERRORS OR OMISSIONS IN ANY CONTENT, OR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (F) ANY USER CONTENT, OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.

THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE TERMS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

14. Governing Law, Arbitration, and Class Action/Jury Trial Waiver

14.1 Governing Law

These Terms will be governed by the laws of the State of Delaware, without respect to its conflict of laws principles. Notwithstanding the preceding sentence with respect to the substantive law governing these Terms, the Federal Arbitration Act (9 U.S.C. §§ 1-16) (as it may be amended, “FAA”) governs the interpretation and enforcement of the Arbitration Agreement below and preempts all state laws (and laws of other jurisdictions) to the fullest extent permitted by Applicable Law. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. Each party agrees to submit to the exclusive personal jurisdiction of the federal and state courts located in Delaware for any actions for which a party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction, as set forth in the Arbitration Agreement below, including any provisional relief required to prevent irreparable harm. Each party agrees that Delaware is the proper and exclusive forum for any appeals of an arbitration award, or for trial court proceedings in the event that the Arbitration Agreement below is found to be unenforceable. These Terms were drafted in the English language and this English language version of the Terms is the original, governing instrument of the understanding between you and us. In the event of any conflict between the English version of these Terms and any translation, the English version will prevail.

14.2 Arbitration Agreement

(a) General

This Arbitration Agreement applies to and governs any dispute, controversy, or claim between you and us that arises out of or relates to, directly or indirectly: (i) the Agreement; (ii) access to or use of the Service; (iii) any transactions through, by, or using the Service; or (iv) any other aspect of your relationship or transactions with us (each, a “Claim,” and, collectively, “Claims”).

(b) Dispute-Resolution Process

For any Claim, the claiming party will first notify the other party in writing and the parties will attempt to resolve the Claim informally. In the unlikely event that the parties have not been able to resolve a Claim after sixty (60) days, the parties agree to resolve such Claim exclusively through binding arbitration by JAMS before a single arbitrator (the “Arbitrator”), under the Optional Expedited Arbitration Procedures then in effect for JAMS (the “Rules”), except as provided herein. JAMS may be contacted at www.jamsadr.com, where the Rules are available. In the event of any conflict between the Rules and this Arbitration Agreement, this Arbitration Agreement will control. The arbitration will be conducted in New Castle County, Delaware, unless you and TCWC agree otherwise. Each party will be responsible for paying any JAMS filing and administrative fees and Arbitrator fees in accordance with the Rules, and the award rendered by the Arbitrator will include costs of arbitration, reasonable attorneys’ fees, and reasonable costs for expert and other witnesses. Any judgment on the award rendered by the Arbitrator may be entered in any court of competent jurisdiction. You and we agree that the Arbitrator, and not any federal, state, or local court or agency, will have exclusive authority to resolve any disputes relating to the scope, interpretation, applicability, enforceability, or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable. The Arbitrator will also be responsible for determining all threshold arbitrability issues, including issues relating to whether these Terms are, or whether any provision of these Terms is, unconscionable or illusory, and any defense to arbitration, including waiver, delay, laches, unconscionability, and/or estoppel.

(c) Equitable Relief

NOTHING IN THIS ARBITRATION AGREEMENT WILL BE DEEMED AS PREVENTING EITHER PARTY FROM SEEKING INJUNCTIVE OR OTHER EQUITABLE RELIEF FROM THE COURTS AS NECESSARY TO PREVENT THE ACTUAL OR THREATENED INFRINGEMENT, MISAPPROPRIATION, OR VIOLATION OF ITS DATA SECURITY, CONFIDENTIAL INFORMATION, OR INTELLECTUAL PROPERTY RIGHTS.

(d) Severability

If this Arbitration Agreement is found to be void, unenforceable, or unlawful, in whole or in part, the void, unenforceable, or unlawful provision, in whole or in part, will be severed. Severance of the void, unenforceable, or unlawful provision, in whole or in part, will have no impact on the remaining provisions of this Arbitration Agreement, which will remain in force, or on the parties’ ability to compel arbitration of any remaining Claims pursuant to this Arbitration Agreement.

14.3 Class Action/Jury Trial Waiver

BY ENTERING INTO THE AGREEMENT, YOU AND TCWC ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO BRING, JOIN, OR PARTICIPATE IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND AS A PLAINTIFF OR CLASS MEMBER. THIS CLASS ACTION/JURY TRIAL WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S OR ENTITY’S CLAIMS.

15. U.S. Government Restricted Rights

To the extent the Service is being used by or on behalf of the U.S. Government, the Service will be deemed commercial computer software or commercial computer software documentation (as applicable). Accordingly, if you are an agency of the U.S. Government or any contractor therefor, you receive only those rights with respect to the Service as are granted to all other Users hereunder, in accordance with 48 C.F.R. §227.7202 and 48 C.F.R. §12.212, as applicable.

16. Export Controls

You understand and acknowledge that the Service may be subject to export control laws and regulations. You will comply with all applicable import and export and re-export control and trade and economic sanctions laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), and the International Traffic in Arms Regulations maintained by the U.S. State Department. You represent and warrant that you are not, and that no person to whom you make the Service available or that is acting on your behalf, and that no person or entity owning 50% or more of your equity securities or other equivalent voting interests, is (a) listed on the List of Specially Designated Nationals and Blocked Persons or on any other list of sanctioned, prohibited, or restricted parties administered by OFAC or by any other governmental entity, or (b) located in, a national or resident of, or a segment of the government of, any country or territory for which the United States maintains trade or economic sanctions or embargoes or that has been designated by the U.S. Government as a “terrorist supporting” region.

17. General Provisions

17.1 Assignment

The Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you without our prior express written consent, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof will be null and void.

17.2 Notification Procedures and Changes to these Terms

We may provide operational notifications to you via email notice or through posting of such notice on the Service. Legal notices under the Agreement must be in writing and sent to the addresses set forth in the applicable Order Form (or, for notices to us, to The Computer Work Company Inc., 535 Mission Street, 14th Floor, San Francisco, CA 94105, with a copy to security@getenergy.com). We may modify or update these Terms from time to time. Any modified Terms will apply to an Order Form only from the start of its next Subscription Term following our notice to you of the change, unless you agree in writing to an earlier date. The version of these Terms in effect on the effective date of an Order Form will govern that Order Form for its then-current Subscription Term.

17.3 Entire Agreement; Severability

The Agreement, together with any amendments and any additional agreements you may enter into with us in writing in connection with the Service, will constitute the entire agreement between you and us concerning the Service. Except as otherwise stated in the Arbitration Agreement, if any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect.

17.4 No Waiver

No waiver of any term of these Terms will be deemed a further or continuing waiver of such term or of any other term, and a party’s failure to assert any right or provision under these Terms will not constitute a waiver of such right or provision.

17.5 Contact

If you have any questions about these Terms and/or the Service, please contact us at security@getenergy.com.

17.6 Interpretation

For purposes of these Terms, (a) the words “include,” “includes” and “including” are deemed to be followed by the words “without limitation”; (b) the word “or” is not exclusive; and (c) the words “herein,” “hereof,” “hereto” and “hereunder” refer to these Terms as a whole. These Terms shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted. The schedules and exhibits referred to herein shall be construed with, and as an integral part of, these Terms to the same extent as if they were set forth verbatim herein. Whenever the masculine is used in these Terms, the same shall include the feminine and whenever the feminine is used herein, the same shall include the masculine, where appropriate. Whenever the singular is used in these Terms, the same shall include the plural, and whenever the plural is used herein, the same shall include the singular, where appropriate.