Inspire Terms of Use

Last Updated: June 09, 2021

Welcome, and thank you for your interest in Inspire Energy Holdings, LLC, Inspire Digital Services USA, LLC, and our affiliates (“Inspire”, “we”, “our” or “us”) and our website at https://www.inspirecleanenergy.com/, including subdomains of that website (collectively, the “Site”). These Terms of Use are a legally binding contract between you and Inspire regarding your use of the Site.

PLEASE READ THE FOLLOWING TERMS CAREFULLY. BY ACCESSING OR USING THE SITE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SITE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING THE PRIVACY POLICY (DEFINED BELOW) (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SITE. YOUR USE OF THE SITE, AND INSPIRE’S PROVISION OF THE SITE TO YOU, CONSTITUTES AN AGREEMENT BY INSPIRE AND BY YOU TO BE BOUND BY THESE TERMS.

We reserve the right to modify and change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes.

1. Services Overview.

The Site provides information about Inspire. Our mission is to transform the way consumers access clean energy to accelerate the world’s transition to a net-zero carbon future. To achieve our mission, we offer our nationwide digital energy experience through Inspire Digital Services USA, LLC, and subsidiaries. In deregulated states, we offer energy services through our licensed electricity supplier, Inspire Energy Holdings, LLC.

In addition to the Site, we offer our digital energy experience, mobile application, and other software (including, without limitation, the Inspire Connections Software) (collectively, the “Services”), and the products made available for sale by Inspire through the Services (“Products”). In order to use the Services, you may be required to register for an applicable Product. Each of the Services and Products may be governed by a separate Terms of Use, Terms of Service, or Terms and Conditions document (“Product and Service Terms”). All Services are subject to our Electronic Signature and Communication Disclosure (“Electronic Signature and Communication Disclosure”) and Privacy Policy (“Privacy Policy”), which will be made available to you prior to enrolling in or initiating any Services, and you must agree to any applicable Product and Service Terms, the Electronic Signature and Communication Disclosure, and Privacy Policy in order to use the Services.

2. Eligibility

You must be at least 18 years old to use the Site. By agreeing to these Terms, you represent and warrant to us that:

  1. you are at least 18 years old;
  2. you have not previously been suspended or removed from the Site or any other service provided by Inspire; and
  3. your use of the Site is in compliance with any and all applicable laws and regulations.

3. Licenses

3.1 Limited License

Subject to your complete and ongoing compliance with these Terms, Inspire grants you, solely for your personal, use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site.

3.2 License Restrictions

Except and solely to the extent such a restriction is impermissible under applicable law, you may not:

  1. reproduce, distribute, publicly display, or publicly perform the Site;
  2. make modifications to the Site; or
  3. interfere with or circumvent any feature of the Site, including any security or access control mechanism.

If you are prohibited under applicable law from using the Site, you may not use it.

3.3 User Comments, Feedback, and Other Submissions.

Inspire is pleased to hear from you and welcomes your comments regarding our products and services. If you choose to provide input and suggestions regarding problems with or proposed modifications, data, or improvements to the Site or Inspire’s products or services, or any unsolicited ideas, suggestions, proposals, plans, or other materials (“Feedback”), then you do so on a non-confidential basis (regardless of any designation or indication to the contrary in the submitted information or any accompanying correspondence) and you hereby grant Inspire an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free transferable, sublicensable right to exploit the Feedback in any manner and for any purpose, including to improve the Site and create other products and services.

If you submit or post comments, ideas, suggestions, reviews, survey responses, contest or promotion entries, photographs, videos, or other content on the Site, on Inspire’s social media accounts, to our Member Experience team, or by direct message, email, phone, or otherwise (collectively, “Comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate, and otherwise use your Comments in any manner and for any purpose, including to advertise, market, and promote Inspire’s products and services. Inspire is and shall be under no obligation to (1) maintain Comments in confidence; (2) pay compensation for Comments; or (3) respond to Comments. We have the right but not the obligation to monitor and edit or remove any Comments. You agree that your Comments will comply with these Terms in all respects. You further agree to clearly and conspicuously disclose in your Comments if you received compensation, consideration, or other incentive of any kind, from any source, in exchange for posting Comments. You are solely responsible for any Comments you make and their accuracy. Inspire takes no responsibility and assumes no liability for any Comments posted by you or any third party.

Unless you are signing up for the Inspire Energy Services described in the Services Overview section above, do not submit any information or other materials that you consider private, confidential, or proprietary through the Site.

4. Ownership; Proprietary Rights.

The Site is owned and operated by Inspire. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Site (“Materials”) provided by Inspire are protected by intellectual property and other laws. All Materials included in the Site are the property of Inspire or its third-party licensors. Except as expressly authorized by Inspire, you may not make use of the Materials. Inspire reserves all rights to the Materials not granted expressly in these Terms.

5. Linked Websites.

The Site may contain links to third-party websites. Linked websites are not under Inspire’s control, and Inspire is not responsible for their content.

6. Prohibited Conduct.

By using the Site you agree not to:

  1. use the Site for any illegal purpose or in violation of any local, state, national, or international law;

  2. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;

  3. copy, distribute, or disclose any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”;

  4. bypass any measures we may use to prevent or restrict access to the Site, including features that prevent or restrict use or copying of any Materials;

  5. access any audiovisual content on the Site for any purpose or in any manner other than real-time viewing via streaming, including copying, storing, or redistributing such content;

  6. collect or harvest any personally identifiable information from the Site;

  7. use the Site for any commercial solicitation purposes;

  8. interfere with security-related features of the Site, including by disabling or circumventing features that prevent or limit use or copying of any content, or by reverse engineering or otherwise attempting to discover the source code of any portion of the Site except to the extent that the activity is expressly permitted by applicable law;

  9. interfere with the operation of the Site or any user’s enjoyment of the Site, including by uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code or interfering with or disrupting any network, equipment, or server connected to or used to provide the Site;

  10. attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site;

  11. access Materials or other content on the Site through any technology or means other than those provided or authorized by the Site;

  12. use any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site in a manner that sends more request messages to the Inspire servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that Inspire grants the operators of public search engines revocable permission to use spiders to copy publicly available Materials for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the Materials, but not caches or archives of such Materials);

  13. take any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure;

  14. transmit spam, chain letters, or other unsolicited email;

  15. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, or hiding or attempting to hide your identity;

  16. sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or

  17. attempt to do any of the acts described in this Section 6 or assist or permit any person in engaging in any of the acts described in this Prohibited Conduct section.

Inspire respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Inspire’s Digital Millennium Copyright Act (“DMCA”) designated agent the written information specified below:

  1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
  2. A description of the copyrighted work that you claim has been infringed upon;
  3. A description where the material that you claim is infringing is located on the site;
  4. Your address, telephone number, and email address;
  5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
  6. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Inspire’s Copyright Agent for notice of claims of copyright infringement on the Site can be reached as follows:

Inspire
ATTN: DMCA Designated Agent
923 Haddonfield Road, Suite 300
Cherry Hill, NJ 08002
Email: legal@inspirecleanenergy.com

Please note that this procedure is exclusively for notifying Inspire and its affiliates that your copyrighted material has been infringed.

8. Modification of the Site.

Inspire reserves the right to modify or discontinue the Site at any time (including by limiting or discontinuing certain features of the Site), temporarily or permanently, without notice to you. Inspire will have no liability for any change to the Site or any suspension or termination of your access to or use of the Site.

9. Term.

These Terms are effective beginning when you accept the Terms or first access, or use the Site, and ending when terminated as described in this Section ("Term"). If you violate any provision of these Terms, your authorization to access the Site and these Terms automatically terminates. In addition, Inspire may, at its sole discretion, terminate these Terms, or suspend or terminate your access to the Site, at any time for any reason or no reason, with or without notice. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Site; (b) you will no longer be authorized to access the Site; and (c) Sections 3.3, 4, 9, 10, 11, 12, and 13 will survive.

10. Indemnity.

To the fullest extent permitted by law, you are responsible for your use of the Site, and you will defend and indemnify Inspire and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Inspire Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with:

  1. your unauthorized use of, or misuse of, the Site;
  2. your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation;
  3. your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or
  4. any dispute or issue between you and any third party.

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

11. Disclaimers; No Warranties.

THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. INSPIRE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SITE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SITE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT AND ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. INSPIRE DOES NOT WARRANT THAT THE SITE OR ANY PORTION OF THE SITE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SITE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND INSPIRE DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SITE OR INSPIRE ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SITE WILL CREATE ANY WARRANTY REGARDING ANY OF THE INSPIRE ENTITIES OR THE SITE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SITE OR YOUR USE OF THE SITE. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SITE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SITE) OR ANY LOSS OF DATA.

THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Inspire does not disclaim any warranty or other right that Inspire is prohibited from disclaiming under applicable law.

12. Limitation of Liability.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE INSPIRE ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SITE OR ANY MATERIALS OR CONTENT ON THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY INSPIRE ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE INSPIRE ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SITE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO $100.

EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 12 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

13. Dispute Resolution and Arbitration Agreement

13.1 Informal Dispute Resolution.
Mindful of the high cost, time, and energy of legal disputes, both you and Inspire agree to the following dispute resolution procedure: In the event of any controversy, claim, action or dispute arising out of or related to any transaction conducted on the Site, or the breach, enforcement, interpretation, or validity of these Terms (“Dispute”), the party asserting the Dispute shall first try in good faith to settle such Dispute by providing written notice to the other party describing the facts and circumstances (including any relevant documentation) of the Dispute and allowing the receiving party 30 days in which to respond to or settle the Dispute. Notice shall be sent:

(a) to Inspire at: Inspire, Attn: General Counsel, 923 Haddonfield Road, Suite 300; Cherry Hill, NJ 08002 or

(b) to you at: your last-used or publicly available email address or postal address.
Both you and Inspire agree that this dispute resolution procedure is a condition precedent which must be satisfied prior to initiating any arbitration or filing any claim against the other party.

13.2 Arbitration. To the extent any Dispute cannot be resolved through the informal dispute resolution procedure described above, a Dispute shall be resolved through binding individual arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate Disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND INSPIRE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

13.3 Exceptions. Nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.

13.4 Arbitrator. Any arbitration between you and Inspire will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Inspire. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability or enforceability of this binding arbitration agreement.

13.5 Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the Dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Inspire’s address for Notice is: Inspire, 923 Haddonfield Road, Suite 300; Cherry Hill, NJ 08002. The Notice of Arbitration must: (a) describe the nature and basis of the claim or Dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Inspire may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Inspire must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Inspire in settlement of the dispute prior to the award, Inspire will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) $10,000.

13.6 Fees. If you commence arbitration in accordance with these Terms, Inspire will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Los Angeles County, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Inspire for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

13.7 No Class Actions. YOU AND INSPIRE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Inspire agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

13.8 Enforceability. If this arbitration agreement is found to be unenforceable, then the entirety of this will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 14 below will govern any action arising out of or related to these Terms.

14. Miscellaneous.

14.1 General Terms.

These Terms, together with the Privacy Policy and any Additional Terms (defined below), are the entire and exclusive understanding and agreement between you and Inspire regarding your use of the Site. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to”. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

14.2 Governing Law.

These Terms are governed by the laws of the State of California without regard to conflict of law principles that would result in the application of the laws of another jurisdiction. You and Inspire submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Los Angeles County, California for resolution of any lawsuit or court proceeding permitted under these Terms.

14.3 Privacy Policy.

Please read the Privacy Policy carefully for information relating to our collection, use, storage, disclosure of your personal information. The Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

14.4 Additional Terms.

Your use of the Site is subject to all additional terms, policies, rules, or guidelines applicable to the Site or certain features of the Site that we may post on or link to from the Site or that you agree to in connection with certain technology or services made available to you by or on behalf of Inspire (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.

By using the Site, you consent to receiving certain electronic communications from us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

14.6 Contact Information.

The Site is offered by Inspire. You may contact us by email at help@inspirecleanenergy.com.

14.7 Notice to California Residents.

If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Site or to receive further information regarding use of the Site. For more, read our California Resident Privacy Notice.

14.8 No Support.

We are under no obligation to provide support for the Site. In instances where we may offer support, the support will be subject to published policies.

14.9 International Use.

The Site is intended for visitors located within the United States. We make no representation that the Site is appropriate or available for use outside of the United States. Access to the Site from countries or territories or by individuals where such access is illegal is prohibited.