Symphonics Flexibility Terms and Conditions

These Terms and Conditions (“T&C”) apply to any individual or business that has signed the Special Terms of Membership, subscribes to the service (the “Service”) described in Article 1, and meets the conditions set forth below. For the purposes of this document, the terms below have the following definitions:

(a) “We” or “SYMPHONICS” refers to SYMPHONICS SAS, a company with a share capital of €115,233, registered with the Tours Trade and Companies Register under No. 952 912 038, with its registered office located at 1 impasse du Palais, 37000 Tours;

(b) “You” or the “User” means any person who meets the eligibility requirements, has accepted these Terms and Conditions, and has duly signed the Special Terms and Conditions of Membership;

(c) “Service” means the provision of diagnostic, alert, and programming customization services for Registered Devices under the Special Terms and Conditions, as described in Section 1 herein. More broadly, “Service” refers to Symphonics’ products, applications, software, services, and websites;

(d) “Equipment” means the equipment that enables the two-way exchange of information and which you authorize us to control remotely. The Equipment is and remains your property; the terms and conditions of the manufacturer and the seller from whom the Equipment was purchased remain enforceable, and we shall not be held liable for the operation of such equipment;

(e) “Data” means all information that you provide to us or that is collected and processed in connection with the Service, including, in particular, (i) data relating to the use of the Service, including the user’s contact information, (ii) consumption, planning, and control data for the Equipment covered by the Service, (iii) the rate plan, consumption, and feed-in data from your Linky smart meter, which we obtain from Enedis, and (iv) the rate plan and consumption data that we obtain from GRDF;

(f) “Agreement” means, collectively, the Special Terms and Conditions of Membership and the General Terms and Conditions. The General Terms and Conditions are available for download athttps://symphonics.fr/;you also received them by email or in hard copy prior to signing the Agreement. You therefore acknowledge that you have the ability to review them on a durable medium.

I. Article 1—Description of Services

We offer a service that tracks your energy usage, provides diagnostics, sends alerts, and allows you to customize the scheduling of your smart devices. Below are the key features of the services you receive:

a) Supply Contract and Energy Efficiency Assessment Service You will receive an assessment via email to verify that your equipment is properly configured and aligned with your electricity and gas supply contracts. This report includes our analyses of: -the suitability of your electricity supply contract (contracted power and chosen rate plan): changes in energy consumption before and after installing new equipment, monitoring of the off-peak usage ratio, and the proportion of consumption related to heating, domestic hot water, and air conditioning; - your home’s heat loss, its energy efficiency rating, and changes in its energy consumption; - advice, suggestions for improvements, and action plans to enhance the building’s energy efficiency and reduce your energy consumption.

b) Alert Service We have access to your connected device, which allows us to detect certain unexpected operating conditions. If necessary, we will send you a notification email describing the situation, particularly in the following cases (this list is not exhaustive): malfunction, excessive energy consumption, zero energy consumption, abnormal indoor temperature (e.g., heat wave, fire risk, etc.). In the event of an alert requiring professional intervention (e.g., repair, annual maintenance), we may offer to connect you with a qualified technician. You are free to accept or decline this offer at your discretion. You agree that the alert service does not impose any liability on us regarding any risks inherent in the malfunction of your Equipment, particularly in cases of use that did not trigger an alert.

c) Customizing your equipment’s scheduling Your equipment’s current scheduling does not take into account the electricity rate offered by your supplier—including the off-peak hours specified in your supply contract—nor the carbon intensity of electricity generation. To help reduce your electricity bill and your carbon footprint, we calculate and implement a schedule for your equipment to shift consumption to off-peak hours (or self-consumption). At any time, you can suspend the suggested programming of your equipment—without this constituting a decision to terminate the service—by pressing the button on your control device or via the mobile app used to control the device. You are hereby informed that: – all or part of the Services may be integrated into the tools provided by the manufacturer or the remote control service provider for your Equipment. – any additions, removals, or modifications to the Equipment collected from the manufacturer or the remote control service provider for the Equipment will apply directly to the Contract without the need for a formal amendment.

II. Article 2—Eligibility Requirements

Access to this Service, as defined in Section 1, requires your prior and unconditional acceptance of these Terms and Conditions, the Special Terms and Conditions for Subscription to the Service, as well as compliance with the following eligibility requirements:

– Own and maintain in operational condition any heating, air conditioning, or domestic hot water equipment, or any temperature control device that is in operation and connected to the Internet,

– Have a stable internet connection with a minimum speed of 128 kbps (upload and download) that allows for the performance of the Services provided for in the Agreement, including the customization of programming,

– Be free of any commitments regarding the management of your facilities in energy markets (NEBCO, intraday markets, and the Balancing Mechanism, in particular), and of any demand response contracts,

– You are located in an area served by the Enedis public distribution network (mainland France, excluding Corsica) and have a Linky smart meter.

– Have equipment capable of validating our eligibility tests.

III. Article 3 – Membership

To enroll in the Service, you must sign the Special Terms and Conditions of Enrollment available on our website at https://symphonics.fr/. You may also contact one of our partner professionals. We reserve the right to refuse or terminate your membership if you do not meet all of these eligibility requirements, without you being entitled to any compensation whatsoever. Furthermore, you acknowledge that our Service may be suspended or terminated in the event that the service provider responsible for operating the Equipment decides to suspend or terminate said operating service or prevent its operation. We shall not be held liable in this regard.

IV. Article 4—Service Fees

The Service is provided to you free of charge. In exchange for this free service and our coverage of the costs associated with providing the Service, you agree that we may monetize the operations to defer the consumption of your Equipment throughout the term of the Contract, in accordance with the laws and regulations relating to distributed load response and the market rules in effect during the Contract and available from the Transmission System Operator (https://www.services-rte.com/). In this regard:

– You hereby grant us full authorization to collect, process, and transmit the technical, injection, and consumption data required for the Service for each of your Devices to the transmission system operators (TSOs), the electricity distribution network operator (ENEDIS), and the gas distribution network operator (GRDF);

– You designate us as the sole beneficiary of the rights related to the monetization of flexibility in energy markets (NEBCO, intraday markets, and the Balancing Mechanism, among others) and irrevocably waive any rights in this regard for the duration of the Contract. You agree that any changes to the laws and regulations relating to Diffuse Load Response and market rules shall automatically apply to this Agreement as of the date they take effect, without the need for an amendment. In exchange for the free diagnostic services, consumption monitoring, alerts, and advice on reducing your consumption that you receive under the Agreement, you also designate the provider of this service, namely Symphonics, as the beneficiary of the Energy Savings Certificates associated with the operation of the energy consumption display and interpretation device installed in your home (BAR-EQ-115).

V. Article 5—General Provisions on the Use of the Services

The Services are provided to you solely for personal, non-commercial, and non-professional use. We grant you, subject to the terms and conditions of this Agreement, and you agree to be granted, a limited, personal, non-exclusive, non-assignable, non-transferable, and revocable right to use the Services solely in the manner authorized in this Agreement and in any applicable separate terms and conditions provided by Symphonics. All references to the Services include all graphic designs, user interfaces, scripts, and software used to implement and provide access to the Services, as well as all updates, improvements, modifications, revisions, and additions to the Services made available by Symphonics. However, Symphonics reserves the right to make updates, improvements, modifications, revisions, or additions to its Services. You acknowledge that certain changes may occasionally be made to the form and nature of the Services provided without prior notice to you, and you agree to such changes. We will make reasonable efforts to inform you of significant changes to the Services. You agree that these Services may not be provided to you if the technical, injection, and consumption data collected from your Equipment, ENEDIS, or GRDF do not allow for the proper performance of the Services.

VI. Article 6 – Liability

You remain solely responsible for the installation, use, and maintenance of your Equipment, as well as for the compliance of your installation. As the owner of your Equipment, you are solely responsible for it. You also remain solely responsible for any use that may be made of the service and acknowledge in particular that any equipment connected to the Platform is and remains under your sole responsibility, particularly in the event of damage resulting directly or indirectly from its connection to the Platform (e.g., risk of circuit breaker tripping). We cannot be held liable in the event that the Services do not function under the agreed-upon conditions due to a malfunction of the Equipment, as the Equipment manufacturer and the associated platform remain responsible for their own products and services in accordance with the contracts they have signed with You. We do not guarantee that the Services will be a) compatible with the hardware and software you may use; b) available at all times or at any given moment, without interruption, secure, or error-free; c) suited to your needs, nor that they will achieve a specific level of performance; nor d) that they will be free of viruses, nor that no disruption, intrusion, hacking, or corruption may affect them. In any event, we do not undertake any obligation of result, but will make every effort necessary to achieve the objective set forth in this Agreement. We are liable to you only for direct damages you may incur as a result of our breach of the Agreement. We shall not be liable to you for any indirect damages, acts of third parties, or any damages you may incur that do not constitute a foreseeable consequence of our breach of the Agreement, for example, in the event that neither you nor we could have foreseen such damages before you accessed the Services or at the time of such access. The technology we develop complies with the recommendations of the Order of November 30, 2005, regarding fixed installations for heating and domestic hot water supply in residential buildings, workplaces, or public facilities, in order to eliminate the risk of Legionella and excessive scaling of the Equipment. However, to the extent that you set the target temperature of your Equipment as well as the configuration of your system, we cannot be held liable for the consequences of risks arising from the operation, use, or health implications of the Equipment’s operation in cases where the device is used in a manner not resulting from Symphonics’ service (lack of connectivity to the Equipment, modifications you make to the installation or heating temperature, etc.). We assume no liability toward you, under any circumstances, for any losses you may incur in a professional or commercial context, including, without limitation, data loss, loss of profits, or losses resulting from an interruption of professional or commercial activity. In any event, our liability to you arising from any breach of this Agreement or any fault whatsoever shall not exceed the purchase price of the damaged Equipment in question. The information, documents, software, and other materials contained in the Services are provided to you “as is.” We strive to ensure that these materials are free of errors and up to date, but we disclaim any liability for any errors, defects, or inaccuracies in the data provided to us. Our liability to you, as explained above, remains unaffected by these matters.

VII. Article 7 – Force Majeure

We shall not be liable for any failure to perform or any delay in performing any of our obligations under this Agreement that is caused by events beyond our control, as reasonably determined (a “Force Majeure Event”). Force Majeure includes any act, fact, event, non-occurrence of an event, omission, or accident beyond our control, as reasonably determined; the term “Force Majeure” specifically refers to (but is not limited to) strikes, lockouts, or other actions taken in the context of a labor dispute; civil unrest, riots, invasions, terrorist attacks, or threats of such attacks; wars (whether declared or not) or threats or preparations for war; fires, explosions, storms, floods, earthquakes, landslides, epidemics, and other natural disasters, binding decisions, laws, or regulations, or restrictions imposed by any public authority. Our performance of this Agreement shall be deemed suspended for the duration of any Force Majeure Event, and we shall be granted an additional period of time equal to the duration of such suspension to perform this Agreement. We will use reasonable efforts to bring the Force Majeure Event to an end or to find a solution by which our obligations under the Contract may be performed despite such Force Majeure Event.

VIII. Article 8 – Term and Termination

The Agreement takes effect upon your signature. It is entered into for an indefinite term, without prejudice to your right to terminate the Agreement at any time under the terms set forth in this section. In the case of a Contract entered into remotely, you have a right of withdrawal of fourteen (14) calendar days starting from the day after the Contract is entered into. To exercise your right of withdrawal, you must notify us at the contact information provided in Article 1 of these Terms and Conditions before the expiration of the aforementioned period:

– your name, mailing address, and, if available, phone number and email address;

– as well as the notice of withdrawal using the standard withdrawal form attached to these Terms and Conditions or an unambiguous statement (for example, a letter or email including your contact information and the date you signed the Special Membership Terms). You also have the right to unilaterally terminate the Contract, free of charge and at any time, by notifying our customer service department at contact@symphonics.fr. The termination will take full effect within one (1) month of our receipt of the termination notice. During this period, each Party remains bound by its respective obligations. At the end of this period, we will cease to provide you with the Services. We also reserve the right to terminate the Service automatically. The termination will take full effect one (1) month after you receive the notice of termination of the Service. We shall not be held liable in this case.

IX. Article 9 – Customer Service

You agree to notify us as soon as possible of any move, change to the service agreement, change in circumstances, addition of new Equipment, malfunctions, or inability to use the Service, and you are advised that you may no longer be able to access the Service until your situation is resolved. We provide a customer support service, which you may contact at the following address: contact@symphonics.fr, specifying the details relevant to your request. This request does not suspend your obligations under the contract.

X. Article 10 – Miscellaneous Provisions

This Agreement and the other documents referred to herein constitute the entire agreement between you and us. They govern your use of the Services and supersede in their entirety any prior written or oral agreements between you and us relating to the Services. You may not transfer, assign, encumber, or otherwise dispose of this Agreement or any of your rights or obligations arising therefrom without our prior written consent. We reserve the right to transfer this Agreement, assign it, entrust its performance to a subcontractor, and do the same with respect to our rights or obligations arising from this Agreement, at any time during its term. We reserve the right to amend these General Terms and Conditions and the Special Terms and Conditions for Subscription to the Services at any time, particularly if the economic, legal, commercial, and monetary data on which the General Terms and Conditions of Service are based should change. However, in the event of a modification to the General Terms and Conditions, the applicable Special Terms and Conditions for Subscription to the Services shall remain those in effect at the time of their signing. In the event that we wish to modify the Services or the Contract in general, we will notify you, and you will then have the option to terminate your Contract within one (1) month.

XI. Article 11 – Intellectual Property

You acknowledge that we (or our licensors) own all rights, including ownership rights, relating to the Services, including any intellectual property rights associated with them, whether or not such rights have been registered and wherever in the world they may exist. Subscription to the Service does not, under any circumstances, result in the transfer of any intellectual property rights to you. All content of any kind, including text, images, photographs, infographics, and slideshows, made available to you as part of the Service, all trademarks reproduced or provided in connection with the Service, and, generally, all or part of the Service, belong to us and are protected by intellectual property rights worldwide. Violation of these provisions constitutes an infringement and exposes the violator, and any responsible person, to prosecution and the criminal and civil penalties provided by law.

XII. Article 12 – Personal Data

Under this agreement, we collect and process your personal data (the “Data”) as the Data Controller (hereinafter “DC”) for the purpose of providing the Services. The processing of the Data is based on the consent of the data subjects to the processing of their Data. In this regard, we comply with European and French legislation regarding the protection of personal data, primarily the European Regulation EU No. 2016/679, known as the “GDPR,” and Law No. 78-17, known as the “Data Protection Act.” Some of your data is collected and then transmitted, once processed by us, to the platform of the Equipment Manufacturer or Service Provider (hereinafter “the Platform” and the “Manufacturer”). Your Data is collected, processed, and stored in accordance with the following conditions:

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