Preventive Maintenance Program Terms and Conditions (“Contract”)

1. Parties. “Constellation” means Constellation Home Products & Services, LLC and “Customer” means the customer named in the Contract Documents (as defined below).
2. Coverage. This Contract applies to the plans you selected in the Service Plan Summary of the Contract Documents and the following coverage applies for the plan selected: 
   • Preventive Maintenance for Commercial Heating and Cooling Systems: (a) 10% discount on parts and labor for heating, air conditioning, plumbing, and electrical repairs as specified in this Contract and (b) an annual inspection(s) of said equipment as outlined in the Service Plan Summary of the Contract Documents.
   • Preventive Maintenance Plus Labor for Commercial Heating and Cooling Systems: (a) 10% discount on parts and no labor charges for heating and cooling repairs as specified in this Contract and (b) 10% discount on parts and labor for plumbing and electrical repairs as specified in this Contract and (c) an annual inspection(s) of said equipment outlined in the Service Plan Summary of the Contract Documents.  

   Constellation reserves the right, at its election, to inspect the equipment to determine its condition before accepting this Contract. Constellation may terminate this Contract if the equipment identified at enrollment does not match the equipment at the service address, including but not limited to the quantity, type, size or location of equipment. Constellation shall provide services in accordance with this Contract, the brochure and all attachments and exhibits, (the “Contract Documents”) which together constitute the entire agreement between the parties and supersede and replace any and all prior communications, agreements, arrangements, or understandings, whether oral or in writing, between the parties. This Contract shall become valid after acceptance by Customer and approval by Constellation. Constellation expressly rejects any additional or inconsistent terms and conditions contained in any proposals, purchase orders, or other documents supplied by Customer.

3. Service Calls. To schedule service under this Contract call 1-877-427-2003. All non-emergency service calls will be performed during Constellation’s regular working hours (8:00 am to 5:00 pm Monday through Friday). Customer shall provide Constellation with safe access to and safe working conditions at and around covered equipment and/or system. The ability of Constellation to provide emergency service within 24 hours is contingent upon weather conditions, customer call volume, road conditions and no force majeure events beyond our control including but not limited to flood, fire, strike, acts of God, etc. In the event Constellation determines, in its sole but commercially reasonable discretion, that there is an emergency situation requiring expedited service, we will make reasonable efforts to expedite service. At our sole discretion, Constellation reserves the right to charge a minimum fee equivalent to 3 hours of our hourly service rate for each non-emergency service call performed outside of our regular working hours.  If an additional service technician must be called for assistance on a service call, the customer may be charged for the additional labor.
4. Maintenance Checks/Inspections. Constellation will perform preventive maintenance / inspection checks to maintain the covered equipment as outlined in Service Plan Summary.  Maintenance checks (inspections) are scheduled at customer’s request by calling 1-877-427-2003.  Inspection schedules are as follows: Heating or Cooling system only: (1) one annual/comprehensive check per year or (2) two checks per year, (1) one annual/comprehensive and (1) one operational check; or Heating/Cooling system: (2) two ((1) one annual/comprehensive and (1) one operational check) or (4) four checks per year ((2) two annual/comprehensive checks and (2) two operational checks), as specified in this Contract. During peak season (June through September) the customer may experience a delay in the timing of their inspection.  Constellation reserves the right to delay regular inspections in order to respond to emergency service calls.  Delayed inspections during this season are not to be considered a breach of contract.
5. Term. Coverage begins on the Start Date stated at enrollment or upon inspection by a Constellation technician. You will be invoiced annually for the Initial Term and, unless you have opted out of automatic renewals as indicated in the Contract Documents, the Contract will renew for additional one-year terms until either party notifies the other of a cancelation. Constellation will send you a notice of renewal at least 30 days before your paid coverage begins, and before the end of each subsequent one-year term. The renewal notice will include any changes to the Contract terms, conditions, or price. Your Contract will automatically renew unless you notify us at least 10 days before the end of each renewal term that you are canceling, or Constellation notifies you that it is not renewing your Contract. If you have opted out of automatic renewal, you will receive a renewal notice, but your Contract will expire unless you send in your agreement to renew your coverage at least 10 days before the end of each one-year term. 
6. Cancellation. You may cancel this Contract at any time with written notification to Constellation, Attn: Commercial Cancellations, 1409A Tangier Drive, Baltimore, MD 21220, or by contacting Customer Care during normal business hours.  If you cancel this Contract within thirty (30) days of the date issued and an inspection has not been rendered, we will refund all amounts paid. If you cancel after the first 30 days, or if inspection(s) has been rendered, then refunds will be prorated based on the number of inspections remaining under the term of the Contract. Constellation may cancel this Contract prior to the end of the Initial Term for fraud, material misrepresentation, or non-payment by you; or if required to do so by any regulatory authority. Constellation reserves the right to cancel coverage, change terms and conditions and/or pricing with 30 days notice to you in accordance with applicable law. Constellation is not obligated to renew this Contract at any time.
7. Coverage Limitations. This Contract does not cover parts for repairs or services, unless otherwise stated. This Contract does not include any labor, unless otherwise stated, to install equipment, to perform adjustments or repairs of covered equipment, or any system as may be required by insurance companies, governmental agencies or other authorities. Customer agrees to pay for services and required equipment requested that are not covered by this Contract, which shall be invoiced at the Constellation prevailing labor and part rates.  Constellation shall not be liable for any consequential or other damages resulting from the failure of any component, system, or item due to conditions beyond Constellation’s control. Constellation shall have no responsibility or liability under this Contract if the equipment is moved from the location indicated on this Contract, or if any representation made by Customer relating to the covered equipment is false, or if Customer fails to perform its obligations or is otherwise in default hereunder. Any associated masonry work or drywall work; repair or replacement of parts involving friable asbestos; servicing of units without safe access to and conditions around the equipment; systems with pre-existing conditions, faulty design or installation will not be covered. Service and parts must be provided by Constellation. Certain brand restrictions apply.
8. Hazardous Substances. This Contract shall not include any mold or mildew evaluation, remediation, mold prevention or other related services. Constellation shall not be required to identify, detect, encapsulate, or remove asbestos or products or materials containing asbestos, or any other potentially hazardous substances or materials, including but not limited to mold and mildew (collectively, a “Hazard”). Customer has sole responsibility and liability for the proper identification, removal, disposal or correction of any Hazard at the job location. Customer also has the sole responsibility to remediate any mold-related problems regardless of when and how such problems may accrue. Customer shall indemnify, defend and hold harmless Constellation and its affiliates, contractors and subcontractors to the fullest extent permitted by law with respect to any claims, liability, cost or expense (including but not limited to attorneys’ fees) of whatever nature incurred as a result of any Hazard on or relating to Customer’s premises.    
9. Limitation of Liability.  IN NO EVENT SHALL CONSTELLATION, OR ITS OFFICERS, AGENTS OR AFFILIATES, BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, PUNITIVE, INDIRECT, EXEMPLARY; OR INCIDENTAL DAMAGES, WHETHER IN CONTRACT OR IN TORT, OR NEGLIGENCE FOR INJURY TO PERSON OR PROPERTY RESULTING FROM ANY ACTIONS UNDERTAKEN PURSUANT TO THIS CONTRACT; OR THE FAILURE OF THE EQUIPMENT OR ANY PARTS OF THE EQUIPMENT. Constellation shall not be liable for repairs, replacements, alterations, additions, or adjustments performed by others, or any defects or damages caused by negligence, abuse, misuse, improper operation, vandalism, accident, unauthorized alteration, obsolescence, corrosion or erosion, building system design, flooding, lightning, low water pressure, or failure of Customer, its employees, agents, or contractors to properly operate or maintain the equipment or system. The sole and exclusive remedy against Constellation or its agents, employees, officers or affiliates for any damages arising from Constellation’s services, equipment or work shall be limited to the repair or replacement of Constellation installed or serviced equipment and shall not exceed the lesser of: (a) the direct actual damages incurred to your equipment, (b) the replacement value of the equipment provided hereunder, or (c) three times the amount of money actually paid to Constellation under this Contract during the last twelve months. In no event shall Constellation have any liability for any damages relating to alleged mold remediation, leakage/spillage of fuels (propane or natural gas) from a storage tank, fuel pipe or any part of the system and/or equipment, or any consequential, special, incidental damages or exemplary damages. 
10. Governing Law. This Contract is governed by MARYLAND law without respect to any conflicts of law provisions. The parties irrevocably consent to venue and jurisdiction in Baltimore, Maryland and agree to waive any right to a trial by jury.  
11. Warranty. Constellation will provide services in a workmanlike manner, and parts that are free from material defects. If notified of any such valid defect in writing by Customer within twelve (12) months from the performance of said service or delivery of said material, Constellation will reperform or replace any such defective services or parts.  Defects shall explicitly exclude, among other things, natural wear, tear, neglect, misuse, vandalism, and electrical faults such as brown outs and phase loss. Any warranties provided by third parties with respect to any equipment or parts installed by Constellation will, to the extent they are transferable, be transferred by Constellation to Customer.  EXCEPT AS EXPRESSLY PROVIDED IN THIS PARAGRAPH, CONSTELLATION MAKES NO WARRANTIES, GUARANTEES, or REPRESENTATIONS, EXPRESSED OR IMPLIED, CONCERNING THE SERVICES, PARTS OR EQUIPMENT, AND EXPRESSLY DISCLAIMS ANY WARRANTY IMPLIED BY LAW, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, CUSTOM OR USAGE. 
12. Assignment. Customer may not assign or transfer this Contract without Constellation’s prior written consent. Constellation may assign the Contract to any other party including but not limited to another creditor. If we do this, the assignee will have our rights and privileges under this Contract with respect to the unpaid balance assigned.
13. Default; Default Remedies: You shall be in default if, (a) you fail to make any payment due under this Contract when billed for same, or (b) you fail to pay any of your debts as they become due, or (c) a petition either under the Federal bankruptcy laws or any local law providing similar relief is filed by or against you. We may suspend service under this Contract until any amount due under this Contract is fully paid.

    The parties agree to attempt in good faith to initially resolve any disputes hereunder expeditiously through informal dispute settlement procedures, if appropriate, including negotiations between senior management of the Parties. Both Parties agree that any claim or suit arising from the performance or nonperformance of this Contract, excluding Customer’s non-payment, whether such liability arises in contract, tort, negligence, breach of warranty, strict liability or otherwise, shall be brought within one (1) year from the date such claim arose. 

14. Costs and Attorney’s Fees After Default: You agree to pay all court costs and other collection costs (including field collection costs and attorney fees) actually incurred relating to your default.
15. Permission for Electronic Withdrawal: By sending us a check payment on your Account, you authorize us to make a one-time electronic funds transfer (EFT) from your bank account or to process the payment as a check transaction. When we use information from your check to make an EFT, funds may be withdrawn from your account as soon as the same day we receive your payment and you will not receive your check back from your financial institution. If you do not want your checks to be converted to an EFT, please call Customer Service.
16. AutoPay Terms and Conditions: Based on customer election, customer agrees to be billed and make payments to Constellation for all service contracts. Customer authorizes Constellation to debit customer checking account or to charge customer credit card as may be allowed by applicable law according to payment terms.
17. Authorization: By signing this Contract, you authorize us to share your customer information with our affiliates. You may notify us in writing if you wish to rescind this authorization.
18. Miscellaneous: Any provision of this Contract which may be contrary to law shall not invalidate any of its other provisions. All rights and remedies hereunder are cumulative and not alternative. We may waive or delay enforcing any of our rights without losing them.

 CML_PM  Rev. 2/2023