Commercial Terms and Conditions
 

1. BINDING AGREEMENT

1.1 The Solar Supply Agreement Form and these terms and conditions constitute a legal agreement between us. These terms and conditions are attached to the Solar Supply Agreement Form and are also available on our website. We will refer to the agreement between us and you created by the Solar Supply Agreement Form and these terms and conditions as “this Agreement”. Definitions used in this Agreement appear in clause 2.

1. DEFINITIONS AND INTERPRETATION

2.1 The meanings of the terms used in this Agreement are set out below:

Agreement means the agreement between you and us, including these terms and conditions and the Solar Supply Agreement Form. 

Business Day means any day except a Saturday, Sunday or public holiday in the place which the Property is situated. 

Solar Supply Agreement Form means the customer quotation or order form or invoice to which these terms and conditions are attached. 

Deposit means the amount you must pay as a deposit, as set out in the Solar Supply Agreement Form.

Discounted Purchase Price means the price identified as such on the Solar Supply Agreement Form and/or sales invoice, which is the price payable by you if we are assigned the Renewable Energy Certificates. 

Electricity Grid means the electricity grid to which the Property is connected; 

Estimated Installation Date means the date on which we estimate installation will take place, as shown on the Solar Supply Agreement Form. 

Final Installation Date means the date defined in clause 10.2.

Full Purchase Price means the price identified as such on the Solar Supply Agreement Form and/or sales invoice, which is the price payable by you if we are not assigned the Renewable Energy Certificates. 

Government Approvals means any consent, authorisation, registration, filing, agreement, notarisation, certificate, permission, licence, approval, permit, authority or exemption required under any law or regulations. 

GST means goods and services tax. 

Installation means the services and works required to: (1) conduct pre-installation site inspections at the Installation Property; (2) install the System in accordance with the manufacturer’s specifications; (3) test the System to ensure that it is working in accordance with the manufacturer’s specifications; and (4) commission the System so that it is operational, in accordance with this Agreement.

Installer means our contractor or agent who will carry out the installation.

Manufacturer’s Warranties means the warranties provided by the manufacturer of the System in the manufacturer’s brochures provided to you with the Solar Supply Agreement Form, or the warranties provided by the manufacturer when if an alternative product is provided in accordance with clause 12.

Property means the property at which the System will be installed, located at the installation address set out In the Solar Supply Agreement Form.

Purchase Price means the Discounted Purchase Price or the Full Purchase Price, as payable in accordance with this Agreement; 

Renewable Energy Certificates means a ‘renewable energy certificate’ as defined in the Renewable Energy (Electricity) Act 2000 (Cth) and in respect of any Renewable Energy Certificate to be created from 1 January 2011 means a ‘small-scale technology certificate’ as defined in that Act and includes VEECs (Victorian Energy Efficiency Certificates); 

System means the solar photovoltaic electricity generation system and hot water system that is described in the Solar Supply Agreement Form; 

We and/or Us means FUTURUS ENERGY & SOLAR ACN 611046274

You and/or Your means the person, business or company named as the “Customer” on the Solar Supply Agreement Form.

1. SALE OF THE SYSTEM

3.1 You agree to purchase, and we agree to sell you, the System in accordance with this Agreement.

1. TRANSFER OF OWNERSHIP AND RISK

4.1 Risk in the components and equipment constituting and comprising the System will pass to you, the Customer, immediately when they are delivered to or arrive at the Property.

4.2 Ownership of the System does not pass from us to you until payment of the FULL Purchase Price in accordance with this Agreement has been received by us. 

1. PURCHASE PRICE

5.1 The Discounted Purchase Price is the Purchase Price applicable if you transfer to us the Renewable Energy Certificates which are created in respect of the System and is set out in the Solar Supply Agreement Form or Customer Sales Invoice.  

5.2 Pursuant to this Agreement, you are obligated to, and agree to, transfer to us any and all Renewable Energy Certificates created in respect of the System without charge. In consideration for transfer of the Renewable Energy Certificates we have agreed to charge the Discounted Purchase Price. 

5.3 If you want to retain the Renewable Energy Certificates created in respect of the System you must provide a minimum of 10 days’ notice to us, being 10 Business Days prior to the Installation. 

5.4 If you decide to retain the Renewable Energy Certificates or for any reasons due to your actions (or failure to act) the Renewable Energy Certificates cannot be transferred to us then the Full Purchase Price and not the Discounted Purchase Price will be payable. 

5.5 If the Full Purchase Price is payable but we have for any reason only collected the Discounted Purchase Price on or before Installation, you must pay us the balance of the Full Purchase Price on demand. 

5.6 We are entitled to require a Deposit on signing the Solar Supply Agreement Form or prior to Installation. We will be entitled to all interest on the Deposit. 

5.7 The balance of the Purchase Price (either the Discounted Purchase Price of the Full Purchase Price) must be paid to us on or before the Final Installation Date. You must be present at the Property on the Final Installation Date to ensure payment of the balance is made and provide proof of payment. 

5.8 All payments to us must be made by credit card (with payment approved; VISA or Mastercard only), by cash, immediate transfer of funds, or by a banker’s cheque, bank draft or personal cheque. 

5.9 The Purchase Price is inclusive of any applicable GST. 

5.10 Where there is a delay in making any payment to us as required by this Agreement you will pay interest on the outstanding amount at a rate equal to 1% above the Cash Rate published by the Reserve Bank of Australia.

1. RENEWABLE ENERGY CERTIFICATES 

6.1 You agree to transfer to us the right to create Renewable Energy Certificates in respect of the System. You agree and undertake to promptly complete, provide any relevant information and execute any documents or forms, and do anything else that we reasonably request to effect this assignment, and to enable us to receive the benefit of the relevant Renewable Energy Certificates. 

6.2 You must not create or transfer to any other party right to create any Renewable Energy Certificates in respect of the System or agree to do anything contrary to this clause. 

6.3 We do not provide any undertaking that the current market value of the Renewable Energy Certificate is reflected by our Discounted Price set out on our Solar Supply Agreement Form. Any fluctuation in the market value of the Renewable Energy Certificate will not result in a change to the Discounted Price of Full Purchase Price offered by us as per our Solar Supply Agreement Form.  

6.4 If we are unable to acquire any Renewable Energy Certificates because of an act or omission by you, then you must pay the difference between the Discounted Purchase Price and the Full Purchase Price immediately upon us demanding payment.

1. CONTRACT FINANCE

7.1 You must make any arrangements to obtain any finance which you require in connection with the purchase of the System. Your obligations under this Agreement are not conditional upon you obtaining finance or any subsidy.

1. GOVERNMENT REBATES AND APPROVALS

8.1 Your obligations under this Agreement are not conditional upon your securing or receiving a Government rebate or grant. We cannot provide any assurance that you will be entitled to receive a Government rebate or grant. 

8.2 You must obtain all Government Approvals and Instruments which are reasonably necessary for installation of the System. You must provide us with copies of all Government Approvals and Instruments requested by us prior to Installation. 

1. PROPERTY OWNERSHIP WARRANTY

9.1 You warrant that you are the sole or joint owner of the Property and are there authorised to arrange for installation of the System at the Property. We may require the production of evidence of unencumbered ownership prior to Installation. 

1. INSTALLATION 

Installation Dates

10.1 The Solar Supply Agreement Form sets out an Estimated Installation Date. This is an estimate only of when we will be able to complete Installation of the System.

10.2 We will advise you as soon as reasonably practicable of the Final Installation Date. The Final Installation Date is the date on which we will complete Installation. We will give you at least 5 days’ notice of the Final Installation Date, however we reserve our right to alter and reschedule the Final Installation Date where it becomes necessary to do so, including by reason of hazardous weather conditions and staffing issues.  

Preparation for Installation 

10.3 Prior to the Installation of the System you must, at your own cost, take all steps reasonably necessary to ensure:

(a) The roof areas is structurally sound and equipped to accommodate the solar panels, mounting base and frames forming the System;

(b) The Property complies with the applicable electricity standards and regulations;

(c) There are no current issues with electricity supply or roof access that render it unsafe to install the System;

(d) There is a property installed bi-directional meter than can read exported electricity and is approved by the network operator of the Electricity Grid;

Access for Installation 

10.4 At the times we advise we will carry out Installation, you must be present at the Property and, if reasonably requested, remain there while the Installation is being carried out. During Installation, you must ensure there is sufficient access to carry out the Installation, including ensuring there is clear access for relevant personnel, vehicles and equipment to the meter box, switchboard, the proposed location for the System’s inverter, and the roof where the System’s solar panels will be mounted. 

10.5 If you are not at the Property on the Final Installation Date we may, at our discretion, charge you $200.00 for our attendance which must be paid to us prior to Installation. In the event that his Agreement is terminated without Installation being completed, we are entitled to recover this $200.00 fee from you.

Damage

10.6 You acknowledge that it may be unavoidable that there is some damage to the premises as a result of carrying out the Installation of the System. 

10.7 Where reasonably practicable, the Installer may attempt to temporarily repair any minor damage that occurs, however, we are not liable for any damage that occurs to the Property arising from, or in connection with any pre-existing condition of the Property. 

10.8 To the extent permitted by law, liability is excluded for any damage to the premises caused as a result of carrying out the Installation of the System that was not caused by negligence or misconduct. 

10.9 Any claims for damage allegedly caused by the Installation of the System must be made directly to our office at 4, 7-9 Heatherdale Rd, Ringwood 3134 within 8 weeks of the date of installation. 

1. AVAILABILITY OF STOCK

11.1 Where we do not have the requisite elements or components that comprise the System in stock, we are not liable for any loss or damage that you suffer arising out of delays in obtaining the Systems. 

11.2 If we do not have in stock the requisite elements or components that comprise the System, we may substitute at our discretion and no cost to you, a product which is of equivalent quality, performance and capacity. 

1. WARRANTIES

Warranties in respect of the System

12.1 We warrant that the Installer will install the System with due care and skill, according to industry standards, being AS3000. 

12.2 The System inverter and panels will come with the benefit of the Manufacturer’s Warranties. 

12.3 Our goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure.. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure.

12.4 If you wish to make a claim you may contact us by telephoning 1300 0 98436 

12.5 Our warranties are, to the extent permitted by law, limited by the matters in the clauses 12.6 to 12.9 below.

Variable Performance of the System

12.6 Yield estimates are indicative only and are based on test conditions which may not be achieved or substantially reproduced in the operating environment encountered at the Property. Yield may depend on a number of variable factors including inclination of the place of installation, shade, surrounding structures, trees and plants, irradiation and weather conditions. 

12.7 You acknowledge that power generation from the System ceases during power disruptions, or where the voltage or frequency of the Electricity Grid falls outside the initiation parameters specific to the inverter, which are also governed by the current AS4077 Australian Standard. Power generation will only restart when the Electricity Grid becomes available within the specific parameters again. We are not responsible for any loss of production caused by the Electricity Grid. 

Radio and Television Interference

12.8 From time to time, radio and television interference is experienced after the installation of a System. We are not responsible for any such interference encountered, and recommend that you use a digital signal radio and digital signal television devices when operating a PV system on your premises to avoid the likelihood of such interference. 

Exclusions

12.9 Exclusions from warranties: All warranties we provide in this agreement in respect of the System and its installation are subject to the warranty terms and conditions and the warranty procedures of the manufacturer of the System, to the extent permitted by law our Warranties do not apply if the defect is a result of any of the following: 

(a) failure to use the System in accordance with the manufacturer’s instructions or the owner’s manual; 

(b) use of the System in a manner not reasonably contemplated, or contrary to law;

(c) any modification of the System by anyone other than us;

(d) subjecting the System to an unusual or inappropriate physical environment or electrical stress, including such environments or stress as those not specifically recommended by the manufacturer;

(e) moving the System, whether temporarily or permanently;

(f) damage caused by anyone other than us;

(g) the effects of weather or other natural events; 

(h) surges; 

(i) the condition of the Property or electrical wiring or systems; or

(j) changes in law. 

12.10 The only warranties that we provide in relation to the System and its installation are the express terms and warranties set out in this Agreement, and those implied terms or warranties that are imposed by statute or law and are mandatory and cannot lawfully be excluded.

Warranty Claims

12.14 If you make a claim under the warranty you must notify us in writing at 4, 7-9 Heatherdale Rd, Ringwood 3134 within 5 days of the matter giving rise to claim. We reserve the right to reject claims outside this period. 

12.15 You must give us a reasonable opportunity to inspect any alleged minor or major defects. 

12.11 If you notify us that the System has a defect, and that defect is covered by our warranty, then we will arrange to carry out any necessary repair and replacement works, in accordance with the manufacturer’s warranty processes, and within a reasonable time. 

12.12 We will provide labour at our cost to remedy defects covered by the Manufacturer’s Warranty for a period of 24 months from the date of Installation. 

12.12 If you advise us that the System has a defect, you must follow and perform any troubleshooting steps we advise. In the event that you fail to take such steps, and we are required to attend the Property, and we reasonably consider that such steps could have resolved the problem or issue, then we will be entitled to cover the costs of the visit. Such costs will incur a charge of a minimum of $200.00.

12.13 If we replace a System, the legal title in the removed System will vest with us.

12.16 We will remedy defects caused by faulty installation at no cost to you. 

12.17 Where it is necessary to repair a defect in the System which does not fall within paragraph (a) or (b) above, then to the extent permitted by law we will charge for our labour. 

1. LIABILITY 

13.1 Liability for a breach of a condition or warranty which cannot be excluded by law (and no other remedy applies) is limited to the extent possible, at our election, to:

(a) the supply of the goods or services again; 

(b) the repair of the goods; 

(c) the payment of the cost of having the goods or services supplied again or repaired; or 

(d) refund of the price you have paid to us.

13.2 Liability for a breach of a condition or warranty which cannot be excluded by law (and no other remedy applies) is limited to the extent possible where your failure to mitigate your loss, including by your failure to reasonably monitor and maintain the System caused or contributed to the loss claimed. 

1. INDEMNITY

14.1 You indemnify completely and hold harmless us, and our officers, employees, agents and subcontractors against all losses, damages, liability, claims and expenses, including but not limited to legal costs, that arise our of any condition at the Property, any injury caused or reasonably attributable to a condition at the Property, the provision of false or inaccuracy information, or the failure to properly undertake the checks and investigations required by clause 10.3 above. 

1. TERMINATION

Termination by you

15.1 Prior to Installation, you may terminate this Agreement by notice in writing to us by giving a minimum of 10 Business Days notice before the Final Installation Date. However, you may, at our discretion, withhold the Deposit you paid and charge you to recover any other costs incurred by us;

15.2 We acknowledge that the Australian Consumer Law provides you with the right to terminate this Agreement within 10 Business Days from the date of receiving and/or singing this Agreement. We acknowledge that if you have paid a deposit and cancel in accordance with your rights under the ACL within 10 Business Days, any deposit paid is refundable in full and undertake to provide the full amount to you within 30 days of the date of termination.

15.3 If you elect for the System to be installed at the Property within 10 Business Days of the date of you receiving or signing the Agreement, you acknowledge that your right to terminate the Agreement as set out in clause 15.2 above is void and forfeited.

Termination by us

15.3 We may terminate this Agreement by notice in writing to you if we are unable to obtain sufficient stocks of the System and/or the requisite components, or are unable to source an adequate workforce to complete the Installation;

15.4 We may terminate this Agreement by notice in writing to you if we consider that installation of the System at the Property is unsafe or unsuitable;

15.5 We may terminate this Agreement by notice in writing to you if we have attended the Property on two occasions and you were not presents on either occasion;

15.6 We may terminate this Agreement by notice in writing to you if you have failed to pay the balance of the Purchase Price when Installers attend the Property to complete Installation. We reserve our rights to recover all costs incurred by us including costs involved in attending the Property.

15.7 We may terminate this Agreement by notice in writing to you if you materially breach this agreement.

15.8 Refund of the Deposit upon termination is at our complete discretion unless otherwise required or mandated by law, including the 10 day period specifically contemplated by the Australian Consumer Law. In the event that we determine a refund is appropriate in the circumstances, the refunded amount is payable to you within 30 days of the date of termination of the Agreement. 

1. PPSA

16.1 The terms of this Agreement set out in clause 4 above confer rights upon us under the PPSA. We have the right to register our security interest created and have other rights under the PPSA and you acknowledge and agree not to interfere with these rights. 

1. PERSONAL INFORMATION AND PRIVACY

17.1 You must provide us with all information which we reasonably request from you in order to supply you with the goods and services under this Agreement, or apply on your behalf for any Government grant, rebate or other benefit which you may be entitled to receive. 

17.2 We may use and disclose the information your provide to us under clause 17.1 above to supply goods and services to you pursuant to this Agreement, facilitate an application for a grant, benefit or rebate, as authorised by law, to provide information to our related bodies corporate, debt collection agencies and credit reporting agencies and relevant Government Agencies. 

1. GENERAL

Notices

18.1 All notices under this Agreement must be in writing, address to the party as set out in the Customer Quote Form or alternative details as otherwise notified. 

18.2 Notices may be emailed or posted, and will be considered to be received on the second Business Day after the date of sending. 

Assignment

18.3 You must not transfer, assign or otherwise dispose of any of your rights or obligations under this Agreement unless you are provided with our prior written consent. 

18.4 We may, at our complete discretion, assign or novate this Agreement without notice to you, to any person or entity we consider to possess the technical and commercial capacity to perform our obligations under this Agreement. 

Joint Customers

18.5 If the Property is owned by you jointly with another person or person, this Agreement binds and is for the benefit of you both or all jointly and severally. 

Entire Agreement

18.6 This Agreement and the applicable legislative provisions represents the entire agreement between the parties relating to the Installation of the System and other matters covered by the Agreement. 

Waiver of Rights

18.7 Failure to immediately or promptly enforce any right under this Agreement must not be construed as a waiver of our rights under this Agreement. 

Applicable Law

18.8 This Agreement is governed by the laws of the State of Victoria. 

Amendments and Variations

18.9 A variation of any term of this Agreement must be in writing and signed by both parties. 

Invalidity

18.10 Any term of the Agreement that is void or unenforceable may be severed or read down from the Agreement without affecting the validity and enforceability of the other terms.