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TEXTURE DEMAND SIDE GRID SUPPORT (DSGS) PROGRAM

GENERAL TERMS AND CONDITIONS

1. DEFINITIONS

"Texture" refers to Texture Corp, a Delaware corporation with headquarters at 345 7th Avenue, Suite 1900, New York, NY 10001, a technology provider that facilitates enrollment and participation in demand response programs.

"DSGS Program" refers to the California Energy Commission's Demand Side Grid Support program designed to incentivize grid support through distributed energy resources.

"Program Sponsor" refers to the entity that has partnered with Texture to administer the DSGS Program for its customers.

"Aggregator" refers to the entity that interfaces with the California Energy Commission for DSGS program participation on behalf of Texture and Program Sponsors.

"Battery System" refers to the energy storage system owned or leased by you that will participate in the DSGS Program.

"Demand Response Event" refers to a DSGS Program event dispatched during Energy Emergency Alerts to reduce customer net load and maintain reliability.

"Program-Specific Terms" refers to additional terms provided by your Program Sponsor that govern specific aspects of your participation, including compensation details.

2. PROGRAM PARTICIPATION

2.1 Enrollment

By enrolling in the DSGS Program through Texture, you authorize Texture to:

  • Submit your information to the Aggregator and the California Energy Commission (CEC) for DSGS Program enrollment verification
  • Control your Battery System according to the parameters outlined in these Terms
  • Collect and transmit data from your Battery System as required for program participation
  • Send you communications necessary to administer the program, including but not limited to: enrollment status updates, eligibility notifications, program event notifications, and payment information

2.2 Eligibility

To participate in the DSGS Program:

  • You must meet all CEC DSGS Program eligibility requirements as outlined at https://dsgs.olivineinc.com/ for the specific Incentive Option (such as Option 3: Market-Aware Behind-the-Meter Battery Storage Pilot)
  • Your Battery System must be compatible with Texture's control platform
  • You must not be enrolled in any other DSGS Program with any device (including but not limited to battery systems, thermostats, or other controllable devices)
  • You must be the owner of the Battery System or have authority to enroll it in the program

2.3 Program Duration

The DSGS Program operates annually from May through October, coinciding with California's high electricity demand season. Your enrollment will continue year to year unless terminated as provided in Section 7.

3. BATTERY CONTROL AND OPERATIONS

3.1 Authorization

You grant Texture permission to remotely monitor and control your Battery System for the purpose of DSGS Program participation, including:

  • Scheduling battery charge and discharge events
  • Modifying battery settings to optimize for grid events
  • Collecting operational data and telemetry

3.2 Control Parameters

Texture will only control your Battery System within these parameters:

  • Texture will maintain a minimum battery reserve level for backup power as specified in the Program-Specific Terms
  • Control will only occur during designated Demand Response Events
  • Texture will attempt to minimize battery cycling to reduce wear

3.3 Override Capability

You retain the ability to override Texture's control of your Battery System during emergencies or periods of personal need. However, overrides may affect your program eligibility or compensation as detailed in the Program-Specific Terms. If your overrides prevent Texture from generating sufficient revenue to cover the compensation specified in the Program-Specific Terms, Texture reserves the right to reduce or eliminate your compensation.

4. DATA COLLECTION AND PRIVACY

4.1 Information Collected

Texture collects:

  • Personal information provided during enrollment (name, address, contact information)
  • Battery System specifications and capabilities (obtained either directly from you or via API from the battery manufacturer)
  • Real-time and historical Battery System performance data
  • Energy usage patterns related to Battery System operation
  • Utility service information (determined from your address)
  • Other information required by the CEC for DSGS Program participation

4.2 Information Sharing

Texture shares your information with:

  • The Aggregator and the CEC for program enrollment and validation
  • Your Program Sponsor as necessary for program administration
  • Service providers who help us operate the program

4.3 California Consumer Privacy Act (CCPA) Rights

If you are a California resident, you have rights under the CCPA, including:

  • The right to know what personal information we collect and how we use it
  • The right to request deletion of your personal information (subject to exceptions)
  • The right to opt-out of the sale of your personal information (Texture does not sell personal information)

To exercise these rights, please contact us at privacy@texturehq.com.

5. COMPENSATION FRAMEWORK

5.1 Payment Flow

The CEC provides compensation for grid services provided through the DSGS Program. This compensation flows from the CEC to the Aggregator, who then transmits funds to Texture after deducting applicable fees.

5.2 Compensation Determination

Your specific compensation for participation is determined by your Program Sponsor and is detailed in the Program-Specific Terms. Compensation may take various forms including but not limited to:

  • Direct payments
  • Gift cards
  • Bill credits
  • Other incentives as determined by your Program Sponsor

5.3 No Guaranteed Amounts

The actual monetary value derived from the DSGS Program varies based on grid conditions, participation levels, and program performance. The compensation you receive may differ from the total value your Battery System generates for the grid.

6. LIMITATION OF LIABILITY

6.1 Battery Performance and Warranty

Texture does not guarantee that participation in the DSGS Program will not affect Battery System performance or lifespan. Normal battery degradation may occur through regular use, including use for grid services.

You acknowledge that participation in the DSGS Program may affect the warranty of your Battery System. Texture is not responsible for, and disclaims all liability related to, any impact that program participation may have on your Battery System's warranty. You are solely responsible for understanding the warranty terms of your Battery System manufacturer before enrolling in the DSGS Program.

6.2 Program Benefits

Texture makes no guarantees regarding:

  • The frequency of Demand Response Events
  • The total compensation generated through the program
  • Continued availability of the DSGS Program

6.3 Service Disruptions and Safety

Texture shall not be liable for any failure to perform its obligations or any consequences arising from its performance of these obligations, including but not limited to:

  • Technical failures or communication disruptions
  • Changes to the DSGS Program made by the CEC
  • Force majeure events including natural disasters, pandemics, or grid emergencies
  • Any power outages or interruptions at your premises
  • Any damage, injury, or loss (including loss of life) resulting from the discharge of your Battery System during Demand Response Events
  • Any equipment failures or malfunctions

You acknowledge that your Battery System provides backup power to your premises and that participation in the DSGS Program may affect the availability of backup power during grid outages. You are solely responsible for ensuring that critical equipment at your premises has appropriate backup power sources beyond your Battery System if necessary.

6.4 Limitation of Damages

IN NO EVENT SHALL TEXTURE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR PARTICIPATION IN THE DSGS PROGRAM, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUE, PROFITS, OR DATA.

TEXTURE'S TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THESE TERMS SHALL NOT EXCEED THE AMOUNT OF COMPENSATION YOU RECEIVED THROUGH THE PROGRAM DURING THE PRIOR 12 MONTHS.

7. TERMINATION

7.1 Termination by You

You may withdraw from the DSGS Program at any time by:

  • Submitting a request to dsgs@texturehq.com
  • Following the termination instructions in your Texture account

Termination may affect your eligibility for compensation as detailed in the Program-Specific Terms.

7.2 Termination by Texture

Texture may terminate your participation:

  • If you breach these Terms or the Program-Specific Terms
  • If your Battery System becomes incompatible with program requirements
  • If the DSGS Program is modified or discontinued
  • At the request of your Program Sponsor

Texture will notify you of such termination via email to the address you provided during enrollment. By agreeing to these Terms, you consent to receiving such notifications by email.

8. DISPUTE RESOLUTION

8.1 Governing Law

These Terms shall be governed by the laws of the State of New York, without regard to its conflict of laws principles.

8.2 Informal Resolution

Before initiating any legal action, you agree to contact Texture and attempt to resolve any disputes informally.

8.3 Arbitration

Any dispute arising out of or relating to these Terms shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in New York, New York.

9. MISCELLANEOUS

9.1 Entire Agreement

These General Terms, together with the applicable Program-Specific Terms, constitute the entire agreement between you and Texture regarding your participation in the DSGS Program.

9.2 Amendments

Texture may modify these Terms at any time by providing notice to you via email to the address you provided during enrollment. By agreeing to these Terms, you consent to receiving such notifications by email. Your continued participation in the DSGS Program after such notice constitutes acceptance of the modified Terms.

9.3 Assignment

You may not assign these Terms without Texture's prior written consent. Texture may assign these Terms to an affiliate or successor without your consent.

9.4 Contact Information

For questions or concerns regarding these Terms, please contact us at dsgs@texturehq.com.

Last Updated: April 1, 2025