🗽 Responsible Grid NYC

TERMS AND CONDITIONS

1. DEFINITIONS AND INTERPRETATION

These Terms and Conditions constitute the Agreement between you (the “Customer” or “you”) and Standard Potential Co. (“Standard Potential”) under which Standard Potential acts as the aggregator to facilitate participation of your electric service account in Con Edison’s demand response programs, including the Commercial System Relief Program (“CSRP”) and/or the Distribution Load Relief Program (“DLRP”), or any successor or substantially similar programs offered by Consolidated Edison Company of New York (“Con Edison”) under Rider T to Tariff PSC No. 10, as amended from time to time.

As used in this Agreement:

1.1 “Agreement” means these Terms and Conditions.

1.2 “Battery Equipment” means the BLUETTI Elite 200 V2 or a comparable battery power station provided by Standard Potential for use under this Agreement.

1.3 “Capability Period” means the period designated by Con Edison for a given program year (currently May 1 through September 30 for CSRP/DLRP under Rider T, as updated from time to time by Con Edison).

1.4 “Con Edison” means Consolidated Edison Company of New York.

1.5 “PSC No. 10” means Con Edison’s Tariff PSC No. 10, including Rider T and other applicable provisions, as filed with and approved by the New York Public Service Commission, as amended.

1.6 “CSRP” means Con Edison’s Commercial System Relief Program (or any successor).

1.7 “Customer” or “you” means the individual or entity entering into this Agreement with Standard Potential.

1.8 “DLRP” means Con Edison’s Distribution Load Relief Program (or any successor).

1.9 “Equipment” means the Battery Equipment and any associated hardware, software, or accessories provided by Standard Potential.

1.10 “Program Year” means each year (or portion thereof) for which Con Edison establishes a Capability Period.

1.11 “Services” means the setup, configuration, monitoring, and operation of the Equipment by Standard Potential.

1.12 “Standard Potential” means Standard Potential Co., a Delaware corporation.

2. PROGRAM OVERVIEW

2.1 Program Description. Standard Potential deploys compact battery power stations for use in residential premises. These batteries may be paired with Customer electrical loads (e.g., window A/C) to participate in Con Edison demand response programs. Under such programs, Con Edison makes payments to eligible customers who reduce electricity usage below normalized levels during designated demand response events occurring within the applicable Capability Period. Programs typically make final payments after the Capability Period ends; customers who discontinue participation before the end of a Capability Period are generally not eligible for payments for that period.

2.2 Capability Period. This Agreement governs participation during the then-current Capability Period and, unless terminated under Section 10, automatically continues (renews) for each subsequent Program Year’s Capability Period in which you remain enrolled and eligible.

2.3 Battery Equipment Specifications. Standard Potential will provide BLUETTI Elite 200 V2 or comparable portable battery stations with approximately: (a) Capacity ~2,000 Wh; (b) AC Output up to ~2,600 W; (c) Approx. dimensions 13.8 × 9.8 × 12.7 in; (d) Approx. weight 53 lb; (e) Compatible with standard plug-in window/through-wall A/C units.

3. OBLIGATIONS OF THE PARTIES

3.1 Standard Potential’s Obligations. Standard Potential will:

(a) Provide a portable battery unit for installation at Customer’s premises;

(b) Remotely monitor and operate the battery via Wi-Fi connection;

(c) Retrieve the Equipment no later than November 30 following the end of the applicable Capability Period (or within a reasonable period thereafter if scheduling or access issues arise); and

(d) Serve as Customer’s aggregator for participation in Con Edison demand response programs.

3.2 Customer’s Obligations. Customer will:

(a) Connect the battery to Customer’s plug-in A/C unit(s);

(b) Maintain Wi-Fi connectivity for the battery for the entire Capability Period to the best of Customer’s ability;

(c) Keep the Equipment plugged in at all times during the Capability Period unless Standard Potential instructs otherwise.

4. EQUIPMENT TERMS

4.1 Ownership. The Equipment is and remains the property of Standard Potential. This Agreement grants a limited license to use the Equipment during each Capability Period and does not constitute a sale or create a security interest.

4.2 Equipment Condition. Upon delivery, Customer will inspect the Equipment and confirm it is in good working order. Customer is responsible for repair/replacement costs for any damage occurring between delivery and return, regardless of fault or negligence.

4.3 Delivery and Return.

(a) “Delivered” means when the Equipment leaves Standard Potential’s possession with the Customer (or designated carrier/installer). Risk of loss transfers at delivery.

(b) “Returned” means when Standard Potential physically receives the Equipment. Customer bears risk of loss until return is completed.

4.4 Battery Usage Guidelines. Customer will:

(a) Use the unit solely for operating plug-in A/C loads as part of program participation;

(b) Allow automatic, remotely managed operation once connected to Wi-Fi;

(d) Acknowledge the unit uses LiFePO₄ cells and requires proper handling per Section 5.

4.5 Right of Entry and Inspection. Standard Potential may inspect the Equipment during the term. Customer will enable reasonable access. Upon breach, Standard Potential may remove the Equipment without legal process and without liability, without prejudice to accrued compensation.

5. SAFETY INFORMATION AND RISK DISCLOSURE

5.1 Safety Precautions. (a) LiFePO₄ chemistry is stable and reliable but must be handled with care; (b) Avoid drops/impacts/tilting beyond normal movement; (c) Do not insert foreign objects into ports; (d) Keep the unit stationary while in use; (e) Operate in a dry, indoor environment away from excessive heat/sun/rain/high humidity; (f) Do not modify/disassemble/repair; contact Standard Potential for issues; (g) Support is available for assistance; (h) In the unlikely event of fire, use a dry-powder extinguisher rated for electrical equipment; (i) Inspect cords and plugs before use.

5.2 Risk Mitigation. Standard Potential will: (a) Handle delivery, maintenance, and pickup; (b) Use commercially available/certified battery stations; (c) Provide equipment tested/certified to applicable safety standards; (d) Provide emergency contact information; (e) Install protective covers as needed to block non-relevant ports—this does not alter underlying safety certifications.

6. CON EDISON DEMAND RESPONSE PROGRAM PARTICIPATION

6.1 Program Enrollment Authorization. By accepting these Terms, Customer authorizes Standard Potential to: (a) Enroll Customer’s qualifying account in CSRP and/or DLRP (or successors); (b) Set reservation levels; (c) Receive Customer information and interval usage data from Con Edison; (d) Receive program payments; (e) Deduct Standard Potential’s fee; and (f) Interact with Con Edison as needed for participation.

6.2 Program Description. Con Edison requests demand reductions during peak periods with advance notice. DLRP typically provides ~2 hours’ notice (less for immediate events). CSRP typically provides ~21 hours’ notice (less for unplanned events). Program rules, notices, and payment structures are set by Con Edison and may change.

6.3 Con Edison Data Authorization.

(a) Customer authorizes Standard Potential to obtain historical and ongoing meter data.

(b) This authorization remains in effect until Customer revokes it with Con Edison; continuous access is required for Services.

(c) Standard Potential may store/use/share utility information with relevant third parties as necessary to deliver Services and may share anonymized, aggregated data for analysis.

7. COMPENSATION

7.1 Payment Terms.

(a) Payments are based on measured reductions during demand response events.

(b) No payment guarantees are provided; Standard Potential is not responsible for utility data inaccuracies.

(c) Notwithstanding that certain program payments may be monthly, Standard Potential may pay the Customer in a single payment within sixty (60) days after the end of the applicable Capability Period.

(d) Standard Potential may allocate revenue among participants using a reasonable methodology.

7.2 Non-Performance. There are no penalties beyond loss of payment opportunity; however, non-performance in one event may reduce overall payments.

7.3 No Electric Sales or Delivery Service. This Agreement does not obligate Standard Potential to supply or deliver electric power to Customer.

8. DATA PRIVACY AND SECURITY

8.1 Data Collection and Use. Standard Potential collects battery performance and usage patterns to optimize operation and improve the program.

8.2 Security. Access to online services is username/password enabled. Customer will keep credentials confidential.

9. LIABILITY AND INDEMNIFICATION

9.1 Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, STANDARD POTENTIAL AND ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES (INCLUDING LOST PROFITS/GOODWILL/USE/DATA), ARISING FROM OR RELATED TO THE EQUIPMENT OR SERVICES. STANDARD POTENTIAL’S TOTAL LIABILITY SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY STANDARD POTENTIAL TO CUSTOMER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

9.2 Indemnification. CUSTOMER WILL DEFEND, INDEMNIFY, AND HOLD HARMLESS STANDARD POTENTIAL AND ITS DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AND AGENTS FROM CLAIMS, LOSSES, LIABILITIES, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING FROM: (i) CUSTOMER’S USE OF THE EQUIPMENT/SERVICES; (ii) CUSTOMER’S BREACH OF THIS AGREEMENT; (iii) CUSTOMER’S VIOLATION OF THIRD-PARTY RIGHTS; (iv) CLAIMS THAT CUSTOMER’S ACTIONS CAUSED DAMAGE; OR (v) FAILURE TO COMPLY WITH LAWS/REGULATIONS. THIS OBLIGATION SURVIVES TERMINATION.

10. TERM AND TERMINATION

10.1 Term; Equipment Retrieval.

(a) This Agreement is effective upon Customer acceptance and continues through the current Capability Period, and automatically renews for each subsequent Program Year’s Capability Period unless terminated under Section 10.2.

(b) Standard Potential will retrieve Equipment by November 30 following the end of each Capability Period, or within a reasonable period thereafter if needed.

10.2 Termination.

(a) Either party may terminate with thirty (30) days’ written notice. Upon termination, Standard Potential will remove the Equipment and Customer will cease participation.

(b) Customer may cancel Con Edison program participation at any time; if canceled before the end of a Capability Period, Customer forfeits payments for that period.

(c) Standard Potential may immediately suspend or terminate this Agreement (in whole or in part) without notice for Customer’s breach.

11. GENERAL PROVISIONS

11.1 Governing Law. New York law governs, without regard to conflict-of-law rules.

11.2 Assignment. Customer may not assign or transfer this Agreement without Standard Potential’s prior written consent.

11.3 Entire Agreement. This Agreement is the entire understanding regarding its subject matter and supersedes prior agreements.

11.4 Severability. If any provision is unenforceable, it will be limited/eliminated to the minimum extent necessary, and the remainder will remain in force.

11.5 Force Majeure. Neither party is liable for failure/delay due to events beyond reasonable control (e.g., acts of God, disasters, war, terrorism, strikes, shortages). The affected party will notify the other and use commercially reasonable efforts to resume performance.

11.6 Amendments. Standard Potential may modify these Terms by written notice. Continued use of Equipment/Services after notice constitutes acceptance.

11.7 Waiver. No waiver is effective unless in writing; waiver on one occasion is not a waiver of other or subsequent breaches.

11.8 Notices. Notices must be in writing and are effective upon personal delivery, email confirmation of receipt, or certified mail deposit (postage prepaid) with the U.S. Postal Service.

12. BATTERY UNIT MAINTENANCE AND CARE

12.1 Recharge promptly if state of charge falls below 5%.

12.2 Store in a cool, dry place away from flammables.

12.3 Storage temperature: −10°C to 40°C (14°F to 104°F).

12.4 For storage over one (1) month, keep below 35°C (95°F).

12.5 If state of charge drops to 0% during storage/startup: (a) shut down immediately; (b) charge within forty-eight (48) hours; (c) keep at 5°C–35°C (41°F–95°F) for six (6) hours before charging.

13. CUSTOMER ACKNOWLEDGMENTS

Customer acknowledges and agrees that:

13.1 Standard Potential is the exclusive aggregator for Customer’s participation in CSRP/DLRP (or successors) during each Capability Period in which Customer participates.

13.2 The battery unit is provided for Con Edison demand response participation and is not intended for backup power during outages.

13.3 Customer has read and understands all safety information and risk disclosures.

13.4 Customer has read, understood, and agreed to these Terms.

13.5 By accepting delivery of the Equipment, accessing the Services, or acknowledging this Agreement electronically, Customer accepts and agrees to be bound by these Terms without need for physical signature.

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