iChoosr CN-2020-08-06AGREEMENT
CITY OF COPPELL, TEXAS and ICHOOSR, LLC
This agreement ("Agreement") is by and between the City of Coppell, Texas ("the City"),
and iChoosr, LLC, a Texas limited liability company ("iChoosr") (each a "Party" or collectively
the "Parties") acting by and through their authorized representatives,
WHEREAS, iChoosr is a foreign corporation licensed to do business in Texas and has a
registered office located at 251 Little Falls Drive, Wilmington, Delaware 19808, and is registered
as a Class I aggregator under 16 Tex. Admin. Code § 25.1 11 at the Public Utility Commission of
Texas under number #80419; and
WHEREAS, the City desire to enter into this Agreement for the principal purpose of
providing the residents of the City ("Residents") with group purchasing power in the
procurement of retail energy (electricity and/or gas) services;
WHEREAS, iChoosr intends to offer Residents an opportunity to register and participate
in the Program (hereinafter defined), whereupon iChoosr will arrange a competitive bidding
process of retail energy suppliers to procure competitive electricity rates for participating
Residents;
NOW, THEREFORE, in consideration of the foregoing and of the covenants and
agreements herein contained, and other good and valuable consideration the receipt and
sufficiency of which is hereby acknowledged and approved, the Parties agree as follows:
ARTICLE 1—DEFINITIONS
In this Agreement except where the context clearly indicates otherwise the following
words shall have the meanings set forth below:
"Affiliate" shall mean any subsidiary or holding company, including any subsidiary
of any such holding company, of iChoosr.
"Customer Service" shall mean the service that receives and responds to questions
and issues raised by Residents interested in the Program and Participants, through
email, chat or phone calls.
"Effective Date" shall mean the date that both Parties execute the Agreement.
"Intellectual Property" shall mean all software, technology platforms, websites,
databases and other content, business processes, domain names and registrations, and
patent, trademark, and copyright registrations and applications thereof owned by a
Party as of the Effective Date of this Agreement.
PAGE I AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY OF COPPELL AND ICHOOSR, LLC (TM 116815)
"Participants" are Residents who register and participate in the Program,
"Personal Data" shall mean personally identifiable information of Residents,
including, but not limited to, name, address, telephone number, email address (if
consent is provided), or other contact information ("Personal Data") and additional
information (which may include Personal Data), like home energy data, electronic
service identifier (ESID), marketing data and how a Resident uses iChoosr's
website(s), a Resident's participation in the Program, or data that a Resident provides
to iChoosr when contacting iChoosr via email, regular mail, telephone, fax, text
message, chat and other correspondence and permissions indicated by electronic
submission via the Internet.
"Program" shall mean one of the three "Texas Power Switch" group buying
programs, Spring -Summer Program, Summer -Fall Program and the Fall -Winter
Program, as organized by ICHOOSR with the principal purpose of providing
Residents with group purchasing power in the procurement of retail energy services.
Each Program has a (a) Registration phase for Residents to register (b) Auction day.
for Electric Providers to bid and a (c) Decision phase for Residents to register and
switch without obligation.
"Program Communication Plan" shall mean a plan that is established per Program,
in which both the CITY and ICHOOSR establish the respective obligations of the
Parties gelating to promoting the Program among the Residents.
"Residential Customer Agreement" shall mean the agreement between the
prevailing retail energy supplier and the Participant, which commences after the
successful enrollment of the Participant with the prevailing retail energy supplier(s).
"Resident(s)" shall mean resident(s), living inside of the City who receive residential
retail energy from their current electric service provider and are eligible to switch
supplier.
"Resident Data" shall mean information regarding or relating to Residents, including
Personal Data and Energy Data that is submitted by the City to iChoosr subject to the
provisions of the Texas Public Information Act, as amended and other applicable law.
"Successfully S Mtched Participant" shall mean a Participant who has successfully
switched and is accepted and enrolled by the prevailing retail energy supplier and
executes a Residential Customer Agreement with the prevailing retail energy
supplier.
"Visitor Data" shall mean information regarding or relating to Participants,
including Personal Data and Energy Data that is submitted by Participants on the
website of iChoosr, or submitted initially to a link on the CITY's website, or
submitted by Participants via the Customer Service of iChoosr.
AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY of COPPELL AND ICHOOSR, LLC (TM 116815)
ARTICLE 2 — OBLIGATIONS OF THE PARTIES
2.1 iChoosr shall:
2.1.1. Organize and help the CITY actively promote at least two Programs each
calendar year within the CITY, via agreed marketing and communication efforts
as set out in the Program Communication Plan that will be established during a
kick-off meeting between the CITY and ICHOOSR.
2.1.2. Organize three Texas Switch Programs per calendar year, which are
available for the CITY's Residents to participate in.
2.1.3. Provide the City with webpages including the City's logo on the `Texas
Power Switch' platform to facilitate registration, auction and switching of
Residents;
2.1.4. Set out information for Residents within its website about the Program
including the fact that participation is free and provides them with no obligation
to accept any recommended retail energy supplier(s)'s offer, including
Information pages and a Frequently Asked Questions section;
2.1.5. Subject to relevant electricity laws and regulations, arrange for a
competitive bidding process for a retail energy contract of at least one year.
iChoosr will decide on the type of supply contract;
2.1.6. Set out information for Residents within its website about the Program
including the fact that participation is free and provides them with no obligation
to accept any recommended retail energy supplier's offer, including Information
pages and a Frequently Asked Questions section.
2.1.7. Arrange .for a solicitation for retail energy suppliers for the purpose of
providing retail energy services to participating Participant, while not
guaranteeing that the solicitation will result in a market -leading offer;
2.1.8. Provide Customer Service for the Program, as defined herein;
2.1.9. Provide daily reports, dealing with the number of participants in the
Program and the number of people who have confirmed that they wish to switch
to the prevailing retail energy supplier(s). Such reports to be electronically
accessible to the City.
2.1.10. Provide the option to. carry out surveys among Residents or any sample
thereof that it selects in order to obtain Residents' views in connection with the
Program. A ,
AGE 3 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY or COPPELL AND ICHOOSR, LLC (TM 116815)
2.1.11. Obtain the City's prior approval for all marketing communications before
posting, publishing or distributing such communications;
2.1.12. Provide the Program for the CITY.
2.1.13. Actively promote the Program, by carrying out the marketing, education
and communication efforts as set out below: (i) Send out approximately
9,000 unaddressed bulk mailers approximately during the Registration
phase and when successful also in the Decision Phase; (ii) Arrange for a
message or flyer about the Program that will be inserted in the monthly
Utility bill going out during the Registration phase and during the
Decision phase; (iii) Arrange for a message about the Program that will be
inserted in an e-mail to a -bill households during the Registration phase
and the Decision phase; (iv) Provide the CITY with a press release for the
local newspaper(s) and local radio station(s) during the Registration phase
and the Decision phase; (v) 'Provide the City with flyers or other material
to be circulated by City organizations (e.g. home owners' associations)
and provide the City with text and images for City organizations to use in
email newsletters to be send the members during the Registration phase
and the Decision phase; and (vi) Pay the costs incurred by City's cost of
bulk mailer under Section 2.1.10 (i) and printing the flyer under sections
2.1.10 (ii) and 11. 10 (v).
2.1.14 Obtain prior approval from City for any use of City logo, name, brand or
marks.
2.2. City shall:
2.2.1. Host and actively promote a least two Programs each calendar year with
ICHOOSR, via mutually agreed marketing and communication efforts as
established in the Program Communication Plan that will be drawn up during a
kick-off meeting between the CITY and ICHOOSR.
2.2.2. Organize a kick-off meeting, and when necessary follow-up meetings or
calls, with ICHOOSR at the CITY's premises, where CITY staff that have a role
in the Program will attend.
2.2.3. actively promote the Program via agreed marketing and communication
efforts, as set forth in this Section 2.2.
2.2.4. promote the Program prominently on the home page of the City's web
domain throughout the term of the Program;
2.2.5. include information regarding the Program on the City's web page, briefly
explaining the Program and providing a hyperlink to the City's registration pages
PAGE 4 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY of CopI'ELL AND WHOOSR, LLC (TM 116815)
on the Texas Power Switch platform, by using unique URL's which are provided
to the City by iChoosr for tracking purposes;
2.2.6. Include information regarding the Program on the City's web page, briefly
explaining the Program and providing a hyperlink to the City's registration pages
on the Texas Power Switch platform, by using unique URL's which will be
provided to the City by iChoosr for tracking purposes.
2.2.7. host and promote a minimum of two Programs each calendar year with
iChoosr.
2.2.8 not during the term of a Residential Customer Agreement, without the
prior written consent of iChoosr, directly contact by email, letter or telephone
anyone who has entered into a Residential Customer Agreement with the
prevailing retail energy supplier in an attempt to persuade that person to switch
their gas and/ or electricity services to an alternative supplier.
2.2.9 actively promote the Program, by carrying out the following marketing,
education and communication: (i) Provide feedback and content for the mailer;
(ii) Arrange for sending out a message or flyer to be inserted in the monthly
Utility bill; (ii) Arrange for sending out a message via an e-mail to a -bill
households; (iii) Forward the press release to local newspaper(s) and local radio
station(s) and follow-up; and (iv) Encourage City organizations (e.g. home
owners' associations) to promote the Program.
ARTICLE 3 —TERM; TERMINATION
3.1 The term of this Agreement shall commence on Effective Date and shall continue
until on an annual basis, following which the term of this agreement shall renew annually for
successive terms of one (1) year each under the same terms and conditions unless either Party
provides the other Party written notice to terminate at least thirty (30) days prior to expiration of
the then current term.
3.2 Either Party may terminate this Agreement upon sixty (60) days prior written
notice to the other Party.
3.3 Either Party may upon written notice to the other Party terminate this Agreement
if the other Party is in breach of this Agreement and such breach is not cured within thirty (30)
days after receipt of written notice thereof.
3.4 If the City terminates the Agreement or if the Agreement expires, Participants,
will be given the opportunity to participate in future `Texas Power Switch' programs provided by
iChoosr. No reference will be made to the City in the content of these webpages and the logo,
brand or marks of the City will not be shown.
PAGES 1 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY of COPPELL AND WHoosR, LLC (TM 116815)
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ARTICLE 4 — SERVICES
4.1 For the duration of the Term of this Agreement the City undertakes to perform the
City's Obligations.
4.2 For the duration of the term of this Agreement iChoosr undertakes to perform
iChoosr's Obligations.
4.3 For them term of the Residential Customer Agreement, the City shall not, without
the prior written consent of iChoosr, directly contact by email, letter or telephone anyone who
has entered into a Residential Customer Agreement with the prevailing retail energy supplier in
an attempt to persuade that person to switch their gas and/or electricity services to an alternative
supplier.
ARTICLE 5 — RELATIONSHIP OF THE PARTIES
5.1 It is understood and agreed by and between the Parties that iChoosr, in satisfying
the conditions of this Agreement, is acting independently, and that the City assumes no
responsibility or liabilities to any third party in connection with these actions. All services to be
performed by iChoosr pursuant to this Agreement shall be in the capacity of an independent
contractor, and not as a partner, shareholder, agent or employee of the City. iChoosr shall
supervise the performance of its services and shall be entitled to control the manner and means
by which the Program is provided, and its services are to be performed, subject to the terms of
this Agreement.
5.2 The Parties acknowledge and agree that neither Party is the agent or employee of
the other, and nothing in this Agreement shall be construed to the create a relationship between
the City and iChoosr of a partnership, association, or joint venture, and neither Party shall hold
itself out as an agent or partner of the other Party. The Parties recognize and agree that the City
will not perform any function not legally permitted by state or federal law or the rules and
regulations established by any applicable governing authority.
ARTICLE 6 — INTELLECTUAL PROPERTY
6.1 The Parties agree that any Intellectual Property belonging to a Party on the
Effective Date of this Agreement shall remain the legal and beneficial property of that Party
during the Term and following termination or expiry of this Agreement. It is not permitted for
Parties to use, copy or share any Intellectual Property with any third party without written
consent of the Party to whom the Intellectual Property belongs, neither during nor after the
termination if this Agreement.
6.2 iChoosr hereby grants to the City a non-exclusive, non -transferable, royalty free,
world-wide license (including the right to grant sub -licenses to employees of the City), for the
Term, toaccess and use such of iChoosr's software as iChoosr may specify from time to time
(and in the manner specified by iChoosr from time to time) for the purpose of performing its
obligations under this Agreement and in connection with the operation of the Program.
PAGE 6 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY OF COPPELL AND ICHOOSR, LLC (TM 116815)
6.3 Each Party hereby grants to the other a non-exclusive, non -transferable, royalty
free, Texas license, for the Term, to display the devices, logos, branding, trademarks, slogans
and other materials of the other Party ("Branding") for the purpose of promoting the Program
and their involvement in it, in each case subject to the prior written agreement of the granting
Party as to what Branding may be used and the manner in which it may be used.
ARTICLE 7 — DATA PROTECTION
7.1. Both Parties warrant and undertake to comply with all applicable local, state, and
federal laws in the performance of their obligations under this Agreement.
7.2 The City warrants to iChoosr that to its knowledge and without specific due
diligence, it has made all appropriate notifications and has complied with any notification
provisions as may be required by any applicable local, state, and federal laws in respect of its
obligations under this Agreement and that performance of its obligations under this Agreement
shall not breach or contravene such notifications, nor cause iChoosr or the City to breach the
iChoosr's or the City's respective obligations under such local, state, and federal laws.
7.3. Both Parties acknowledge that any marketing activities in relation to its products
or services which it directs to Residents and Participants whose Resident Data and Visitor Data it
has obtained in accordance with this Agreement, shall be conducted in accordance with all
applicable local, state, and federal laws and in accordance with any of the Participants'
marketing preferences.
7A. iChoosr warrants that it has appropriate technical and organizational processes
and procedures in place to safeguard against any unauthorized or unlawful processing and
against accidental loss or destruction of, or damage to, the Resident Data and Visitor Data.
7.5. Except for Visitor Data submitted to the prevailing retail energy supplier for
performance of the Program, Resident Data and Visitor Data obtained in connection with the
Agreement shall not be sold, transferred or disclosed to any third party without the consent of the
Participant and the City.
7.6. The Resident Data remains the property of the CITY. The CITY hereby grants
ICHOOSR a royalty free, worldwide license to use any Resident Data, which shall be provided
to ICHOOSR, subject to all relevant laws and regulations including the Texas Public Information
Act,
7.7. The Visitor Data remains the property of ICHOOSR including to the extent such
information replicates any Resident Data and is used for administering the `Texas Power Switch'
programs, subject to all relevant laws and regulations.
7.8. The Resident Data and Visitor Data may only be used by iChoosr for
administering the `Texas Power Switch' programs, subject to all relevant laws and regulations.
PAGE 7 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY OF COPPBLL AND ICHOOSR, LLC (TM 116815)
7.9. The City authorizes iChoosr to appoint sub -contractors as further data processors.
Any such sub -contractor shall be bound by the terms of this Agreement pertaining to the use and
transmission of Resident Data.
ARTICLE 8 - PUBLICITY
Neither Party shall engage in any publicity relating to this Agreement except with the
prior written consent of the other Party, such consent not to be unreasonably withheld or delayed.
The Parties shall at their own cost co-operate in terms of making or inputting into press releases
and shall respond promptly for requests for assistance in that regard. Each Party shall promptly
notify the other of facts and circumstances that could give rise to negative publicity that could
cause harm to the position, the image, or reputation of either Party.
ARTICLE 9 — GENERAL PROVISIONS
9.1. Warranties.
9.1.1. The City will not enter into a similar type of partner agreement fora group
switching program with any third party for at least three years from the Effective
Date of this Agreement.
9.1.2. Unless otherwise permitted in this Agreement, neither Party shall use the
other's name and/or logo, branding program, catch phrase or intellectual property
for promotional or other use without the other Party's prior written permission.
9.1.3. The Parties hereby warrant, represent and undertake to each other that they
will co-operate and provide each other with such information and assistance as
each may reasonably required to enable and/or facilitate compliance with their
respective obligations under this Agreement.
9.1.4. The Parties agree that their promotional activities under and in connection
with this Agreement shall only promote the Program (and/or the Parties'
connection with it) and shall not promote energy suppliers or their products either
individually or as a group, provided that the Parties may refer to energy suppliers'
involvement in the Program and/or the types of products offered in the Program
(in generic terms).
9.2. Assignment. Neither Party may assign this Agreement without the prior written
consent of the other Party. iChoosr shall not sub -contract any of its obligations under this
Agreement without the City's prior written consent. Notwithstanding the foregoing, the City
expressly consents to iChoosr's outsourcing of its Customer Service. Subject to the provisions
regarding assignment, this Agreement shall be binding on and inure to the benefit of the Parties to
PAGE 8 1 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY of COPPELL Arra ICHoosR, LLC (TM 116815)
f�_
it and their respective heirs; executors, administrators, legal representatives, successors and
assigns.
9.3. Waiver. No claim or right arising out of this Agreement can be waived by a Party,
in whole or in part, unless made in writing and signed by such Party. A failure or delay in
enforcing an obligation, or exercising a right or remedy, shall in no way amount to a waiver of
that obligation, right, or remedy. A waiver of a breach of a term of this Agreement shall not
amount to a waiver of a breach of any other term in the Agreement. A waiver of a particular
obligation in one circumstance will not prevent a Party from subsequently requiring compliance
as to the obligation on other occasions or as to any other obligation in the Agreement.
9.4. Indemnification. ICHOOSR DOES HEREBY COVENANT AND CONTRACT
TO WAIVE ANY AND ALL CLAIMS, RELEASE, INDEMNIFY, AND HOLD HARMLESS
THE CITY, ITS OFFICERS, EMPLOYEES, AND AGENTS, FROM AND AGAINST ALL
LIABILITY, CAUSES OF ACTION, CITATIONS, CLAIMS, COSTS, DAMAGES,
DEMANDS, EXPENSES, FINES, JUDGMENTS, LOSSES, PENALTIES OR SUITS; CAUSED
BY OR RESULTING FROM THE NEGLIGENCE, INTENTIONAL TORT,
INTELLECTURAL PROPERTY INFRINGEMENT, OR FAILURE TO PAY A
SUBCONTRACTOR OR SUPPLIER COMMITTED BY ICHOOSR, ITS AGENT, ITS
CONSULTANT UNDER CONTRACT, OR ANY OTHER ENTITY OVER WHICH THE
ICHOORS EXERCISES CONTROL. INDEMNIFIED ITEMS SHALL INCLUDE
REASONABLE ATTORNEYS' FEES AND COSTS, COURT COSTS, AND SETTLEMENT
COSTS IN PROPORTION TO ICHOOSR'S LIABILITY. ICHOOSR'S OBLIGATIONS
UNDER THIS SECTION SHALL NOT BE LIMITED TO THE LIMITS OF COVERAGE OF
INSURANCE MAINTAINED OR REQUIRED TO BE MAINTAINED BY ICHOOSR UNDER
THIS AGREEMENT. THIS PROVISION SHALL SURVIVE THE TERMINATION OF THIS
AGREEMENT.
9.5 Insurance.
(a) iChoosr shall during the term hereof maintain in full force and effect a policy of
automobile liability insurance covering any vehicles owned, non -owned and hired and/or operated
by iChoosr, its officers, agents, and employees, and used in the performance of this Agreement
with the minimum limits required by state law
(b) All insurance shall be endorsed to provide the following provisions: (1) name the
City, its officers, and employees as additional insureds as to all applicable coverage; (2) provide
for a waiver of subrogation against the City for injuries, including death, property damage, or any
other loss to the extent the same is covered by the proceeds of insurance. A specific endorsement
needs to be added to all policies, with a copy of the endorsement provided to the City that
indicates the insurance company will provide to the City at least a thirty (30) day prior written
notice for cancellation, non -renewal, and/or material changes of the policy. In the event the
companies providing the required insurance are prohibited by law to provide any such specific
endorsements, the iChoosr shall provide at least thirty (30) days prior written notice to the City of
any cancellation, non. -renewal and/or material changes to any of the policies of insurance.
PAGE 9 AGREEMENT -TEXAs POWER SWITCH PROGRAM J j _
CITY OF COPPELL AND ICROOSR, LLC (TM 116815) ,I��'('"
(c) All insurance companies providing the required insurance shall be authorized to
transact business in Texas and rated at least "A" by AM Best or other equivalent rating service.
All policies must be written on a primary basis, non-contributory with any other insurance
coverage and/or self-insurance maintained by the City.
(d) A certificate of insurance and copies of auto policy endorsements evidencing the
required insurance shall be submitted to the City prior to commencement of services. On every
date of renewal of the required insurance policies, the iChoosr shall cause a certificate of
insurance and policy endorsements to be issued evidencing the required insurance herein and
delivered to the City. In addition, the iChoosr shall within ten (10) business days after written
request provide the City with certificates of insurance and policy endorsements for the insurance
required herein.
9.6. Force Majeure. No Party shall be liable to another Party, nor be deemed to have
defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing
any term of this Agreement due to any of the following causes beyond such Party's reasonable
control (such causes deemed "Force Majeure Events"): (i) acts of God, (ii) flood, fire, or
explosion; (iii) war, invasion, riot, or other civil unrest; (iv) actions, embargoes, or blockades in
effect on or after the date of this Agreement; (v) changes in law or regulation of any local, state,
or federal governmental authority; (vi) national or regional emergency; or (vii) strikes, labor
stoppages, or slowdowns or other industrial disturbances; (viii) shortage of adequate power or
transportation facilities. A lack of funds shall not be deemed to be a Force Majeure Event. The
Party suffering a Force Majeure Event shall give notice within 5 days of the Force Majeure Event
to any other Party to which performance is owed, stating the period of time the occurrence is
expected to continue, and shall use diligent efforts to end the failure or delay and ensure that the
effects of such Force Majeure Event are minimized.
9.7. Severability. In the event any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such
invalidity, illegality or unenforceability shall not affect any other provisions, and the Agreement
shall be construed as if such invalid, illegal, or unenforceable provision had never been contained
in it.
9.8. Entire Agreement. This Agreement constitutes the entire understanding of the
Parties hereto with respect to the subject matter hereof and supersedes all prior negotiations,
discussions, undertakings and agreements between the Parties.
9.9 Amendment. This Agreement may be amended or modified only by a writing
executed by the duly authorized officers of the Parties hereto. It is understood and agreed that this
Agreement may not be changed, modified, or altered except by an instrument, in writing, signed
by both Parties in accordance with the laws of the State of Texas.
9.10, Indirect Damages. Neither Party shall be liable for any indirect or consequential
loss whatsoever or howsoever arising out of or in connection with this Agreement.
PAGE 10 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY of COPPELL AND WHOOSR, LLC (TM 116815)
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9.10. 1. Subject to Section 9.10.2., neither Party's liability for direct loss arising
out of or in connection with this Agreement shall exceed $5,000.
9.10.2. Nothing in this Agreement shall limit or exclude a Party's liability for
death or personal injury caused by its own negligence, willful misconduct, or fraud.
9.11 Governing Law. The laws of the State of Texas shall govern this Agreement
without regard to any conflict of law rules; and venue for any action concerning this Agreement
shall be in the State District Court of Dallas County, Texas. The Parties agree to submit to the
personal and subject matter jurisdiction of said court.
9.12. Confidentiality. Parties shall keep confidential, and not disclose or use for a
purpose other than the Program, any confidential and proprietary information (collectively,
"Confidential Information") of any other Party hereto (the "Protected Party") provided however
a Parry may disclose Confidential Information; (a) to the extent consented to by the Protected
Party, (b) to the extent required by the Texas Public Information Act or other applicable law.
9.13. Notices. All notices and other communications hereunder shall be in writing and
shall be deemed duly given: (a) on the date sent by facsimile, with confirmation of transmission,
or electronic mail if sent during normal business hours of the recipient during a Business Day,
and otherwise on the next Business Day if sent after normal business hours of the recipient,
provided that in the case of electronic mail, each notice and or other communication shall be
confirmed within one Business Day by dispatch of a copy of such notice pursuant to one of the
other methods described herein; (b) on the date of delivery if delivered personally; (c) if
dispatched via a recognized overnight courier service, delivery receipt requested, with charges
paid by the dispatching Panty, on the later of (i) the first Business Day following the date of
dispatch, or (ii) the scheduled date of delivery by such service; or (d) on the fifth Business Day
following the date of mailing, if mailed by registered or certified mail, return receipt requested,
postage prepaid to the Party to receive such notice. Where required, such notices shall be
delivered to the following addresses:
If intended for ICHOOSR:
iChoosr, LLC,
5868 Al Westheimer, #601
Houston, Texas 77057
If intended for City:
City of Coppell, Texas
Attn: City Manager
255 E. Parkway Boulevard
Coppell, Texas 75019
PAGE 11 AGREEMENT -TEXAS POWER SWITCH PROGRAM
CITY OF CoepELL AND ICHOosR, LLC (TM 116815) 11
With a copy to:
Robert E. Hager
City Attorney
Nichols, Jackson, Dillard, Hager & Smith, L.L.P.
1800 Ross Tower
500 N. Alcard Street
Dallas, Texas 75201
9.14. Fees Costs, and Expenses. Except as otherwise provided herein iChoosr shall
provide the Program with cost or charge to the City.
9.15 Prohibition of Boycott Israel. iChoosr verifies that it does not Boycott Israel and
agrees that during the term of this Agreement will not Boycott Israel as that term is defined in
Texas Government Code Section 808.001, as amended.
(Signature Page to Follow)
PAGE 12 AGREEMENT -TExAs POWER SWITCH PROGRAM
CITY OF COPPELL AND 1010OSR, LLC (TM 116815)
fN
EXECUTED this day of 2020.
Q CITY OF COPT E]JL,
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E. Hager/7ity Attorney
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ATTE�T--'
B
&
Christel Pettinos, City Secret4ry
EXECUTED this day of 12020.
ICHOOSR, LLC
erWice P
iwmwr -r,
PAGE 13 AGREEMENT' (
T -TExAs POWER SWITCH PROGRAM
CITY or, COPPE LL AND ICHOOSR, LLC (TM 116815)