Introduction:

Agreement (the “Agreement”) outlines the responsibilities and requirements of contractors who wish to participate in the Dominion Energy Virginia Residential Home Energy Assessment, Residential Home Retrofit, Residential Manufactured Housing, Residential Multifamily, Non-Residential Multifamily, Non-Residential Heating & Cooling Efficiency, Non-Residential Lighting Systems & Controls, Non-Residential Window Film, Non-Residential Prescriptive Enhanced, Non-Residential Office, Non-Residential Small Manufacturing, Non-Residential New Construction and/or Small Business Improvement Enhanced programs, hereinafter collectively referred to as “the Programs” or individually as a “Program.” The Programs are being offered by Virginia Electric and Power Company, doing business in Virginia as Dominion Energy Virginia (hereinafter referred to as “Dominion Energy”), to customers in its Virginia service territory. Any reference in these documents to “Dominion Energy” should be read as a reference to Virginia Electric and Power Company d/b/a Dominion Energy Virginia, as well as its authorized agents and contractors.

Dominion Energy Virginia’s customers that meet the applicable Program requirements will be eligible to receive incentives following the completion of energy efficiency improvements in accordance with the applicable Program’s requirements. Contractors throughout Dominion Energy’s service territory in Virginia will be eligible to participate in these Programs by agreeing to abide and maintain compliance with these Terms and Conditions, and by maintaining good standing with Dominion Energy Virginia and the Better Business Bureau.

As used herein “Participating Contractor” refers to the contractor whose name appears as the signatory to this Agreement and “Implementing Contractor” refers to Honeywell International Inc.

This Agreement supersedes any prior agreement, written or oral, associated with the Programs. Dominion Energy Virginia reserves the right to modify these Terms and Conditions at any time. Participating Contractors may decide to withdraw from participation of any or all of the Programs at any time upon written notice to Dominion Energy Virginia, provided that this Agreement shall remain in full force and effect with respect to any work performed or obligations arising from the period in time prior to the Participating Contractor’s termination.

Benefits to Participating Contractors:

Dominion Energy Virginia and the Implementing Contractor will provide the following support to Participating Contractors:

• Authorization to advertise the Programs’ incentives to existing and/or potential customers.
• Access to Program marketing materials such as program literature, pre-provided templated marketing materials, etc.
• Listing on the Program website as a “Participating Contractor.”
• Administrative training on Program and participation requirements.
• Access to Program support resources.
• Email updates on Program information and changes.

Participation Requirements:

In addition to these Terms and Conditions, individual terms and conditions will apply for each of the Programs, and the Participating Contractor shall abide by the terms and conditions for each of the Programs in addition to these Terms and Conditions. The Participating Contractor is subject to removal from the Programs as a participating contractor if it fails to comply with the terms and spirit of these Terms and Conditions, any Program-specific terms and conditions, or the Implementing Contractor, in its discretion, elects to remove the Participating Contractor from the Program(s). In the event that a Participating Contractor is removed from the Program(s), it shall immediately cease promoting its participation in the Program(s) and shall return (at its own expense) any marketing material provided by Dominion Energy Virginia or the Implementing Contractor. Once a Participating Contractor has been removed, it shall not be eligible for consideration by Dominion Energy Virginia to be reinstated for twelve calendar months from the date of notification of removal.

The following guidelines apply to the Participating Contractor’s involvement with the Programs:

• Participating Contractor shall maintain any and all licenses required by federal, state, county, or municipal governments for the work that it performs associated with the Programs.
• Participating Contractor shall maintain general liability insurance coverage of at least $1 million on a per occurrence basis.
• Participating Contractor shall be in good standing with the Better Business Bureau.
• Upon request by Dominion Energy Virginia or the Implementing Contractor, the Participating Contractor shall provide evidence of a verified background check for each of its employees as part of its company’s standard hiring practices. This evidence must be provided within one (1) business day of the request.
• Participating Contractor shall maintain effective procedures for quality control, resolution of customer complaints or disputes, and response to customer emergencies.
• Participating Contractor shall clearly and accurately represent the relationship between itself, Dominion Energy Virginia and the Implementing Contractor. The Participating Contractor and its employees shall not represent themselves as employees and/or agents of, or certified by, Dominion Energy Virginia or the Implementing Contractor. In the event that Dominion Energy Virginia or the Implementing Contractor notifies the Participating Contractor of any concerns regarding any advertisement or promotional materials that distort or misrepresent the Participating Contractor’s affiliation with Dominion Energy Virginia or the Implementing Contractor, the Participating Contractor agrees to promptly address such concern to the satisfaction of Dominion Energy Virginia and the Implementing Contractor.
• Should any dispute arise between the Participating Contractor and Dominion Energy Virginia or the Participating Contractor and the Implementing Contractor, the Participating Contractor shall notify Dominion Energy Virginia of the dispute in writing and use good faith commercially reasonable efforts to resolve the dispute.
• The Participating Contractor acknowledges and agrees that participation in the Program(s) shall under no circumstances be construed as an endorsement by Dominion Energy Virginia or the Implementing Contractor of the Participating Contractor or its work.
• The Participating Contractor has the sole right and obligation to supervise, manage, contract, direct, procure, perform, or cause to be performed all work to be provided to customers that may be eligible for Program incentives.
• The Participating Contractor may utilize subcontractors in the performance of their work, provided that, a) the subcontractor agrees in writing to the terms and conditions of this Agreement, as applicable, and b) that the Participating Contractor assumes all liability for any and all actions or inactions of their subcontractors.
• The Participating Contractor will be entitled to use of a Program logo once they have achieved “Full” status. Use of this Program logo must comply with the Program policy as outlined in the Program manual. The Participating Contractor program logo is not the same as the Dominion Energy Virginia logo. The Dominion Energy Virginia logo or its likeness cannot be used under any circumstances. Failure to comply with Dominion Energy Virginia logo guidelines will be cause for dismissal from any and all Programs.

Post-Installation Work Verification:

Dominion Energy Virginia, the Implementing Contractor, or an evaluation contractor may conduct field inspections on work performed under any of the Programs in order to verify the work was completed, and to assess the quality of the work in accordance with the applicable Program requirements. If a field inspection determines that actual conditions do not corroborate conditions as indicated on the Participating Contractor’s and/or customer’s application, the customer may be deemed ineligible for a Program incentive.

Indemnification and Limitation of Liability:

In no event shall Dominion Energy Virginia or the Implementing Contractor have any liability for claims of any kind, whether based on contract, tort (including negligence and strict liability), or otherwise, for any loss or damage sustained or incurred by any third party arising from the performance of services or participation by the Participating Contractor in any or all of the Programs. Accordingly, any defects in the Participating Contractor’s services, workmanship, equipment and/or materials used or installed and any resulting claims, disputes, allegations or suits will be the total responsibility of the Participating Contractor. Any such claims, disputes, allegations or suits shall be promptly reported to the Implementing Contractor, accompanied by Participating Contractor’s resolution plan. The Participating Contractor hereby releases and discharges Dominion Energy Virginia and the Implementing Contractor from all liability for such claims, disputes, allegations or suits of every kind and nature. The Participating Contractor shall, to the fullest extent permitted by law, indemnify, defend (at Dominion Energy Virginia’s option), and hold harmless Dominion Energy Virginia and the Implementing Contractor and their respective affiliates, officers, directors, agents, servants, employees and representatives from and against any and all liabilities, losses, claims, damages, suit charges, costs, expenses (including attorney’s fees and costs) demands and causes of actions of every kind or character arising or alleged to have arisen out of any claims for damages for personal injury, including death to any employee or person, for damage or injury to property and from any and all resulting damages, expenses, costs and fees, arising out of or in any way occurring incident to performance under the Agreement and/or the acts or omissions of the Participating Contractor, its employees, subcontractors and/or agents. Additionally, the Participating Contractor agrees to assume all liabilities or attorney’s fees and other costs incurred by Dominion Energy Virginia arising out of Dominion Energy Virginia’s efforts to enforce the provisions of this section.

The indemnification obligations of the Participating Contractor provided for herein shall in all events survive termination of the Agreement for any reason.

Tax Liability:

Program incentives may be taxable to the parties receiving the Program incentives. Neither Dominion Energy Virginia nor the Implementing Contractor shall be responsible for any taxes that may be imposed as a result of customers receiving incentives through the Program.

Introduction:

Agreement (the “Agreement”) outlines the responsibilities and requirements of contractors who wish to participate in the Dominion Energy North Carolina Non-Residential Heating & Cooling Efficiency, Non-Residential Lighting Systems & Controls, Non-Residential Window Film, Non-Residential Prescriptive Enhanced and/or Small Business Improvement programs, hereinafter collectively referred to as “the Programs” or individually as a “Program.” The Programs are being offered by Virginia Electric and Power Company, doing business in North Carolina as Dominion Energy North Carolina (hereinafter referred to as “Dominion Energy”), to customers in its North Carolina service territory. Any reference in these documents to “Dominion Energy” should be read as a reference to Virginia Electric and Power Company d/b/a Dominion Energy North Carolina, as well as its authorized agents and contractors.

Dominion Energy North Carolina’s customers that meet the applicable Program requirements will be eligible to receive incentives following the completion of energy efficiency improvements in accordance with the applicable Program’s requirements. Contractors throughout Dominion Energy’s service territory in North Carolina will be eligible to participate in these Programs by agreeing to abide and maintain compliance with these Terms and Conditions, and by maintaining good standing with Dominion Energy North Carolina and the Better Business Bureau.

As used herein “Participating Contractor” refers to the contractor whose name appears as the signatory to this Agreement and “Implementing Contractor” refers to Honeywell International Inc.

This Agreement supersedes any prior agreement, written or oral, associated with the Programs. Dominion Energy North Carolina reserves the right to modify these Terms and Conditions at any time. Participating Contractors may decide to withdraw from participation of any or all of the Programs at any time upon written notice to Dominion Energy North Carolina, provided that this Agreement shall remain in full force and effect with respect to any work performed or obligations arising from the period in time prior to the Participating Contractor’s termination.

Benefits to Participating Contractors:

Dominion Energy North Carolina and the Implementing Contractor will provide the following support to Participating Contractors:

• Authorization to advertise the Programs’ incentives to existing and/or potential customers.
• Access to Program marketing materials such as program literature, pre-provided templated marketing materials, etc.
• Listing on the Program website as a “Participating Contractor.”
• Administrative training on Program and participation requirements.
• Access to Program support resources.
• Email updates on Program information and changes.

Participation Requirements:

In addition to these Terms and Conditions, individual terms and conditions will apply for each of the Programs, and the Participating Contractor shall abide by the terms and conditions for each of the Programs in addition to these Terms and Conditions. The Participating Contractor is subject to removal from the Programs as a participating contractor if it fails to comply with the terms and spirit of these Terms and Conditions, any Program-specific terms and conditions, or the Implementing Contractor, in its discretion, elects to remove the Participating Contractor from the Program(s). In the event that a Participating Contractor is removed from the Program(s), it shall immediately cease promoting its participation in the Program(s) and shall return (at its own expense) any marketing material provided by Dominion Energy North Carolina or the Implementing Contractor. Once a Participating Contractor has been removed, it shall not be eligible for consideration by Dominion Energy North Carolina to be reinstated for twelve calendar months from the date of notification of removal.

The following guidelines apply to the Participating Contractor’s involvement with the Programs:

• Participating Contractor shall maintain any and all licenses required by federal, state, county, or municipal governments for the work that it performs associated with the Programs.
• Participating Contractor shall maintain general liability insurance coverage of at least $1 million on a per occurrence basis.
• Participating Contractor shall be in good standing with the Better Business Bureau.
• Participating Contractor shall maintain effective procedures for quality control, resolution of customer complaints or disputes, and response to customer emergencies.
• Participating Contractor shall clearly and accurately represent the relationship between itself, Dominion Energy North Carolina and the Implementing Contractor. The Participating Contractor and its employees shall not represent themselves as employees and/or agents of, or certified by, Dominion Energy North Carolina or the Implementing Contractor. In the event that Dominion Energy North Carolina or the Implementing Contractor notifies the Participating Contractor of any concerns regarding any advertisement or promotional materials that distort or misrepresent the Participating Contractor’s affiliation with Dominion Energy North Carolina or the Implementing Contractor, the Participating Contractor agrees to promptly address such concern to the satisfaction of Dominion Energy North Carolina and the Implementing Contractor.
• Should any dispute arise between the Participating Contractor and Dominion Energy North Carolina or the Participating Contractor and the Implementing Contractor, the Participating Contractor shall notify Dominion Energy North Carolina of the dispute in writing and use good faith commercially reasonable efforts to resolve the dispute.
• The Participating Contractor acknowledges and agrees that participation in the Program(s) shall under no circumstances be construed as an endorsement by Dominion Energy North Carolina or the Implementing Contractor of the Participating Contractor or its work.
• The Participating Contractor has the sole right and obligation to supervise, manage, contract, direct, procure, perform, or cause to be performed all work to be provided to customers that may be eligible for Program incentives.
• The Participating Contractor may utilize subcontractors in the performance of their work, provided that, a) the subcontractor agrees in writing to the terms and conditions of this Agreement, as applicable, and b) that the Participating Contractor assumes all liability for any and all actions or inactions of their subcontractors.
• The Participating Contractor will be entitled to use of a Program logo once they have achieved “Full” status. Use of this Program logo must comply with the Program policy as outlined in the Program manual. The Participating Contractor program logo is not the same as the Dominion Energy North Carolina logo. The Dominion Energy North Carolina logo or its likeness cannot be used under any circumstances. Failure to comply with Dominion Energy North Carolina logo guidelines will be cause for dismissal from any and all Programs.

Post-Installation Work Verification:

Dominion Energy North Carolina, the Implementing Contractor, or an evaluation contractor may conduct field inspections on work performed under any of the Programs in order to verify the work was completed, and to assess the quality of the work in accordance with the applicable Program requirements. If a field inspection determines that actual conditions do not corroborate conditions as indicated on the Participating Contractor’s and/or customer’s application, the customer may be deemed ineligible for a Program incentive.

Indemnification and Limitation of Liability:

In no event shall Dominion Energy North Carolina or the Implementing Contractor have any liability for claims of any kind, whether based on contract, tort (including negligence and strict liability), or otherwise, for any loss or damage sustained or incurred by any third party arising from the performance of services or participation by the Participating Contractor in any or all of the Programs. Accordingly, any defects in the Participating Contractor’s services, workmanship, equipment and/or materials used or installed and any resulting claims, disputes, allegations or suits will be the total responsibility of the Participating Contractor. Any such claims, disputes, allegations or suits shall be promptly reported to the Implementing Contractor, accompanied by Participating Contractor’s resolution plan. The Participating Contractor hereby releases and discharges Dominion Energy North Carolina and the Implementing Contractor from all liability for such claims, disputes, allegations or suits of every kind and nature. The Participating Contractor shall, to the fullest extent permitted by law, indemnify, defend (at Dominion Energy North Carolina’s option), and hold harmless Dominion Energy North Carolina and the Implementing Contractor and their respective affiliates, officers, directors, agents, servants, employees and representatives from and against any and all liabilities, losses, claims, damages, suit charges, costs, expenses (including attorney’s fees and costs) demands and causes of actions of every kind or character arising or alleged to have arisen out of any claims for damages for personal injury, including death to any employee or person, for damage or injury to property and from any and all resulting damages, expenses, costs and fees, arising out of or in any way occurring incident to performance under the Agreement and/or the acts or omissions of the Participating Contractor, its employees, subcontractors and/or agents. Additionally, the Participating Contractor agrees to assume all liabilities or attorney’s fees and other costs incurred by Dominion Energy North Carolina arising out of Dominion Energy North Carolina’s efforts to enforce the provisions of this section.

The indemnification obligations of the Participating Contractor provided for herein shall in all events survive termination of the Agreement for any reason.

Tax Liability:

Program incentives may be taxable to the parties receiving the Program incentives. Neither Dominion Energy North Carolina nor the Implementing Contractor shall be responsible for any taxes that may be imposed as a result of customers receiving incentives through the Program.