Solar Analytics Sales Terms and Conditions
'Solar Analytics' means Solar Analytics Pty Ltd, Unit 9/ 245 Chalmers St Redfern 2016, NSW. 'Product' means the Solar Analytics Monitoring Subscription and Solar Monitoring hardware that support energy monitoring. 'Quote' means the offer provided by Solar Analytics or a Solar Analytics Reseller for the supply of the Product. 'Order" means an agreement to purchase the Product on the terms described herein 'you/your' means you, the customer nominated for the subscription. 'Subscription' means a fee payable to enable access to the software and dashboard that support energy monitoring and asset management 'Personally Identifiable Information' means information which can be linked to you such as street address, email, telephone number. 'Data' means information including, PV system details and PV system performance data which is submitted, entered or posted onto the Platform or otherwise communicated. Data will not include any Personally Identifiable Information. "Reseller" means an independent company who has purchased Solar Analytics products and or services from us and supplied you with Solar Analytics products and or services on our behalf. "Commencement Date" means the The Commencement date is the date when you agree to an Order for the supply of Product either directly from Solar Analytics or from a Reseller. "Day of Commissioning" means the day your installed hardware is activated either by Solar Analytics or by the Reseller.
Offer and Acceptance
Solar Analytics Resellers agree to supply and you agree to purchase the Products based on the terms and conditions set forth herein, the terms and conditions on the Solar Analytics website and any additional terms and conditions provided by Reseller that may relate to our Products and software as part of a PV system package.
By accepting an offer from Reseller to purchase our Products and services, you acknowledge and accept that you are agreeing to purchase Products that require a pre-paid or ongoing subscription payment to operate to its full functionality. You should carefully note any terms and conditions of sale provided by Reseller that may affect the terms and conditions herein.
Customer License Grant
Solar Analytics hereby grants to User a limited license to use the Solar Analytics Dashboard as follows: a) to access the Solar Analytics Dashboard including data recordings and system activity of the systems which User is authorised to access; or b) to permit access to the Solar Analytics Dashboard by other authorised parties. This License Grant does not cover, and therefore User may not do, the following: a) sell or grant additional licenses, sub-licenses, or any other access to the Solar Analytics Dashboard not specifically covered by the terms of this Agreement; b) sell Confidential Information to third parties or otherwise distribute or reveal Solar Analytics' Confidential Information, unless expressly agreed in writing by Solar Analytics; and c) publicise or otherwise share Solar Analytics' Confidential Information with anyone, unless expressly agreed in writing by Solar Analytics. 'Confidential Information' means any information, in any format, oral or written, whether or not marked 'confidential' and whether or not proprietary which is disclosed to User as a result of its access to the Dashboard or its business dealings with Solar Analytics, which would reasonably be considered information that is confidential to Solar Analytics.
The Commencement date is the date when you agree to an Order for the supply of Product either directly from Solar Analytics or from a Reseller. The Commencement Date will be the earliest of when you (i) place a purchase order (ii) request in writing to proceed to supply on terms provided in a quote or Supply Agreement from Solar Analytics (iii) make a payment against an Invoice from Solar Analytics.
Cooling Off Period
The Order has a cooling-off period of 10 business days from the Commencement Date when purchasing directly from Solar Analytics. You may terminate this Order by giving us notice in writing indicating your wish to do so. If you terminate this Order during the Cooling Off Period you are still liable for the cost of any hardware, set-up and installation already provided but are not required to pay an early termination fee.
When the Order includes a Subscription to the Solar Analytics monitoring Dashboard, the Subscription will start on the Day of Commissioning and expire after the period described in the Quote.
Solar Analytics is not responsible for the installation of hardware. Reseller, or their sub-contractors will install Products in accordance with applicable standards, regulations, our installation guidelines and in a manner that allows to device to adequately and safely function.
Either party may terminate the Order at any time by notice in writing to the other party if the other party commits a breach of any material provision of the Order and that breach is not capable of remedy or, if able to be remedied, is not remedied within 60 days from the date of receipt of notice in writing calling upon the party in breach to remedy such breach.
You may terminate this Service at any time before the Subscription expires by providing notice to us. This Service will terminate 10 business days after the date we receive your notice. There will be no refund of any prepaid Subscription fee. You will retain access to your data for 30 days after termination of service. Solar Analytics will maintain energy monitoring until the device is removed or specifically requested to block the device. The removal of the monitoring device and its connection is the responsibility of the homeowner.
Solar Analytics reserves the right, in its sole discretion, to terminate User's access to the Dashboard or any portion thereof at any time, without notice and without any reason. In cases where a User is in good standing with payments for paid access to Data, and the access has not been terminated due to the User's breach of this Agreement, Solar Analytics will refund the portion of payment for services not yet rendered. Solar Analytics will provide access for the User to obtain their Data for a one month period after the termination, or otherwise transmit the Data to the User.
Solar Analytics retains the perpetual right to use this Data according to this Agreement.
Price and GST
Solar Analytics provides recommended retail Subscription pricing to Resellers and reserves the right to vary its Subscription costs from time to time at its sole discretion.Resellers provide recommended retail prices for Solar Analytics Hardware and Subscriptions at their sole discretion.
Subscription service will be charged at the rates listed above and are inclusive of GST.
Payment Terms apply only to sales direct from Solar Analytics and are cash up front, unless otherwise agreed. If you have not paid in full by the due date, we may, without limiting any other right, charge you interest on the overdue moneys at the rate of 1.5% per month (18% per annum). If you pay a bill using a payment method that results in us incurring a merchant service fee (including payment by credit card), we may charge you the Payment Processing Fee listed on a Quote.
Subscription Payment: Subscription payments may be a)paid directly to Solar Analytics by credit card payment through our secure 3rd party online service or b)purchased on your behalf by Resellers. Solar Analytics will retain access to the credit card details, but will not store them. For monthly subscriptions we will charge the monthly fee against the recorded card . For annual or five year subscriptions we will notify the subscription holder six weeks before renewal is due and then proceed to charge against the card on the renewal date.
Renewal of subscription: You can renew or upgrade your subscription at any time provided you have maintained a paid subscription. Renewals are conducted via credit card payment through our secure 3rd party online service.
Failure to pay: If the credit card on record is invalid or expired, or we have no credit card on record, we will notify the subscription holder of the failed payment by email, that they will be blocked from access in 7 days from notification and have 30 days from notification to correctly renew the subscription, after which the historical data of that site will become unavailable to the user and reseller.
Cancellation: the Solar Analytics monitoring subscription can be canceled at any time through the dashboard settings.
Savings Guarantee: Solar Analytics may offer Savings Guarantees from time to time at its sole and absolute discretion. For full Terms and Conditions of our Savings Guarantee refer to our Terms and Conditions here
Solar Analytics reserves the right to, at any time, vary the Products either by making such changes in, among other things, the design, technical specification, system configuration, production or packaging of the Products in any way as Solar Analytics shall deem appropriate, or by the withdrawal of one or more products or by adding additional products to the Products. You shall not be obligated to purchase any changed Products which have been materially modified or changed.
The use of the Dashboard is in accordance with the Solar Analytics Dashboard Terms and Conditions that are available on the Solar Analytics website: www.solaranalytics.com. You have had opportunity to review those Terms and Conditions before placing an Order.
Solar Analytics shall extend to you its published limited warranties for the Products in effect as of the Commencement Date which warranties shall survive for the period as is set forth therein. Solar Analytics may modify its published limited warranty, from time to time, on thirty (30) days prior written notice. Solar Analytics makes no other warranties, express or implied of fitness of the products for particular use or otherwise.
Solar Analytics Disclosure and Your Acknowledgement: Solar Analytics expressly disclose and you acknowledge that the Solar Analytics Dashboard service may be discontinued or terminated by Solar Analytics at its absolute discretion for any or no reason (Discontinuance), and Solar Analytics is not in any way liable to you for any compensation or claim including but not limited to damage and loss of any kind caused by or arise from the Discontinuance except for a pro-rata refund of the Solar Analytics Platform Subscription for the unused period if applicable.
'Personally Identifiable Information' Solar Analytics needs to use your Personally Identifiable Information to run your monitoring service, and may use your Personal Information to promote and market services to you on an ongoing basis, including through telephone and electronic means, unless you opt out.
Your Personally Identifiable Information will not be available to 3rd Parties for the purpose of marketing or data profiling.
Data Collection and Usage
Solar Analytics devices and services collect PV system details, PV system performance, energy consumption and grid status energy data from the client's electrical system to deliver the monitoring service.
Solar Analytics may offer an anonymised version of this data to 3rd party organisations such as utilities and government agencies working to improve the energy system in Australia. We don't share any data listed in Personally Identifiable Information. The PV energy and consumption data is anonymised to postcode or statistical area. Grid status data can be associated to a street address as this is public utility information and has no bearing on personal detail.
Intellectual Property owned by either party at the commencement of the Subscription remains the property of that party. Any Intellectual Property developed or created during the Subscription vests in Solar Analytics immediately upon creation and you assign all right, title and interest I such Intellectual Property to us.
LIMITATIONS OF LIABILITY
IN NO EVENT WILL SOLAR ANALYTICS, ITS AGENTS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, OR PARENT COMPANIES BE LIABLE TO USER FOR ANY DAMAGES, CLAIMS OR COSTS WHATSOEVER INCLUDING COMMERCIAL LOSSES, OR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS, SAVINGS, GOODWILL, DATA OR USE), WHETHER IN CONTRACT OR TORT, BY STATUTE OR OTHERWISE, ARISING DIRECTLY OR INDIRECTLY AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, WHETHER OR NOT SUCH LOSS OR DAMAGE IS FORESEEABLE, FORESEEN OR KNOWN, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, EVEN IF THE NON-BREACHING PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN USER'S JURISDICTION.
User agrees to limit Solar Analytics's liability as follows. If a court of competent jurisdiction determines that Solar Analytics or any of its, subsidiaries, affiliates, or parent companies is directly responsible for damages arising from the services that Solar Analytics performs or the systems it provides under this Agreement, such damages shall be limited to the sum of the yearly service and equipment charges actually paid by User under this Agreement during the year in which the event giving rise to such damages occurred. Except as expressly provided elsewhere in this Agreement, these agreed upon damages are the User's sole and exclusive remedy no matter the cause of any loss, damage, injury, or other consequence, whether caused by negligence, gross negligence, tort, failure to perform duties under this Agreement, breach of warranty, strict liability, failure to comply with any applicable law, or other default by Solar Analytics on any of its obligations in this Agreement.
THE FOLLOWING STATEMENT APPLIES TO CUSTOMERS THAT ARE 'CONSUMERS' WITHIN THE MEANING OF THE AUSTRALIAN CONSUMER LAW: The benefits given to the consumers in this Agreement are in addition to other rights and remedies of the consumer under a law in relation to the goods or services to which the Agreement relates. 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 and for compensation for any other reasonably foreseeable loss or damage. 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.
If an event outside our or your reasonable control (Force Majeure) prevents a party from complying with its obligations under your Order, those obligations will be suspended for the duration of the Force Majeure Event. The party affected by the Force Majeure Event must use its best endeavours to give the other party prompt notice of and full details about the Force majeure Event and minimise, overcome or remove the Force Majeure Event as quickly as practicable.
Governing Law and Arbitration
If any part of this Order is or become illegal, void or unenforceable, this does not invalidate the rest of the Order. This Agreement is governed by the law in force in New South Wales. Each party submits to the exclusive jurisdiction of the New South Wales courts.
No Unlawful or Prohibited Use
As a condition of your use of the Solar Analytics Dashboard, User warrants to Solar Analytics that the User will not use the Dashboard for any purpose that is unlawful or prohibited by these terms and conditions. User may not use the Dashboard in any manner which could damage, disable, overburden, or impair the Dashboard or interfere with any other party's use of the Dashboard. User further agrees that no joint venture, partnership, employment, or other relationship exists between User and Solar Analytics, except as otherwise documented in writing.
Modification of the License Agreement
Solar Analytics reserves the right to change the terms and conditions of the Dashboard license, including charges and service levels.
Trademark and Copyright Notice
SOLAR ANALYTICS and logo are trademarks owned and used by Solar Analytics. Use of these marks without the prior express written permission of Solar Analytics is prohibited. All other trademarks referenced in this Agreement, or referenced or used on the Platform, or any part of Solar Analytics' website or in the course of Solar Analytics' business (such reference or use as may be amended from time to time) are the property of Solar Analytics or their respective third party owners. Solar Analytics is the owner or authorised licensee of the copyright in these website pages (including without limitation all text, graphics and computer code relating thereto or associated therewith) and all other intellectual property and proprietary rights therein, and all rights are reserved. Permission is given for the downloading and temporary storage of one or more of these pages for the sole purpose of viewing them on a stand-alone personal computer or monitor and solely for the purpose of this Agreement.