Below are important terms that You must understand and agree to in order to participate in the Program:

1. Eligibility: This is a voluntary program for United Power’s residential electric members. To be eligible for the Program, in addition to agreeing to these Terms and Conditions and anyother requirements stated by United Power, You must: (1) have a residential electric service account, in good standing, with United Power; (2) have an installed, operable, and compatible Smart Thermostat controlling Equipment, at Your service address; and (3) maintain Equipment as the primary cooling (or heating) control system(s) at Your service address.
2. Device Connectivity and Access for United Power: To participate in the Program, You must allow United Power access to control Your Smart Thermostat and Equipment. You are responsible for acquiring and maintaining: (i) a working and reliable internet connection and Wi-Fi network (if Smart Thermostat requires Wi-Fi) and other related equipment in Your home that is positioned to communicate reliably; (ii) an internet service provider (“ISP”); (iii) other system elements that may be specified as required by United Power or the manufacturer of any required equipment (i.e. smart phone apps and active accounts with Your Smart Thermostat’s manufacturer). You are responsible for all fees charged by the ISP in connection with participation in the Program. You agree to use best efforts to maintain and repair Your Equipment to keep it/them in satisfactory operating condition. You must satisfy these requirements for as long as You are in the Program, using best efforts to maintain connectivity of Your Smart Thermostat, and ensure it is online and able to be called upon during a program event. Your participation in the Program may be terminated in the event that United Power is unable to communicate with or access Your Smart Thermostat and communication or access is not restored within thirty (30) days. If communication or access is restored at a future date, You may opt back in if the Program is accepting new participants.
3. Program Modification or Termination: United Power may modify or terminate the Program for any reason including, but not limited to, change in regulations and/or not receiving approvals from electricity grid governing bodies; decision of United Power or its Board of Directors to modify or discontinue the Program; changes by the Smart Thermostat manufacturer(s) or discontinuance of support for the Program; and other such events. If any of these happen, United Power will notify You. You may not receive further Program incentives after such termination of the Program. In any event, United Power reserves the right to substitute an incentive of equal value to any described program participation incentive at United Power’s sole discretion at any time.
4. Control of Device: You acknowledge and agree that United Power may control Your Smart Thermostat device(s) in Your home to remotely trigger an event that will cause Your Smart Thermostat to automatically change the temperature set point on that day, without any manual intervention by You. You will have the ability to opt out of event control and override any United Power control simply by adjusting Your Smart Thermostat to a different temperature or, where supported by Your Smart Thermostat manufacturer, by using the mobile or web application You regularly use with Your Smart Thermostat. You understand that if You opt out or override an event’s control settings during five or more events per Program Season, You will forfeit Your incentives for that Program Season and may affect Your program eligibility. Program events may take place during the Program Season, between 12:00pm and 09:00pm. United Power may initiate a maximum of three events per calendar week (one per day). Each event may last up to, but not longer than, four hours.You authorize United Power to contact You by email and other means for items and issues related to the Program, including but not limited to, providing advanced notice when events are scheduled to occur.
5. Data Access: By submitting Your enrollment information for consideration to participate in the Program You authorize United Power and their respective agents, contractors, and service providers, to collect and share Your personal information or data related to Your enrollment and participation in the Program, which can include but is not necessarily limited to Your name, email address, service address, utility account number, thermostat serial number, activation date, Your enrollment information, statistics and data about Your energy use, any opt out decisions or actions by You, or other information related to Your participation in the Program. Any personal information or data collected by United Power during the course of the Program will be used only for administering or reporting on the Program pursuant to these Terms and Conditions. This information will be used by United Power for the administration, evaluation, and reporting on the Program in accordance with United Power’s Privacy Statement available at https://www.unitedpower.com/privacy. You agree that information about Your service account, energy usage, and devices connected to Your service account, as well as any information You provide while applying for the Program or that is related to the Program may be shared by United Power for the purpose of ensuring enrollment eligibility, compliance with Program requirements and analyzing program performance data. You consent to receive emails and other notifications sent by the Utility related to Your participation in the Program.

   United Power may summarize or provide information about the results of the Program in publicly available studies or reports. In such case, data will be anonymized in a way that You cannot be individually identified. By signing up to participate in the Program, You consent to this information being accessed and provided to or by United Power and/or their respective agents, contractors, and service providers.

6. Enrollment & Term: Agreement with these Terms and Conditions shall be effective commencing on Your submission of enrollment information and continue in effect in perpetuity unless or until terminated by either party. Either party may terminate these Terms and Conditions for any reason by providing the other party written or verbal notice to the other party. Participation in the Program is voluntary and You may withdraw from the Program at any time. Withdrawal may render You ineligible to receive program incentives or future Program participation. You may provide written notice to United Power’s Energy Programs & New Business Department at the following address: dl-newbusiness@unitedpower.com or 500 Cooperative Way, Attn: Energy Programs & New Business, Brighton, CO 80601.

   If You violate these Terms and Conditions, United Power may immediately terminate Your participation in the Program, and may elect to disqualify You from eligibility for incentives and/or future participation in the Program.

7. Liability: YOU ASSUME ALL RISK OF PARTICIPATION IN THE PROGRAM. IN NO EVENT SHALL UNITED POWER NOR ANY OF ITS PROGRAM IMPLEMENTATION CONTRACTORS OR SUBCONTRACTORS BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES TO ANY PERSONS OR PROPERTY RESULTING FROM OR ARISING OUT OF ANY USE, REPAIR, DELAY IN REPAIRING, REPLACEMENT OF, MODIFICATION TO, UNAVAILABILITY OF, OR STATUS OF THE DEVICE SYSTEM. UNITED POWER NOR ANY OF ITS PROGRAM IMPLEMENTATION CONTRACTORS OR SUBCONTRACTORS SHALL BE RESPONSIBLE FOR ANY COSTS RELATED TO THE REPAIR, MAINTENANCE OR REPLACEMENT OF YOUR DEVICE SYSTEM.
8. Indemnification: YOU AGREE TO INDEMNIFY, RELEASE AND HOLD HARMLESS UNITED POWER ITS PROGRAM IMPLEMENTATION CONTRACTORS AND SUBCONTRACTORS FOR ANY LIABILITY, CLAIM, DEMAND, CAUSE OF ACTION, INJURY, EXPENSE, OR DAMAGE TO ANY PERSONS OR PROPERTY ARISING FROM THEIR ACCESS AND USE OF YOUR SMART THERMOSTAT DEVICE OR SYSTEM, OR CAUSED BY ANY BREACH OF THESE TERMS AND CONDITIONS BY YOU, YOUR NEGLIGENCE OR THAT OF YOUR HOUSEHOLD MEMBERS, AGENTS, SERVANTS, EMPLOYEES, TENANTS, LICENSEES, INVITEES, TENANT’S INVITEES, OR INDEPENDENT CONTRACTORS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE TO HOLD UNITED POWER AND ITS PROGRAM IMPLEMENTATION CONTRACTORS AND SUBCONTRACTORS HARMLESS FOR ANY INJURY OR DAMAGE CAUSED OR CLAIMED TO BE CAUSED BY PARTICIPATION IN THE PROGRAM FOR: (1) DEATH OR PERSONAL INJURY ARISING AS A RESULT OF UNITED POWER’S NEGLIGENCE OR BREACH OF CONTRACT; OR (2) UNITED POWER’S FRAUDULENT MISREPRESENTATION OR DELIBERATE BREACH OF CONTRACT. UNITED POWER HAS NO LIABILITY TO ANY PARTICIPANT FOR ANY LOSS, DAMAGE, COSTS OR EXPENSE INCURRED AS A RESULT OF OR IN CONNECTION WITH YOUR PARTICIPATION IN THE PROGRAM.
9. General Provisions: These Terms and Conditions are governed and construed and enforced in accordance with the laws of the State of Colorado without regard to its choice of law provisions. These Terms and Conditions supersede any prior agreements and contains the entire agreement of the parties and all representations with respect to the subject matter hereto. Any prior correspondence, memoranda or agreements are replaced in total by these Terms and Conditions. The waiver of any of the rights or remedies arising pursuant to these Terms and Conditions on any occasion by any party shall not constitute a waiver of any rights or remedies in respect to any subsequent breach or default of the terms of these Terms and Conditions. As a condition of participating in this Program, You agree that all disputes that cannot be resolved amicably will be resolved individually, and will not be subject to class action or other similar process. You waive all rights or claims for incidental, punitive, consequential, or other special damages, including attorneys’ fees.