Gas and Electric Utility Contract

Gas and Electric Utility Contract

This Gas and Electric Utility Contract (this Agreement) is entered into as of Effective Date: by and between Provider Name: , a Corporation Partnership Other formed under the laws of , with principal place of business at:

and Customer Name: , a Corporation Individual Other with mailing address:

Recitals

WHEREAS, Provider owns, operates and maintains facilities for the transmission, distribution and sale of natural gas and electrical energy and is duly authorized to provide such utilities within the applicable service territory; and

WHEREAS, Customer desires to receive gas and/or electric service at the Service Location(s) identified herein and agrees to take such service upon the terms and conditions set forth in this Agreement; and

WHEREAS, Provider is willing to supply, and Customer is willing to accept, utility service subject to the rates, terms and conditions set forth in this Agreement.

NOW, THEREFORE

In consideration of the mutual covenants and agreements contained herein, Provider and Customer agree as follows:

1. Definitions

"Agreement" means this Gas and Electric Utility Contract, including any schedules and attachments. "Service Location" means the physical premises to which utility service is to be supplied: . "Rate Schedule" means the rates and charges applicable as specified in Section 4.

2. Supply of Service

Provider shall supply and Customer shall accept gas and/or electric service at the Service Location. Service Type: Gas Electric Both Provider will deliver service at standard pressure and voltage where applicable and in accordance with prudent utility practice and applicable law.

3. Term and Termination

The initial term of this Agreement shall commence on Effective Date and continue for an initial term of years, unless earlier terminated in accordance with this Agreement. Thereafter this Agreement shall automatically renew for successive terms of years unless either party provides written notice of non-renewal at least days prior to the end of the then-current term.

4. Rates and Charges

Customer shall pay Provider at the rates, charges and fees set forth on the applicable Rate Schedule: . All rates are subject to adjustment for changes in taxes, regulatory fees, government assessments and fuel or energy cost adjustments. Provider may assess meter charges, connection fees and other applicable surcharges as provided herein and by law.

5. Metering and Measurement

All deliveries of gas and electric energy shall be measured by meters installed and maintained by Provider unless otherwise agreed. Provider's meter readings, adjusted according to Provider's standard practices, shall be conclusive as to quantities delivered in the absence of manifest error. Customer shall not obstruct or tamper with meters; tampering shall be a material breach and entitle Provider to pursue remedies including estimated billing and recovery of damages.

6. Billing and Payment

Provider shall render bills on a basis. Payment is due within days of the bill date. Late payments shall accrue interest at the rate of percent per month or the maximum permitted by law, whichever is less. Provider may suspend service for nonpayment after providing any notice required by law.

7. Interruption, Curtailment and Emergencies

Provider may interrupt, reduce or curtail service without liability for direct or indirect damages when necessary to preserve system reliability, to perform maintenance, or to respond to emergencies or safety conditions. Provider will provide notice to the extent practicable under the circumstances. Customer shall implement its own contingency measures and shall hold Provider harmless for losses resulting from such interruptions except to the extent caused by Provider's gross negligence or willful misconduct.

8. Maintenance, Access and Safety

Customer shall permit Provider, its agents and contractors reasonable access to the Service Location and all facilities necessary for service, including meters and service lines. Provider shall comply with applicable safety rules while on Customer premises. Customer shall maintain all Customer-owned equipment in safe condition and shall be responsible for hazards arising from Customer equipment.

9. Liability and Indemnification

Except for liability arising from Provider's gross negligence or willful misconduct, Provider's liability to Customer for any claim relating to this Agreement shall be limited to direct damages not to exceed . IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE OR SPECIAL DAMAGES. Customer shall indemnify, defend and hold Provider harmless from and against all third-party claims, liabilities, losses and expenses arising out of Customer's use of service, except to the extent caused by Provider's gross negligence or willful misconduct.

10. Force Majeure

Neither party shall be liable for failure or delay in performance caused by events beyond its reasonable control, including without limitation acts of God, strikes, acts of public enemies, war, civil disturbance, insurrection, pandemics, governmental action, cyber incidents, or severe weather. The affected party shall give prompt notice and use commercially reasonable efforts to resume performance.

11. Confidentiality

Each party shall hold confidential and not disclose to third parties any non-public business or technical information received from the other party in connection with this Agreement, except where disclosure is required by law or regulatory authority. Confidential information shall not include information that is or becomes publicly available through no breach of this Agreement.

12. Regulatory Compliance

This Agreement is subject to applicable federal, state and local laws and regulations. Provider's obligations are subject to all regulatory approvals and any lawful tariff or rate schedule applicable to the service. Customer shall comply with all statutes, codes, ordinances and regulations applicable to its facilities and use of service.

13. Notices

Notices under this Agreement shall be in writing and delivered by hand, certified mail (return receipt requested), or nationally recognized overnight courier to the parties at the following addresses or such other address as a party may designate in writing.

14. Amendments; Waiver; Counterparts

This Agreement may be amended only by a writing signed by both parties. No waiver of any provision shall be effective unless in writing and signed by the waiving party. This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument.

15. Governing Law; Entire Agreement; Severability

This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements and understandings. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

Miscellaneous Provisions

Assignment: Customer shall not assign its rights or delegate its obligations under this Agreement without Provider's prior written consent, which shall not be unreasonably withheld. Survival: Provisions which by their nature should survive termination shall survive the termination or expiration of this Agreement, including but not limited to payment obligations, confidentiality, indemnity and governing law.

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