Third Party Access Agreement

Please read this Third Party Access Agreement (the “Agreement”) carefully. By accessing, registering for or using the Service (as defined below), you are agreeing to this Agreement.

This Agreement is between you and Consolidated Edison Company of New York, Inc. (“Con Edison” or “we” or “us”) concerning your access to the MY ACCOUNT portal (“My Account”) as a third-party representative of a Con Edison customer (such third-party access to My Account, and any related features or functionalities, the “Service”).

You hereby affirm that you are of legal age to enter into this Agreement.

If you are an individual accessing or using the Service on behalf of, or for the benefit of, any corporation, partnership or other entity with which you are associated (an “Organization”), then you are agreeing to this Agreement on behalf of yourself and such Organization, and you represent and warrant that you have the legal authority to bind such Organization to this Agreement. For avoidance of doubt, the rights and authorizations granted to you under this Agreement are personal to you, and no other individual (including any other individual within your Organization) has any rights or authorizations under this Agreement. References to “you” and “your” in this Agreement will refer to both the individual using the Service and to any such Organization.

1. Changes. We may change this Agreement from time to time by notifying you of such changes by any reasonable means, including by posting a revised Agreement through the Service or My Account. Any such changes will not apply to any dispute between you and us arising prior to the date on which we posted the revised Agreement incorporating such changes, or otherwise notified you of such changes. Your use of the Service or My Account following any changes to this Agreement will constitute your acceptance of such changes. The “Last Updated” legend above indicates when this Agreement was last changed. We may, at any time and without liability, modify or discontinue all or part of the Service (including access to the Service via any third-party links); charge, modify or waive any fees required to use the Service; or offer opportunities to some or all Service users.

2. Customer Authorization. You represent and warrant that you are and will remain authorized by each Con Edison customer whose account you access through My Account using the Service (the “Customer”) to access the Customer’s account and Customer Data (as defined below) and to perform any Customer Action (as defined below) on behalf of the Customer. You must retain written documentation of such authorization, and you must provide such documentation to Con Edison upon request. You are and will remain liable to the Customer and to Con Edison for any claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) arising out of or relating to (a) your access to and use of the Service and My Account, and any activities in connection with the Service and My Account, including any Customer Action that you may perform or fail to perform; (b) your access to and use of any Customer Data; (c) any agreement or dispute between you and the Customer, including in connection with any authorization granted by the Customer; and (d) any violation or alleged violation of this Agreement by you. Con Edison does not guarantee that access to Customer Data will be unrestricted or unimpaired, and Con Edison is not responsible for your use or disclosure of or inability to access Customer Data.

3. Customer Data. “Customer Data” means any and all data and information of or concerning a Customer that is accessible through My Account, which may include: name, telephone number and service address; billing information; electric energy usage, electric service (including service account number, service start date, electricity demand (e.g., kilowatts), credit history, rate schedule(s), meter read dates, interval usage or interval time-of-use indicators, or number or type of meters at a location). You must not sell, lend, disclose or otherwise make available to any third party (including any affiliate) any Customer Data in any form, or use any Customer Data for the benefit of yourself or any third party, except to the extent specifically authorized by the Customer in writing or required by legal authority. You must not use Customer Data for any purpose that is unlawful, tortious or prohibited by the Customer or this Agreement. You must not access, or attempt to access: (a) any Customer Data, other than the Customer Data that the Customer has authorized you to access, which is accessible to you through the functionality of the Service; or (b) any other Con Edison computer system, network, server, data or information, whether by hacking, password mining or any other means. You must implement and maintain reasonable administrative, technical, and physical security safeguards that are appropriate for the type of data being accessed through the Service that will protect Customer Data from any unauthorized access, use, modification or disclosure. You must immediately notify Con Edison upon discovery of any suspected breach or compromise of the privacy, security, confidentiality or integrity of Customer Data, the Service, My Account, or any other Con Edison system. Such notice must include: (a) a brief summary of the issue, facts and status of your investigation of the incident; (b) the potential number of customers affected by the incident; and (c) any other information pertinent to Con Edison’s understanding of the incident.

4. Customer Actions. “Customer Actions” means any and all actions relating to a Customer that may be performed through My Account by a third-party representative, which may include: making payments; starting, stopping and transferring service; reporting an outage; submitting meter readings; enrolling in programs with energy service companies; managing account preferences, which may include notification settings; enrolling in assistance programs; entering new credit card or bank account information; and requesting payment agreements and extensions. Customer Actions shall also include your ability to manage consents to certain third-party access to Customer Data on the New York State Integrated Energy Data Resource platform. You must not perform any Customer Actions except as expressly authorized by the Customer, and you also agree that you will perform any Customer Action directed by the Customer. You acknowledge that Con Edison may inform the Customer of any Customer Actions or other activities in connection with My Account through the Service, but that you remain solely responsible for informing Customer of all Customer Actions and other such activities.

5. Revocation of Access. Your access to My Account through the Service may be revoked by the Customer or Con Edison at any time. You also agree that you will terminate your access to My Account through the Service if the Customer notifies you that the Customer has revoked your authorization as described in Section 2 above. Upon any such revocation or termination, you must immediately cease accessing or using My Account through the Service, cease performing any Customer Actions, and, unless expressly directed otherwise by the Customer in writing, cease using all Customer Data and destroy all copies of Customer Data (including any extracts, compilations, studies or other documents based upon, derived from or containing Customer Data) in your possession or control.

6. Additional Terms. You acknowledge and agree that your use of My Account is also subject to any additional terms and conditions that Con Edison may make available in connection with My Account, and you hereby agree to be bound by any such additional terms and conditions.

7. Information Submitted. Your submission of information in connection with the Service is governed by Con Edison’s Privacy Policy, located at https://www.coned.com/en/conedison-privacy-statement (the “Privacy Policy”). You represent and warrant that any information you provide in connection with the Service is and will remain accurate and complete, and that you will maintain and update such information as needed.

8. Jurisdictional Issues. The Service is controlled or operated (or both) from the United States, and is not intended to subject Con Edison to any non-U.S. jurisdiction or law. The Service may not be appropriate or available for use in some non-U.S. jurisdictions. Any use of the Service is at your own risk, and you must comply with all applicable laws, rules and regulations in doing so. We may limit the Service’s availability at any time, in whole or in part, to any person, geographic area or jurisdiction that we choose.

9. Registration; User Names and Passwords. You may need to register to use all or part of the Service. We may reject, or require that you change, any user name, password or other information that you provide to us in registering. Your user name and password are for your personal use only and should be kept confidential; you, and not Con Edison, are responsible for any use or misuse of your user name or password, and you must promptly notify us of any confidentiality breach or unauthorized use of your user name or password, or your Service account.

10. Monitoring. We may (but have no obligation to) monitor, evaluate, alter or remove any information or other material that you submit, before or after it appears on My Account, or analyze your access to or use of the Service, including any Customer Actions or access to Customer Data. We may disclose information regarding your access to and use of the Service, and the circumstances surrounding such access and use, to anyone (including the Customer) for any reason or purpose.

11. Con Edison’s Proprietary Rights. We and our suppliers own the Service and My Account, which is protected by proprietary rights and laws. All trade names, trademarks, service marks and logos on the Service and My Account not owned by us are the property of their respective owners. You may not use our trade names, trademarks, service marks or logos in connection with any product or service that is not ours, or in any manner that is likely to cause confusion. Nothing contained on the Service or My Account should be construed as granting any right to use any trade names, trademarks, service marks or logos without the express prior written consent of the owner.

12. Disclaimer of Warranties. To the fullest extent permitted under applicable law: (a) the Service, My Account and any Customer Data are made available to you on an “As Is,” “Where Is” and “Where Available” basis, without any warranties of any kind, whether express, implied or statutory; and (b) Con Edison disclaims all warranties with respect to the Service, My Account and any Customer Data, including the warranties of merchantability, fitness for a particular purpose, non-infringement and title. All disclaimers of any kind (including in this section and elsewhere in this Agreement) are made for the benefit of both Con Edison and its affiliates and their respective shareholders, directors, officers, employees, affiliates, agents, representatives, licensors, suppliers and service providers (collectively, the “Affiliated Entities”), and their respective successors and assigns.

13. Limitation of Liability. To the fullest extent permitted under applicable law: (a) Con Edison will not be liable for any indirect, incidental, consequential, special, exemplary or punitive damages of any kind, under any contract, tort (including negligence), strict liability or other theory, including damages for loss of profits, use or data, loss of other intangibles, loss of security of submissions (including unauthorized interception by third parties of any submissions) or the Service or My Account, even if advised in advance of the possibility of such damages or losses; (b) without limiting the foregoing, Con Edison will not be liable for damages of any kind resulting from your use of or inability to use the Service or My Account (including to perform any Customer Action) or from any Customer Data, including from any virus that may be transmitted in connection therewith; (c) your sole and exclusive remedy for dissatisfaction with the Service, My Account or any Customer Data is to stop using the Service and My Account; and (d) the maximum aggregate liability of Con Edison for all damages, losses and causes of action, whether in contract, tort (including negligence) or otherwise, shall be the greater of (a) the total amount, if any, paid by you to Con Edison to use the Service; and (b) ten U.S. Dollars ($10). All limitations of liability of any kind (including in this section and elsewhere in this Agreement) are made for the benefit of both Con Edison and the Affiliated Entities, and their respective successors and assigns.

14. Indemnity. To the fullest extent permitted under applicable law, you agree to defend, indemnify and hold harmless Con Edison and the Affiliated Entities, and their respective successors and assigns, from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses and fees (including attorneys’ fees) arising out of or relating to: (a) your access to and use of the Service or My Account, and any activities in connection with the Service or My Account, including any Customer Action that you may perform or fail to perform; (b) your access to and use of any Customer Data; (c) any agreement or dispute between you and the Customer, including in connection with any authorization granted by the Customer; and (d) any violation or alleged violation of this Agreement by you.

15. Termination. This Agreement is effective until terminated. Con Edison may terminate or suspend your use of the Service or My Account at any time and without prior notice, for any or no reason, including if Con Edison believes that you have violated or acted inconsistently with the letter or spirit of this Agreement. Upon any such termination or suspension, your right to use the Service and My Account will immediately cease, and Con Edison may, without liability to you or any third party, immediately deactivate or delete your user name, password and account, and all associated materials, without any obligation to provide any further access to such materials. Sections 3, 5–8 and 11–17 shall survive any expiration or termination of this Agreement.

16. Governing Law; Jurisdiction. This Agreement is governed by and shall be construed in accordance with the laws of the State of New York, U.S.A., without regard to its principles of conflicts of law, and regardless of your location. You agree to exclusive jurisdiction of the federal and state courts located in New York County, New York, U.S.A., and waive any jurisdictional, venue or inconvenient forum objections to such courts.

17. Miscellaneous. This Agreement does not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and Con Edison. If any provision of this Agreement is found to be unlawful, void or for any reason unenforceable, that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provision. You may not assign, transfer or sublicense any or all of your rights or obligations under this Agreement without our express prior written consent. Any assignment, transfer or sublicense in violation of this Section shall be null and void. We may assign, transfer or sublicense any or all of our rights or obligations under this Agreement without restriction. No waiver by either party of any breach or default under this Agreement will be deemed to be a waiver of any preceding or subsequent breach or default. Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision. All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in this Agreement shall be construed as if followed by the phrase “without limitation.” This Agreement, including any terms and conditions incorporated herein, is the entire agreement between you and Con Edison relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and Con Edison relating to such subject matter. Notices to you (including notices of changes to this Agreement) may be made via posting to the Service or by e-mail (including in each case via links), or by regular mail. Without limitation, a printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Con Edison will not be responsible for any failure to fulfill any obligation due to any cause beyond its control.