Subscription Agreement

Energy Panda provides a recurring subscription service designed to assist residential electricity customers with managing electricity service, monitoring market opportunities, facilitating electricity enrollments and renewals, and providing related customer support. The Subscription provides access to Energy Panda's proprietary software platform, customer support, and administrative services.

Depending on your Subscription plan, Energy Panda may provide services including:

• Electricity market monitoring
• Retail Electric Provider comparisons
• Contract expiration monitoring
• Electricity enrollment assistance
• Contract renewal assistance
• Utility account administration
• Customer support
• Subscription account management
• Educational content
• Additional services introduced by Energy Panda from time to time

The Services included may vary based upon location, utility market, and subscription tier.

Your Subscription is a service agreement for electricity management assistance.

The Subscription is not:

• the purchase of electricity
• a utility service
• an insurance policy
• a financial advisory service
• legal advice
• tax advice
• engineering services
• investment management

Electricity service remains subject to agreements between you and your selected Retail Electric Provider.

Unless otherwise disclosed in writing by Energy Panda, the Subscription fee is:

US $9.99 per month

Subscription fees are billed separately from your electricity bill and do not include charges imposed by Retail Electric Providers or Utility Providers.

Your Subscription begins on the date your initial payment is successfully processed. The Subscription continues on a month-to-month basis until canceled by you or terminated by Energy Panda in accordance with this Agreement.

YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW EACH BILLING PERIOD UNTIL YOU CANCEL.

By purchasing a Subscription, you authorize Energy Panda to automatically charge your designated payment method for each renewal period. Each renewal continues the existing Subscription rather than creating a new contract.

To purchase and maintain a Subscription, you represent that you:

• are at least eighteen (18) years of age
• have legal authority over the applicable Utility Account
• have provided accurate registration information
• maintain a valid payment method
• agree to the Energy Panda Terms of Service and Privacy Policy

An active Energy Panda Account is required to maintain a Subscription. You are responsible for:

• maintaining accurate Account information
• protecting login credentials
• promptly updating payment information
• notifying Energy Panda of unauthorized Account activity

Subscriptions are available only in jurisdictions where Energy Panda elects to provide Services.

Availability may vary depending upon:

• state regulations
• utility market structure
• Retail Electric Provider participation
• operational capacity

Energy Panda reserves the right to refuse or discontinue service in jurisdictions where providing the Services becomes unlawful or commercially impracticable.

Energy Panda may modify, expand, improve, or discontinue features of the Subscription from time to time.

Examples include:

• new software features
• enhanced automation
• customer portal improvements
• additional utility services
• premium subscription tiers
• expanded customer support offerings

Material changes affecting your rights or obligations will be communicated as required by Applicable Law.

This Subscription Agreement should be read together with:

• Energy Panda Terms of Service
• Privacy Policy
• Utility Enrollment Authorization
• Electronic Communications Consent
• Billing & Cancellation Policy
• Automatic Renewal Terms
• Refund Policy

In the event of a direct conflict regarding subscription billing or subscription administration, this Subscription Agreement governs unless Applicable Law requires otherwise.

Energy Panda reserves all rights not expressly granted under this Agreement. Nothing in this Agreement transfers ownership of:

• Energy Panda software
• proprietary pricing methodologies
• automation systems
• customer management platforms
• trademarks
• copyrights
• confidential business information
• intellectual property

This Agreement becomes effective upon the earliest of:

• your purchase of a Subscription
• successful processing of your first payment
• creation of your Subscription Account; or
• your acceptance of this Agreement electronically

Your Subscription is billed on a recurring basis using the payment method you designate during enrollment. Unless otherwise disclosed, subscriptions are billed monthly. Subscription charges are separate from:

• Electricity bills
• Utility delivery charges
• Retail Electric Provider charges
• Taxes imposed on electricity service
• Utility deposits
• Governmental assessments

Your Subscription becomes active only after:

• Your payment information has been accepted
• The initial subscription charge has been successfully processed; and
• Your Account has been activated by Energy Panda

If the initial payment cannot be processed, your Subscription may not be activated.

BY PURCHASING A SUBSCRIPTION, YOU EXPRESSLY AUTHORIZE ENERGY PANDA TO CHARGE YOUR DESIGNATED PAYMENT METHOD ON A RECURRING BASIS UNTIL YOUR SUBSCRIPTION IS CANCELED IN ACCORDANCE WITH THIS AGREEMENT.

This authorization remains in effect until:

• You properly cancel your Subscription
• Energy Panda terminates your Subscription; or
• Applicable Law requires otherwise

Recurring charges will generally occur on or about the anniversary date of your original subscription purchase. Billing dates may vary slightly due to:

• weekends
• holidays
• payment processor timing
• banking delays
• calendar differences

Such variations do not affect the validity of your Subscription.

Energy Panda may accept payment through:

• Credit cards
• Debit cards
• ACH transfers
• Digital wallets
• Other payment methods approved by Energy Panda

Energy Panda may change accepted payment methods from time to time.

You authorize Energy Panda and its authorized payment processors to:

• Charge recurring subscription fees
• Process applicable taxes
• Retry failed transactions
• Issue refunds when appropriate
• Verify payment credentials
• Update expired payment credentials through approved account updater services where

available.

Payments may be processed through one or more independent third-party payment processors. Such processors are responsible for securely processing payment transactions. Energy Panda generally does not store complete payment card information.

If a recurring payment fails, Energy Panda may:

• Retry the payment
• Notify you of the failure
• Request updated payment information
• Temporarily suspend your Subscription
• Restrict access to certain Services
• Terminate the Subscription after reasonable collection efforts

You agree to maintain current and valid payment information at all times. Failure to maintain a valid payment method may result in interruption or termination of your Subscription.

Energy Panda reserves the right to modify subscription pricing.

If subscription pricing increases, Energy Panda will provide advance notice consistent with Applicable Law before the increased pricing becomes effective. Continued use of the Subscription after the effective date of the price change constitutes acceptance of the revised pricing unless Applicable Law requires additional consent.

Energy Panda may offer:

• Introductory pricing
• Referral incentives
• Promotional discounts
• Limited-time offers
• Bundled subscription plans

Unless otherwise disclosed, promotional pricing automatically converts to the then-current standard subscription price upon expiration of the promotional period.

Subscription fees do not include taxes unless expressly stated. Where required by law, Energy Panda may collect and remit applicable taxes.

You may cancel your Subscription at any time by:

• Logging into your Customer Portal
• Visiting the cancellation page on our website
• Contacting Customer Support using approved communication methods

Energy Panda will make cancellation available through methods that are reasonably accessible and consistent with Applicable Law.

Unless otherwise required by Applicable Law:

• Cancellation becomes effective at the end of the current paid billing period
• No additional recurring charges will be assessed after the current paid billing period ends, provided your cancellation request is received before the next renewal charge is processed

Cancellation of your Subscription does not automatically cancel your electricity agreement with your Retail Electric Provider.

Refund eligibility is governed by Energy Panda's separate Refund Policy. Unless otherwise required by Applicable Law or expressly stated in the Refund Policy:

• Subscription fees are generally non-refundable after payment has been processed
• Partial months are not prorated
• Unused portions of a billing period have no cash value

If you dispute a subscription payment through your financial institution, Energy Panda may:

• Suspend your Subscription during the investigation
• Provide documentation supporting the transaction
• Restrict future subscriptions where permitted by law
• Pursue recovery of undisputed amounts owed

Nothing in this section limits any rights you may have under Applicable Law to dispute unauthorized transactions.

If you believe that a billing error has occurred, you should notify Energy Panda promptly.

Upon receiving notice of a potential billing error, Energy Panda will conduct a reasonable investigation. If Energy Panda determines that a billing error occurred, we will take appropriate corrective action, which may include:

• Issuing a refund
• Applying an account credit
• Correcting future billing
• Reversing duplicate charges

Energy Panda may suspend your Subscription if:

• Payments repeatedly fail
• Fraud is suspected
• Your Account is compromised
• These agreements are materially violated
• Continued access presents legal or operational risks

Suspension does not eliminate payment obligations that accrued before suspension.

Energy Panda may terminate your Subscription if:

• Required payments remain unpaid
• Fraudulent activity occurs
• Identity verification cannot be completed
• You materially breach the Terms of Service or this Agreement
• Applicable Law requires termination

Termination does not affect obligations that accrued before termination.

The following provisions survive cancellation or termination of your Subscription:

• Outstanding payment obligations
• Billing disputes
• Chargeback rights
• Refund determinations
• Record retention
• Dispute resolution
• Arbitration
• Limitation of liability
• Any provisions intended by their nature to survive termination

Subject to this Agreement, the Terms of Service, and applicable law, Energy Panda agrees to provide subscription-based electricity management services during your active Subscription.

Services may include:

• Electricity market monitoring
• Retail Electric Provider comparisons
• Contract expiration monitoring
• Electricity plan recommendations
• Enrollment assistance
• Contract renewal assistance
• Utility account management support
• Customer support
• Online account management tools
• Educational resources regarding deregulated electricity markets

Services may change over time as Energy Panda introduces new products or features.

During an active Subscription, Energy Panda may assist customers by:

• Reviewing electricity contract expiration dates
• Comparing available electricity plans
• Monitoring market opportunities
• Coordinating provider transitions
• Preparing enrollment requests
• Monitoring renewal opportunities
• Communicating with participating Retail Electric Providers and Utility Providers as

authorized.

Energy Panda acts solely within the authority granted by the customer.

To provide the Services, you authorize Energy Panda, consistent with your separately executed Utility Enrollment Authorization and any other applicable agreements, to:

• Obtain historical electricity usage
• Review utility account information
• Request electricity pricing
• Compare electricity products
• Submit enrollment requests
• Coordinate electricity provider changes
• Communicate with Retail Electric Providers
• Communicate with Utility Providers
• Facilitate contract renewals
• Verify information necessary to complete the Services

Energy Panda will exercise only the authority expressly granted by you.

To receive the full benefit of the Subscription, you agree to:

• Maintain accurate account information
• Maintain an active payment method
• Respond to requests for information in a timely manner
• Complete requested identity verification
• Notify Energy Panda of address changes
• Notify Energy Panda when moving
• Review enrollment confirmations
• Promptly report suspected fraud or unauthorized activity

Failure to cooperate may delay or limit our ability to provide the Services.

Although Energy Panda strives to identify competitive electricity plans, we do not guarantee:

• The lowest available electricity rate
• A specific dollar amount of savings
• Savings during every contract period
• Acceptance by every Retail Electric Provider
• Future market performance

Electricity pricing depends upon market conditions, customer usage, provider offerings, regulatory developments, weather events, and other factors outside Energy Panda's control.

Energy Panda is not a Retail Electric Provider, Utility Provider, or Transmission and Distribution Utility.

Energy Panda does not:

• Generate electricity
• Deliver electricity
• Maintain electric lines
• Operate power plants
• Read electric meters
• Issue electricity bills

Electricity service is provided by licensed third-party providers under separate agreements.

Where customer approval is required by law, provider requirements, or your selected service preferences, Energy Panda will seek appropriate authorization before completing certain transactions. Nothing in this Agreement authorizes Energy Panda to exceed the authority granted by you.

Certain Services may not be available:

• In every state
• In every utility territory
• With every Retail Electric Provider
• During utility outages
• During provider enrollment freezes
• During extraordinary market events

Energy Panda may modify service availability based on legal, regulatory, operational, or commercial considerations.

The Subscription includes access to Energy Panda's proprietary technology platform, which may include:

• Customer Dashboard
• Account management tools
• Enrollment tracking
• Contract monitoring
• Automated reminders
• Secure document storage
• Customer messaging

Energy Panda may update or improve the platform without prior notice, provided such updates do not materially reduce the core Subscription Services without appropriate notice where required by law.

During an active Subscription, Energy Panda will provide reasonable customer support through channels designated by the Company, which may include:

• Email
• Telephone
• Online support portal
• Live chat
• Other communication channels introduced in the future

Support availability, hours, and response times may vary.

Certain Subscription Services depend upon third parties, including:

• Retail Electric Providers
• Utility Providers
• Identity verification vendors
• Payment processors
• Cloud service providers
• Government agencies

Energy Panda is not responsible for delays, interruptions, or failures caused by these third parties.

From time to time, the Services may be temporarily unavailable due to:

• Scheduled maintenance
• Emergency maintenance
• Software upgrades
• Cybersecurity events
• Internet disruptions
• Third-party service interruptions
• Force majeure events

Energy Panda will use commercially reasonable efforts to restore Services as promptly as practicable.

Energy Panda reserves the right to:

• Modify Subscription features
• Introduce premium services
• Expand into additional utility-related offerings
• Improve automation
• Modify software functionality
• Discontinue obsolete features

Any material changes affecting customer rights will be communicated as required by Applicable Law.

Except as expressly authorized in a separate Utility Enrollment Authorization or Limited Power of Attorney, nothing in this Agreement creates a general agency relationship between you and Energy Panda. Energy Panda acts only within the scope of authority expressly granted by you.

The provisions of this Article survive termination of the Subscription to the extent necessary to:

• Complete pending enrollments
• Resolve disputes
• Comply with legal obligations
• Preserve records
• Enforce contractual rights

You acknowledge that your Subscription provides access to Energy Panda's proprietary electricity management platform and related administrative services. The Subscription does not guarantee any particular financial outcome, electricity rate, provider selection, or amount of savings.

Energy Panda makes commercially reasonable efforts to identify competitive electricity plans based on information available at the time of review. However, Energy Panda does not guarantee:

• the lowest available electricity price
• the best available contract
• continuous savings
• a minimum dollar amount of savings
• acceptance by any Retail Electric Provider
• uninterrupted access to any electricity plan

Electricity prices are influenced by numerous factors beyond Energy Panda's control.

Unless you have separately authorized Energy Panda to act within defined parameters under a Utility Enrollment Authorization or other written authorization, you remain responsible for making final decisions regarding:

• provider selection
• contract acceptance
• contract length
• electricity plan options
• cancellation decisions
• payment of electricity bills

Energy Panda provides information and administrative assistance but does not make personal financial or legal decisions for customers.

Energy Panda relies upon independent third parties to provide portions of the Services. These third parties may include:

• Retail Electric Providers
• Utility Providers
• Transmission and Distribution Utilities
• Payment processors
• Identity verification providers
• Cloud hosting providers
• Customer communication providers

Energy Panda is not responsible for the independent actions, omissions, pricing, products, services, or decisions of such third parties.

Energy Panda does not generate, transmit, distribute, or deliver electricity.

Accordingly, Energy Panda is not responsible for:

• Power outages
• Service interruptions
• Transmission failures
• Meter inaccuracies
• Utility maintenance
• Emergency load shedding
• Utility infrastructure failures
• Restoration activities

Such matters remain the responsibility of the applicable Utility Provider.

Electricity markets change frequently.

Pricing may be affected by:

• wholesale electricity markets
• natural gas prices
• weather events
• ERCOT market conditions
• transmission congestion
• regulatory changes
• taxes
• fuel costs
• inflation
• supply shortages
• other market conditions

Energy Panda cannot predict future electricity pricing with certainty.

Energy Panda will use commercially reasonable efforts to submit enrollment requests promptly.

However, enrollment timing depends upon factors outside Energy Panda's control, including:

• Provider processing times
• Utility processing times
• Identity verification requirements
• Customer responsiveness
• Regulatory requirements
• Technical issues affecting third-party systems

Energy Panda does not guarantee that any enrollment will occur by a specific date unless expressly agreed in writing.

Energy Panda relies upon information received from customers and third parties.

We do not guarantee the completeness, accuracy, or timeliness of information provided by:

• Retail Electric Providers
• Utility Providers
• Government agencies
• Third-party data providers
• Public databases

Customers should review enrollment confirmations and provider agreements before they become effective.

The Services may occasionally be unavailable due to:

• Scheduled maintenance
• Emergency maintenance
• Software updates
• Cybersecurity incidents
• Internet outages
• Third-party service interruptions
• Force majeure events

Temporary interruptions do not constitute a breach of this Agreement.

Energy Panda may make beta, pilot, or experimental features available from time to time.

Such features are provided on an "AS IS" basis and may be modified or discontinued without notice.

Participation in beta features is voluntary unless otherwise stated.

Educational materials, blog posts, calculators, newsletters, FAQs, and other informational content are provided for general informational purposes only.

Such content does not constitute:

• Legal advice
• Tax advice
• Investment advice
• Engineering advice
• Financial planning
• Professional consulting

Customers should consult qualified professionals regarding matters outside the scope of the Services.

By maintaining an active Subscription, you acknowledge that:

• Electricity markets fluctuate
• Savings cannot be guaranteed
• Utility Providers operate independently of Energy Panda
• Retail Electric Providers independently determine pricing and enrollment decisions
• Certain Services depend upon third-party systems
• No technology platform can eliminate all operational risk

Except to the extent expressly established by a separate written agreement, Energy Panda is not acting as your:

• Fiduciary
• Investment adviser
• Attorney
• Certified public accountant
• Insurance broker
• Financial planner

Energy Panda provides subscription-based administrative and electricity management services only.

Energy Panda shall not be responsible for delays or failures resulting from events beyond its reasonable control, including:

• Natural disasters
• Hurricanes
• Floods
• Fires
• Pandemics
• Acts of terrorism
• War
• Labor disputes
• Government actions
• Utility emergencies
• Internet outages
• Widespread cyber incidents
• Failures of third-party providers

Performance affected by such events shall be excused for the duration of the event to the extent permitted by Applicable Law.

No marketing material, customer testimonial, website content, demonstration, presentation, or statement by an Energy Panda representative creates a contractual guarantee unless expressly incorporated into this Agreement in writing.

The acknowledgements, disclaimers, and limitations contained in this Article survive termination of the Subscription to the fullest extent permitted by Applicable Law.

You may cancel your Subscription at any time using one of the cancellation methods made available by Energy Panda, including through your Customer Portal, our website, or Customer Support. Cancellation requests submitted after a recurring payment has been processed become effective at the end of the current paid billing period unless Applicable Law requires otherwise. Cancellation of your Subscription does not automatically terminate your electricity agreement with your Retail Electric Provider.

Upon the effective date of cancellation:

• Recurring subscription billing will cease
• Access to subscription-only features may end
• Customer support may be limited to post-cancellation matters
• Certain records will be retained in accordance with the Privacy Policy and Applicable

Law;

• Certain provisions of this Agreement will survive termination

Energy Panda may temporarily suspend your Subscription if:

• Payment cannot be processed
• Fraud is reasonably suspected
• Identity verification cannot be completed
• Your Account security has been compromised
• You materially violate the Terms of Service, this Agreement, or other incorporated

agreements;

• Continued access presents legal, regulatory, operational, or security risks

Where practical, Energy Panda will provide notice of a suspension and an opportunity to resolve the issue before terminating your Subscription.

Energy Panda may terminate your Subscription if:

• Required subscription fees remain unpaid after reasonable collection efforts
• Fraudulent activity is confirmed
• False or misleading information is provided during enrollment or account maintenance
• Continued service would violate Applicable Law
• Energy Panda discontinues the Subscription service
• You materially breach the Terms of Service or this Agreement

Termination under this section does not relieve either party of obligations that accrued before termination.

Termination or cancellation of your Energy Panda Subscription does not:

• Cancel your electricity contract
• Change your Retail Electric Provider
• Terminate utility service
• Affect obligations owed to your Utility Provider or Retail Electric Provider

You remain responsible for managing your electricity service after your Subscription ends.

Termination or cancellation does not eliminate responsibility for:

• Subscription charges already incurred
• Authorized recurring charges processed before cancellation became effective
• Valid chargebacks
• Collection costs where recoverable under Applicable Law
• Other amounts lawfully owed to Energy Panda

After termination or cancellation:

• Energy Panda may retain customer records as described in its Privacy Policy
• Certain information may remain in secure backups for a limited period
• Information may be retained to comply with legal obligations, resolve disputes, prevent fraud, or enforce contractual rights

Deletion requests remain subject to the Privacy Policy and Applicable Law.

Energy Panda may modify this Subscription Agreement from time to time.

If a material change affects your rights or obligations, Energy Panda will provide notice consistent with Applicable Law before the revised Agreement becomes effective. Continued use of the Subscription after the effective date constitutes acceptance of the revised Agreement unless Applicable Law requires additional consent.

You may not assign or transfer this Agreement without Energy Panda's prior written consent. Energy Panda may assign this Agreement in connection with:

• A merger
• Acquisition
• Sale of assets
• Corporate reorganization
• Financing transaction
• Change of control

This Agreement binds and benefits the parties and their respective successors and permitted assigns.

This Agreement is governed by the laws of the State of Texas, except to the extent superseded by applicable federal law. Dispute resolution is governed by the arbitration provisions contained in the Energy Panda Terms of Service.

This Subscription Agreement is incorporated into and should be read together with:

• Terms of Service
• Privacy Policy
• Utility Enrollment Authorization
• Electronic Communications & E-SIGN Consent
• Refund Policy
• Billing & Cancellation Policy
• Automatic Renewal Terms

In the event of a direct conflict relating specifically to subscription billing or administration, this Agreement governs unless Applicable Law requires otherwise.

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect to the maximum extent permitted by Applicable Law.

This Agreement, together with the documents incorporated by reference, constitutes the complete agreement regarding your Energy Panda Subscription and supersedes prior discussions or understandings relating to the Subscription.

The following provisions survive cancellation or termination to the extent applicable:

• Outstanding payment obligations
• Record retention
• Confidentiality obligations
• Intellectual property protections
• Dispute resolution
• Arbitration
• Limitation of liability
• Indemnification
• Privacy obligations
• Any provisions intended by their nature to survive

This Agreement becomes effective upon your electronic acceptance, successful purchase of a Subscription, or first use of the Subscription Services, whichever occurs first.