Utility Account Holder Authorization and Agreement
Utility Account Holder Authorization and Agreement
NOTE: If you are a UtilityAPI data services user, your use of
UtilityAPI is covered by the
Data Services Agreement.
Effective Date: December 8, 2018
IMPORTANT NOTICE: THIS UTILITY ACCOUNT HOLDER AUTHORIZATION
AND AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND
CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED
IN THE ARBITRATION AND CLASS ACTION WAIVER SECTIONS BELOW.
PLEASE READ CAREFULLY.
We help you share your utility account, billing, and
usage data with third parties.
UtilityAPI provides a platform that allows you to share your
utility account, billing, and usage information ("Utility Data")
with third parties that you authorize ("Authorized Persons").
This Utility Account Holder Authorization and Agreement (this
"Agreement") sets forth the terms and conditions under which
we provide this service (the "Service") through our website
(the "Site") or embedded in software used by third parties
If you don't agree to this Agreement, do not sign it and
do not use the Service.
By clicking to accept or agree to this Agreement where that
option is made available or by signing this Agreement (including
via digital signature) and submitting your information to us,
you certify that you have read and agree to be bound by the
IF YOU DO NOT ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT
TO THESE TERMS OR ACCESS OR USE THE PLATFORM.
To use the Service, you must be able to form a binding
contract with us.
To use the Service, you must be legally authorized to accept
and be bound by the terms of this Agreement and be of a legal
age to form a binding contract with UtilityAPI.
If you use the Service on behalf of an entity, you represent
and warrant that you have the authority to bind that entity,
your acceptance of the Agreement will be deemed an acceptance
by that entity, and "you" and "your" herein shall refer to
The Service only works if we have your permission to
access your Utility Data, and you can revoke your
By clicking to accept or agree to this Agreement or by signing
this Agreement (including via digital signature), and providing
your login and/or registration information for your online
account with your utility service provider (the "Account"),
you hereby request and authorize UtilityAPI to: (i) access
your Account as is reasonably necessary and perform any
actions necessary in order to collect your Utility Data over
the time period for which you request us to do so through the
Site or Software; (ii) store your Utility Data and provide
it to the Authorized Persons (including in a downloadable
format); and (iii) receive your information, such as an email,
from the Authorized Persons, so that we may send you a receipt
confirmation of the actions taken on your behalf.
To the extent required by your utility or jurisdiction,
you hereby appoint UtilityAPI as your agent with authority
to access your Account and collect and store Utility Data on
your behalf solely for purposes of providing Utility Data to
the Authorized Persons, as described in UtilityAPI's
You may revoke the foregoing authorization and appointment at
any time via the link on the receipt email sent to your
provided email or by sending an email to
with your name, email address and receipt confirmation number.
In the event of a merger, sale of capital stock or assets,
reorganization, consolidation or similar transaction
(a "Business Transfer") involving UtilityAPI, this
authorization will automatically be revoked.
You must be the owner of the account or be authorized to
appoint UtilityAPI as the Account owner's limited agent.
You represent and warrant to UtilityAPI that you are the
owner of the Account or are legally authorized to act on
behalf of the Account owner and that you have all necessary
rights to provide to us the right to access your Account as
contemplated hereunder, including the ability to appoint
UtilityAPI as the Account owner's agent with authority in
3. Utility Data
We may not always be able to provide the Utility Data to
You acknowledge that no software is error-free and our
Service may be subject to interruption or malfunction for a
variety of reasons, including because of changes made by the
utility to its interface from which the Service accesses
your Utility Data. As such, we do not guarantee that the
Service will be able to successfully provide the Utility
Data to the Authorized Persons, and you acknowledge that you
may ultimately need to obtain and provide the Utility Data
to the Authorized Persons through other means. To the
maximum extent permitted by law, we will have no liability
to you for any failure to accurately and completely provide
your Utility Data to your Authorized Persons. You acknowledge
that the Service is provided to you for convenience purposes
at no charge based in part on our reliance upon your assent
to this Agreement.
UtilityAPI does not review the Utility Data for accuracy,
legality, or non-infringement, and is not responsible for
the Utility Data.
4. Authorized Persons
We are not responsible for your interactions with
You acknowledge that (i) UtilityAPI is an entirely separate
business entity than each of the Authorized Persons and (ii)
UtilityAPI does not control the acts or omissions of any of
the Authorized Persons in any way and will have no liability
in relation thereto or in relation to any products or
services provided by or on behalf of the Authorized Persons
to you. You are solely responsible for all of your dealings
with the Authorized Persons.
Please review UtilityAPI's
disclose information that you submit or that we otherwise
obtain, including Utility Data.
You're giving us a license to use your Utility Data to
provide and improve the Service. You can revoke this
license at any time.
You hereby grant UtilityAPI a perpetual, non-exclusive,
assignable, fully paid up, royalty-free, sublicensable and
worldwide license to use the Utility Data, including to
provide the Service and in accordance with UtilityAPI's
Your Utility Data belongs to you. The Site and the
Service belong to us.
Except for the Utility Data, for which you have granted
UtilityAPI a license, UtilityAPI shall retain all right,
title and interest in and to the Site and Service, including
without limitation all intellectual property rights. Subject
to this Agreement, UtilityAPI grants you a limited license
to use the Site and Service. Any future release, update or
other addition to the Site or Service shall be subject to
this Agreement. UtilityAPI, its suppliers and service
providers reserve all rights not granted in this Agreement.
You don't have to, but if you choose to give us feedback,
you agree that we are free to use it without any
restriction or compensation to you.
If you choose to submit comments, ideas or feedback
("Feedback"), you agree that we are not obligated to keep
them confidential and that we are free to use them without
any restriction or compensation to you. By accepting your
submission, UtilityAPI does not waive any rights to use
similar or related Feedback previously known to UtilityAPI,
or developed by its employees, or obtained from sources
other than you.
9. Restrictions on Access and Usage
You have to abide by our rules to use the Service.
When accessing and using the Service, you specifically agree to:
Only use (or attempt to use) the Service through
interfaces provided by UtilityAPI; and
Comply with the instructions in any robots.txt file
present on the Service.
When accessing and using the Service, you specifically agree not to:
Engage in activity that is in violation of this Agreement
or is unlawful, harmful, tortious, invasive of another's
privacy, or otherwise objectionable;
Engage in conduct that is fraudulent or otherwise harmful
to UtilityAPI, our partners, or any other user;
Access the Service if we have prohibited you from such
Probe, scan, or test the vulnerability of the Site or
breach any security or authentication measures;
Use a third party's credentials, conceal your true IP
address, or otherwise impersonate or misrepresent your
identity, your affiliation with any person or entity;
Use any meta tags or other hidden text or metadata
utilizing a UtilityAPI trademark, logo, URL, or product
name without UtilityAPI's express written consent; or
Infringe any patent, trademark, trade secret, copyright,
or other proprietary rights of any party.
And, you will not attempt to do anything, or permit,
encourage, assist, or allow any third party to do anything,
prohibited in this list of bulleted items, or attempt,
permit, encourage, assist, or allow any other violation of
10. Third Party Links
We're not responsible for any third party links on our Site.
The Site may contain links to third party services such as
third party websites, applications, or ads ("Third Party Links").
We do not control and are not responsible for Third Party Links.
We provide these Third Party Links only as a convenience and
do not review, approve, monitor, endorse, warrant, or make any
representations with respect to them, or any content, products
or services accessible through such links. Your use of all
Third Party Links is at your own risk.
You agree to indemnify and hold UtilityAPI and its affiliated
companies, suppliers, licensors and partners, and each of their
officers, directors and employees, (collectively, "UtilityAPI Parties")
harmless from any claims, demands, losses, damages, losses,
expenses, or liabilities, including attorney's fees, arising
out of or in connection with any claims concerning (a) your
use or misuse of the Service or Site, (b) violation of the
rights of any other person or entity, (c) any breach of this
Agreement, or (d) your violation of any applicable laws,
rules or regulations.
We reserve the right, at our own expense, to assume the
exclusive defense and control of any matter for which you
are required to indemnify us and you agree to cooperate with
our defense of these claims. This provision does not require
you to indemnify any of the UtilityAPI Parties to the extent
the claim arises out of such party's unconscionable commercial
practice, negligence, fraud, deception, false promise,
misrepresentation or concealment, suppression or omission of
any material fact. You agree that the provisions in this
section will survive any termination of your authorization,
this Agreement, or your use of the Service.
Notwithstanding the foregoing paragraph, if you are a resident
of New Jersey, you only agree to release, defend, indemnify,
and hold UtilityAPI and its affiliates and subsidiaries, and
their respective officers, directors, employees and agents,
harmless from and against any third-party claims, liabilities,
damages, losses, and expenses, including without limitation
reasonable legal and accounting fees, arising out of or in
any way connected with your violation of this Agreement.
If you are a California resident, you waive
California Civil Code Section 1542,
"A general release does not extend to claims which the
creditor does not know or suspect to exist in his or her
favor at the time of executing the release, which if
known by him or her must have materially affected his or
her settlement with the debtor."
If you are not a California resident, you waive your rights
under any statute or common law principle similar to Section
1542 that governs your rights in the jurisdiction of your
THIS DISCLAIMERS SECTION IS AN ESSENTIAL PART OF THIS AGREEMENT.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT
PERMITTED BY APPLICABLE LAW, AND EXCEPT AS EXPRESSLY STATED
IN THESE TERMS, YOUR USE OF THE SERVICE AND SITE AND IS AT
YOUR SOLE RISK.
THE SERVICE AND SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE"
BASIS. UTILITYAPI EXPRESSLY DISCLAIMS AND EXCLUDES ANY AND ALL
WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING
WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY,
NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED
WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OF TRADE OR
PERFORMANCE. UTILITYAPI AND ITS SUPPLIERS, LICENSORS, PARTNERS
AND SERVICE PROVIDERS DO NOT WARRANT THAT THE FUNCTIONALITY
PROVIDED BY THE SERVICE WILL BE CORRECT, UNINTERRUPTED, TIMELY
OR ERROR-FREE. UTILITYAPI AND ITS SUPPLIERS, LICENSORS, PARTNERS
AND SERVICE PROVIDERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS
REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE OR
SITE IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, UTILITYAPI SHALL NOT
BE LIABLE TO YOU IN CONNECTION WITH THIS AGREEMENT, THE SITE
OR SERVICE, FOR ANY PUNITIVE, INCIDENTAL, INDIRECT, SPECIAL,
RELIANCE OR CONSEQUENTIAL DAMAGES, INCLUDING ANY FAILURE TO
ACHIEVE COST SAVINGS, WHETHER BASED ON BREACH OF CONTRACT,
TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, THAT RESULT FROM
YOUR USE OR THE INABILITY TO USE THE SITE OR SERVICE OR ANY
OTHER INTERACTIONS WITH UTILITYAPI, EVEN IF UTILITYAPI OR A
UTILITYAPI AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL UTILITYAPI'S
AGGREGATE LIABILITY AND DAMAGES IN CONNECTION WITH THIS AGREEMENT,
THE SITE OR SERVICE EXCEED FIFTY U.S. DOLLARS ($50).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED
WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR
CONSEQUENTIAL DAMAGES, WHICH MEANS THAT SOME OF THE ABOVE
LIMITATIONS MAY NOT APPLY TO YOU. IN THESE JURISDICTIONS,
UTILITYAPI'S LIABILITY WILL BE LIMITED TO THE GREATEST
EXTENT PERMITTED BY LAW.
THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY
FULLY TO RESIDENTS OF NEW JERSEY.
PLEASE READ THE FOLLOWING ARBITRATION AGREEMENT IN THIS SECTION
("ARBITRATION AGREEMENT") CAREFULLY. IT REQUIRES YOU TO ARBITRATE
MOST DISPUTES WITH UTILITYAPI AND LIMITS THE MANNER IN WHICH YOU
CAN SEEK RELIEF FROM US.
You and UtilityAPI agree that this Agreement affects
interstate commerce and that the Federal Arbitration Act
governs the interpretation and enforcement of these
This Arbitration Agreement shall apply, without limitation,
to all claims that arose or were asserted before the
Effective Date of this
Agreement or any prior version of this Agreement.
Initial Dispute Resolution.
Most disputes can be resolved without resort to arbitration.
In the event of a dispute, UtilityAPI or you must provide
the other notice of the dispute. This notice must provide a
brief, written description of the dispute, the relief
requested and the contact information of the party giving it.
You must send any such notice to UtilityAPI by email to
and by U.S. Mail to UtilityAPI, Inc. Attn: Operations Officer,
1212 Broadway, 16th Floor, Oakland, CA 94612. To the extent that
UtilityAPI has your contact information, it will send any
such notice to you by U.S. Mail and your email address.
The parties agree to use their best efforts to settle any
dispute, claim, question, or disagreement directly through
consultation with one another, and good faith negotiations
shall be a condition to either party initiating a lawsuit or
Notwithstanding the foregoing, disputes concerning patents,
copyrights, moral rights, trademarks, and trade secrets and
claims of piracy or unauthorized use of the Website shall
not be subject to arbitration, and the notice and good faith
negotiation required by this paragraph shall not apply to
these types of disputes.
Except as provided herein, if we cannot resolve a dispute
informally, any dispute will be resolved only by binding
arbitration to be held in the U.S. state in which you
reside. For residents outside the United States, arbitration
shall be initiated in Oakland, California. UtilityAPI and
you further agree to submit to the personal jurisdiction of
any state or federal court in Oakland, California to
compel arbitration, stay proceedings pending arbitration, or
to confirm, modify, vacate, or enter judgment on the award
entered by the arbitrator.
Arbitration Rules and Forum.
To begin an arbitration proceeding,
you must send a letter requesting arbitration and describing
your claim to the Operations Officer, UtilityAPI, Inc.,
1212 Broadway, 16th Floor, Oakland, CA 94612. The arbitration will be
conducted by a single arbitrator. Disputes involving claims
and counterclaims with an amount in controversy under $250,000,
not inclusive of attorneys' fees and interest, shall be subject
to JAMS' most current version of the Streamlined Arbitration
Rules and procedures available at
all other claims shall be subject to JAMS's most current
version of the Comprehensive Arbitration Rules and Procedures,
JAMS's rules are also available at
or by calling JAMS at 800-352-5267. If JAMS is not available
to arbitrate, the parties will select an alternative
arbitral forum. If there is a conflict between the JAMS
Rules (or the rules of the alternative arbitral forum
selected by the parties) and the rules set forth in this
Agreement, the rules set forth in this Agreement will govern.
ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL.
You may, in arbitration, seek any and all remedies otherwise
available to you pursuant to your state's law.
To the extent the filing fee for the arbitration exceeds the
cost of filing a lawsuit, UtilityAPI will pay the additional
cost. UtilityAPI shall also bear the cost of any arbitration
fees, unless the arbitrator finds your claims, defenses, or
other fee-generating activity to be asserted or conducted for
an improper purpose or frivolous. You are responsible for all
other additional costs that you may incur in the arbitration
including, without limitation, attorney's fees and expert
witness costs unless UtilityAPI is specifically required to
pay such fees under applicable law.
If UtilityAPI's or your claim is solely for monetary relief
of $10,000 or less and does not include a request for any type
of equitable remedy, the party bringing the claim may choose
whether the arbitration of the claim will be conducted,
through a telephonic hearing, or by an in-person hearing
under the JAMS Rules, solely based on documents submitted to
You or UtilityAPI may choose to pursue a claim in small
claims court where jurisdiction and venue over you and
UtilityAPI otherwise qualifies for such small claims court
and where the claim does not include a request for any type
of equitable relief. However, if you decide to pursue a
claim in small claims court, you agree to still provide
UtilityAPI with advance notice by email to
and by U.S. Mail to UtilityAPI, Inc., 1212 Broadway, 16th Floor, Oakland, CA 94612.
Authority of Arbitrator.
The arbitrator, and not any federal,
state or local court or agency shall have exclusive authority
to resolve any dispute related to the interpretation,
applicability, enforceability or formation of this Arbitration
Agreement including, but not limited to any claim that all or
any part of this Arbitration Agreement is void or voidable.
The arbitrator will decide the rights and liabilities, if any,
of you and UtilityAPI. The arbitration proceeding will not be
consolidated with any other matters or joined with any other
proceedings or parties – see Section 16 below for more information.
The arbitrator shall have the authority to grant motions
dispositive of all or part of any claim or dispute. The
arbitrator shall have the authority to award monetary damages
and to grant any non-monetary remedy or relief available to an
individual under applicable law, the arbitral forum's rules,
and this Agreement (including the Arbitration Agreement).
The arbitrator shall issue a written award and statement of
decision describing the essential findings and conclusions on
which any award (or decision not to render an award) is based,
including the calculation of any damages awarded. The arbitrator
shall follow the applicable law. The arbitrator has the same
authority to award relief on an individual basis that a judge
in a court of law would have. The award of the arbitrator is
final and binding upon you and us.
Waiver of Jury Trial.
YOU AND UTILITYAPI HEREBY WAIVE ANY
CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER
THAN SMALL CLAIMS COURT AS PERMITTED HEREIN) AND HAVE A TRIAL
IN FRONT OF A JUDGE OR A JURY. You and UtilityAPI are instead
electing that all covered claims and disputes shall be
resolved by arbitration under this Arbitration Agreement,
except as specified in above. An arbitrator can award on an
individual basis the same damages and relief as a court and
must follow this Agreement as a court would. However, there
is no judge or jury in arbitration, and court review of an
arbitration award is subject to very limited review.
30-Day Right to Opt Out.
You have the right to opt out of the provisions of this
Arbitration Agreement by sending a timely written notice of
your decision to opt out to the following address:
UtilityAPI, Inc. Attn: Arbitration Opt-Out,
1212 Broadway, 16th Floor, Oakland, CA 94612, or by email to
within 30 days after first becoming subject to this
Arbitration Agreement. Your notice must include your name
and address, the email address you used on your authorization
form, and a clear statement that you want to opt out of this
Arbitration Agreement. If you opt out of this Arbitration
Agreement, all other parts of this Agreement will continue
to apply to you. Opting out of this Arbitration Agreement
has no effect on any other arbitration agreements that you
may currently have with us, or may enter into in the future
Parents, Subsidiaries, Affiliates.
This Arbitration Section will also apply to any claims
asserted by you against any present or future parent,
subsidiary, or affiliated company of UtilityAPI, or any
employee, officer, director, or investor of UtilityAPI, and
to any claims asserted by any of them against you, to the
extent that any such claims arise out of or relate to this
Agreement (such as with respect to their validity or
enforceability), the Service, any person's access to and/or
use of the Service, and/or the provision of content,
products, services, and/or technology on or through the
Changes to This Section:
UtilityAPI will provide thirty (30) days' notice of any
changes to this section by posting on the UtilityAPI website
or app, sending you a message, or otherwise notifying you
when you are logged into your Account. Amendments will
become effective thirty (30) days after they are posted on
the UtilityAPI website or sent to you.
Changes to this section will otherwise apply prospectively
only to claims arising after the thirtieth (30th) day. If a
court or arbitrator decides that this subsection on "Changes
to This Section" is not enforceable or valid, then this
subsection shall be severed from the section entitled
"Arbitration and Class Action Waiver," and the court or
arbitrator shall apply the first Arbitration and Class
Action Waiver section in existence after you began using
Subject to Section 16,
if any part or parts of this Arbitration Agreement are found
under the law to be invalid or unenforceable, then such
specific part or parts shall be of no force and effect and
shall be severed and the remainder of the Arbitration
Agreement shall continue in full force and effect.
Survival of Agreement.
This Arbitration Agreement will survive the termination or
expiration of the Agreement or your relationship with
15. WAIVER OF CLASS OR CONSOLIDATED ACTIONS
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY
AFFECT YOUR LEGAL RIGHTS.
UtilityAPI and you agree to resolve any dispute will be
brought in an individual capacity, and not on behalf of, or
as part of, any purported class, consolidated, or
representative proceeding. UtilityAPI and you further agree
to not participate in any consolidated, class, or
representative proceeding (existing or future) brought by
any third party arising out of or relating to any dispute
with a third party.
The arbitrator cannot combine more than one person's or
entity's claims into a single case, and cannot preside over
any consolidated, class or representative proceeding (unless
we agree otherwise). And, the arbitrator's decision or award
in one person's or entity's case can only impact the person
or entity that brought the claim, not other UtilityAPI
customers, and cannot be used to decide other disputes with
If any court or arbitrator determines that the
class/consolidated/representative action waiver set forth in
this section is void or unenforceable for any reason or that
arbitration can proceed on a class, consolidated, or
representative basis, then the disputes, claims, or
controversies will not be subject to arbitration and must be
litigated in federal court located in Oakland, California.
If any clause within this Class Action Waiver Section is
found to be illegal or unenforceable, that specific clause
will be severed from this section, and the remainder of its
provisions will be given full force and effect.
This Class Action Waiver Section will also apply to any
claims asserted by you against any present or future parent,
subsidiary or affiliated company of UtilityAPI, or any
employee, officer, director, or investor of UtilityAPI, and
to any claims asserted by any of them against you, to the
extent that any such claims is a dispute.
This Class Action Waiver section shall survive any
termination of your account or the Service.
Subject to Sections 14 and
above, if any provision of this Agreement is adjudicated to
be invalid, illegal or unenforceable, such provision shall
be deemed severed from this Agreement and the remainder of
the Agreement shall remain unaffected.
The failure by either party to insist upon the strict
performance of this Agreement, or to exercise any term
hereof, will not act as a waiver of any right, promise or
term, which will continue in full force and effect. A waiver
of any provision of this Agreement will only be valid if
provided in writing and will only be applicable to the
specific incident and occurrence so waived.
This Agreement and any dispute of any sort that might arise
between you and the UtilityAPI will be governed and
interpreted by and under the laws of the state of
California, consistent with the Federal Arbitration Act,
without giving effect to any conflict of law or other
principles that provide for the application of the law of
Any claim or dispute between you and UtilityAPI that arises
out of or is related to the Service and is not subject to
arbitration shall be decided exclusively by a court of
competent jurisdiction located in Alameda County,
California, and you hereby consent to, and waive all
defenses of lack of personal jurisdiction and forum non
conveniens with respect to venue and jurisdiction in the
state and federal courts of Alameda County, California.
This Agreement constitutes the entire agreement between you
and us with respect to the subject matter hereof, and
supersedes any and all prior or contemporaneous oral or
written representations, understandings, agreements or
communications between us concerning the subject matter
hereof. Neither party is relying upon any warranties,
representations, assurances or inducements not expressly
set forth herein.
The section headings used herein are for convenience only
and shall not be given any legal import.
17. Contacting Us
If you have any questions about this Agreement please
contact us at email@example.com
or (510) 907-0009 or UtilityAPI, Attn: Authorization Agreement,
1212 Broadway, 16th Floor, Oakland, CA 94612.