PowerGenius Standard Customer Terms


    1. Thank you for becoming a PowerGenius customer, for purchasing PowerGenius Products, and for using the Software and the Services associated with the Products. These are the main terms of the contract you have with us regarding the Products, the Software, the Services and your Account (“Terms“). Please note that we also use approved (third party) suppliers to provide certain services for installation, maintenance and repairs of the Products, and for technical support in relation to the Products and the Software (“Suppliers“). This is to make sure that you get the best possible use out of your Products.
    2. These Terms apply to all Australian-based PowerGenius customers from the time they create an Account with us. We have used “we”, “us” and “our” for PowerGenius Pty Limited, and “you” and “your” for you – our valued customer in Australia. By signing up to an Account, you automatically agree to the Terms. Please read the Terms carefully because they contain, among other things, important warranty disclaimers and limitations of liability that apply to the Products, Software and the Services. Any other capitalized words have a defined meaning, either as (“defined“) in the body of these Terms, or in the definitions section at clause 17.
    3. Our Privacy Policy and Website Terms of Use also apply to the Products and Services and our Websites, and together they all form part of our “Agreement” with you. They are all available at our Websites. If you are a customer ordering any of our Products to be used in a country other than Australia, please see our Websites for the appropriate terms and conditions and privacy policy that apply to that other country.
    4. As you will be aware, PowerGenius is a Smart Energy management solution. It is designed to allow you to better and more efficiently use the solar energy panels installed in your Property. The Software allows the Products to manage your Property’s (including the appliances within it) use of the solar power generated, and manage the sell-back of any excess power generated to the public electricity grid (the “Grid“). In summary, you sign up for your PowerGenius Solution for 36 months (at least) at a minimum (the “Minimum Term“). Then we arrange one of our Suppliers to install it at your Property, you set up an Account and a Plan, which includes subscribing to a license for the Software, and you can purchase a range of additional add-on Products or Software enhancements on a modular basis if you wish. You can login via your Account and check your Property’s power usage, any applicable sell-back to the Grid and the increased utilization of generated power at your Property from your Account’s Dashboard, to see how much our Products are saving you. You can also manage your subscriptions through your Account. For more detailed information about the Products, Software and Services and related charges, check the PowerGenius Websites.
    5. Please note that the Terms do not apply to any services or products that other un-related service providers provide to you under separate agreements you have with them (for example, internet or electricity service providers). The only time the Terms apply is when us, or our Suppliers specifically provide Products, Software or Services to you under these Terms (and please note, that when our Suppliers provide any Services to you, their terms and conditions of service will also apply).
    1. To set up and use the PowerGenius Products and Services you need to:
      1. live in Australia and be 18 years of age or older;
      2. have an operational solar power electricity unit installed in your Property;
      3. have an active broadband internet connection at your Property;
      4. have a valid and current email address so we can communicate with you via your Account;
      5. have an Internet Enabled Device that can be used to access the Dashboard (the specific requirements for your Internet Enabled Device are set out below);
      6. agree to, and comply with, the Terms, our Privacy Policy and our Website Terms of Use at all times; and
      7. complete the PowerGenius sign up process to open an Account, select a PowerGenius Plan and purchase your PowerGenius Solution for the Minimum Term of 36 months. Please note, your PowerGenius Solution is made up of the following two things (the Base Kit, and your chosen Software & Support Services bundle):
        1. The “Base Kit”: This is made up of the cost of the Unit (which you can either buy outright up-front (in which case your Base Kit will include the Unit’s up-front price), or which you can lease from us (in which case your Base Kit will include the 36 month fee for leasing the Unit being the Instalment Payments as defined in clause 3.4)), plus any initial additional accessories or components needed with the Unit, plus any additional Charges, if they apply (including Charges related to establishing your Account and installing the Unit), and anything else we need to get you started with PowerGenius; and
        2. Your chosen “Software & Support Services” bundle: This bundle includes three things. The first is your subscription for the Software (for the relevant term). The second is the “Replacement Warranty” defined and described in clause 5.12 and any Software warranties under clause 5.13. The third is the particular “Support Services” that you choose to get with your Plan (the “Support Services” are described in clause 5.4 below). All together they form the “Software & Support Services” bundle. You can choose from different Software & Support Services bundles for your PowerGenius Solution, as follows.
          1. The “Entry Package” for your Software & Support Services bundle is the minimum you can get. It is made up of your subscription fee for the Software (this will be a 36 month subscription if it applies to the Minimum Term, and a 12 month subscription if it applies to any Renewal Term (“Renewal Term” is defined in clause 3.7) plus the most basic “Support Services” that are described in clause 5.4, and any additional Charges necessary for the Entry Package.
          2. The “Medium Package” is everything that’s in the Entry Package plus whatever Additional Services that you choose under the clause below (but not all of them).
          3. The “Full Package” is everything that’s in the Entry Package, plus all of the Additional Services under the clause below.
      8. As above, if, as part of your Software & Support Services bundle you also wish to include ongoing repair and maintenance, and/or technical support services over and above the standard Support Services we provide under your Entry Package (“Additional Services“) you must agree to these Additional Services as part of the Software & Support Services bundle for your Plan (you will be notified of the applicable Charges for those Additional Services at the time). These Additional Services may be provided by our Suppliers.
    2. Where you choose a Plan that involves Additional Services, you will need to set up, and agree to the level of these Additional Services as part of your Plan (or, if required, you may have to set up a separate plan and create an account directly with one of our Suppliers, in which case you must contract directly with them and agree to their terms and conditions and the nature and terms of the Additional Services provided). In addition:
      1. You acknowledge that we, and our Suppliers, are not responsible for matters agreed as part of the Additional Services that are outside our, or our Suppliers’, control; and
      2. any terms which are agreed as part of the Additional Services form part of these Terms.
    3. You also need to note that to use your PowerGenius Solution:
      1. you must have an Internet Enabled Device; and
      2. you must use your Internet Enabled device to access the PowerGenius Application
    1. As above, when you set up an Account, you will need to select a PowerGenius Plan and sign up for your PowerGenius Solution for the Minimum Term and pay for your PowerGenius Solution (i.e. the Base Kit and your chosen Software & Support Services bundle). As PowerGenius is a modular system, you can add additional Products, Software functionality and technical Support Services and will be charged accordingly as part of your Plan.
    2. When you set up your Account after choosing from one of our payment options, you must provide the information requested and establish any such payment authority we may specify at the time (“Payment Authority”) with your Account to pay the Charges. We will automatically apply any relevant Charges, including the cost of your PowerGenius Solution for the Minimum Term, and any other applicable charges to the Payment Authority established for your Account. The Charges or Instalment Payments (defined below in clause 3.4) for everything under your Plan will start from when the Products in your Base Kit arrive at your delivery address (this process is described in clause 4). This will be the “Start Date“. We will contact you by email when this happens.
    3. Charges for Products must be paid at the time you purchase the Products (other than where the Unit is being leased in which case the Charges will be paid through the Instalment Payments). Charges for your PowerGenius Solution under in your Plan are paid monthly in advance, for the next month of the term. Once you make the initial payments when you open an Account and purchase your PowerGenius Solution for the first time, all applicable Charges for your Plan (if it continues) will be automatically deducted in advance at the start of each month to which those Charges relate.
    4. To make it easier for you to own a PowerGenius Solution we offer a deferred (installment) payment method for your Unit and for the Base Kit. This is by instalments charged to your Payment Authority (“Instalment Payments“). For more information about these Installment Payments, please visit our Websites.
    5. If you take up this offer to pay for the Base Kit using Instalment Payments, you agree that:
      1. Instalment Payments will be automatically deducted from your Payment Authority established for your Account on a monthly basis, beginning on the Start Date and recurring each month after that (we will invoice you for these payments).
      2. The Products will continue to be used with an eligible Plan, at least until you have repaid all of the purchase price of the Products and the end of the Minimum Term (or Early Exit Fees will apply).
      3. If we are unable to deduct an Instalment Payment when it is due or you are no longer using the Products with an eligible PowerGenius Plan, we may suspend, withdraw or disconnect your Account and/or Software & Support Services or terminate this Agreement.
    6. If your Account is terminated in accordance with these Terms before all Instalment Payments have been deducted in full, you must ensure that all amounts owed to us under these Terms including, without limitation, the aggregated total of all unpaid Instalment Payments, any Charges owing and any Early Exit Fees owing by you, can be deducted by the due date.
    7. As above, PowerGenius Plans have a fixed initial Minimum Term of 36 months. After that Minimum Term ends, each renewal or rollover term under your Plan will be set for further 12 monthly renewal periods (“Renewal Term“). You can only change between PowerGenius Plans once per 12 monthly subscription period (including during any of the three individual 12 month periods during the Minimum Term) unless agreed otherwise. You must make sure your Plan is suitable for you, and Change the Plan if need be, and check any special terms and conditions that apply to it (on our Websites).
    8. The Agreement will continue to apply, and we will continue to provide you with your PowerGenius Solution (unless otherwise suspended), until this Agreement is terminated. At the end of the Minimum Term and thereafter for each consecutive 12 month period following the Minimum Term, your Plan will automatically roll-over into a Renewal Term, unless you actively “opt out” of that renewal. This works as follows:
      1. near the end of either the Minimum Term or the current Renewal Term (as relevant), we will send you a reminder notice asking if you want to renew your Plan for another Renewal Term or not (and if you want to change to a different Plan for any Renewal Term).
      2. If you request another Renewal Term, or if you do not reply to us specifically telling us you want to terminate your current Plan when its term finishes, the Plan will automatically roll-over for another Renewal Term and all Charges will be deducted from your chosen Payment Authority.
      3. Unless you advise us otherwise, your Plan will stay the same for any Renewal Term (but subject to any changes in the standard Charges for that Plan when the Renewal Term starts).
    9. You are responsible for ensuring the mobile phone number and email address you provide to us is updated and current and notify us of any changes, so that we can contact you.
    1. You must give us a delivery address for your Base Kit when you set up your Account [(we suggest you make this the Property’s address)]. We will either arrange for your Base Kit Products (part of the Products) to be delivered to that address within a reasonable time (e.g. by a courier or similar) and will tell you in advance when they will be dispatched for delivery. Alternatively we will arrange for our Supplier to bring the Base Kit Products to your Property when they come to install them, and a date for this will be arranged with you. If the Base Kit Products will be couriered to you, it will be by tracked courier to the delivery address and you will need to sign for them on arrival. If for any reason you need to change your delivery address (before we notify you of dispatch) you must notify us, and it is at our sole discretion whether we agree to that change, and we reserve the right to include any reasonable additional Charges in the Base Kit for that change in delivery address. You cannot request a different delivery address once we have notified you that the Base Kit Products have been dispatched. Once delivered, you cannot terminate this Agreement simply by returning any Products (including the Base Kit Products) to us other than where the Products do not comply with Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Australian Consumer Law) and you have the right to do so under that legislation.
    2. If you have purchased any Products outright and paid for them in full before they are delivered to you or brought to your Property by the Supplier who is installing them, then from the time the Products arrive at your given delivery address, you will own them and they will be at your risk (including during installation). If you are purchasing any Products using Instalment Payments, then until such time as either you have paid off the purchase price of those Products in full, or this Agreement is terminated (whichever is the earlier), then we will retain title in them (own them) but they will be at your risk. You will be responsible for (and must pay us the full purchase price of) any lost, stolen or damaged Products still owned by us, except if that loss, theft or damage is caused by us (or our personnel) or any of our Suppliers (or their personnel).
    3. If we still own (hold title to) any Products under the clause above, then you hold those Products in a fiduciary capacity as bailee-at-will for us. Where any bailment of Products to you and this Agreement constitutes or creates a security interest for the purposes of the Personal Property Securities Act 2009 (“PPSA“) then we can perfect that security interest by registering it on the PPSR, and this clause will be deemed to constitute a security agreement for the purposes of the PPSA. We also reserve the right to (or allow our Suppliers to) enter the Property and remove any Products that we still have ownership in, if they are interfered with or damaged.
    4. If you request it (either via our Websites, or by contacting us in any way, or by confirming that you want such an inspection in any other way), we will arrange for one of our agents or representatives to provide a basic initial assessment of your Property (free of charge) to establish whether or not is likely a PowerGenius Solution can be installed and work effectively at your Property, and any potential issues that could arise at the Property. Please note that this initial assessment is simply to help you decide whether or not you want to go ahead and purchase a PowerGenius Solution in the first place, and it is not the definitive assessment as to whether our PowerGenius Solution would work, or how effectively it would work, at your Property.
    5. If you do decide to go ahead and purchase a PowerGenius Solution we will then arrange for any Products to be installed at your Property by one of our Suppliers, and before installation, that Supplier will then contact you directly to arrange a time to give you a full, definitive inspection of the Property, and get the relevant information they need about the Property and its suitability for the PowerGenius Solution (such as its age and the type and condition of its electrical wiring). You will need to contract directly with the Supplier, and agree to their terms and conditions for their Services. You will also have to pay that Supplier separately from any Charges payable to us under your Plan (meaning that the cost of installation is not included in your PowerGenius Solution or any Charges from us). The Supplier will let you know these costs and all other relevant factors. Certain factors at your Property (such as the age and type of electrical wiring) may mean your Property needs additional work to allow the Products to be installed, and this work will be your own responsibility, and at your own cost. The Supplier will assess your Property to establish what extra work (if any) is required. If we or the Supplier finds that installation will be prohibitively costly due to factors beyond our control, we may cancel our Agreement with you, and refund the price paid for any Products at that date.
    6. You must ensure that our inspectors, agents or representatives, and the Suppliers have safe and secure access to your Property during working hours and other reasonable times to enable them to inspect your Property and install the Products. The PowerGenius Solution can only work in a “standard operating environment” and this means you must ensure (at your own responsibility and own cost) that the Property has an adequate electricity supply and connection to the public Grid, adequate electrical and mechanical fittings, adequate internet connection and a secure location for the Products to be installed. For any more information about these “standard operating environment” requirements, visit our Websites.
    7. You must indemnify us against any claim made against us, or loss incurred by us (including legal costs on a full indemnity basis) in connection with such inspection, entry and installation, except to the extent that we cause or contribute to it by our negligence or a breach of the Australian Consumer Law.
    8. Once the Products in the Base Kit have been installed at the Property, you must activate the Software through your Account to begin operating your PowerGenius Solution.
    1. Whenever we, or our Suppliers, provide the PowerGenius Solution and/or Services to you, we will always try to provide them with reasonable care and skill, and make all reasonable efforts to ensure they do everything we say they will. However, given the technical nature of the PowerGenius Solution and Services, and the fact they depend on ancillary services from other suppliers that we cannot own, operate or control (like internet-based services, electricity connection and factors relating to the “standard operating environment”) and other factors beyond our reasonable control (like adverse weather conditions), we cannot promise, warrant or guarantee to you that the PowerGenius Solution or the Services provided to you will always be:
      1. accessible, uninterrupted, continuous or fault free, or that errors can always be corrected;
      2. (b) always able to maintain a specific level of efficiency or effectiveness, speed, capability or quality;
      3. (c) available at any particular time or available for any minimum period of time (particularly during periods of high internet usage volume and traffic, maintenance or upgrades); or
      4. (d) secure or private (to the extent we do not have control over matters such as your router or other third party services).
    2. While it is our aim to (whenever possible) facilitate your optimal and efficient use of the solar energy panels installed in your Property (through the Software allowing the Products to better manage your Property’s use of the solar power generated, including (whenever possible) to prioritise your own efficient use of excess power generated and manage the sell-back of any excess power generated to the Grid (“Features“)) PowerGenius cannot promise, warrant or guarantee that the Features, specifications and performance of the PowerGenius Solution or the Services provided to you will meet with all of your expectations and requirements. In particular, while the aim is to maintain and enhance the effectiveness of the Features, specifications and performance of the PowerGenius Solution or the Services will vary and may be dependent on numerous factors including:
      1. Where there is no demand for the excess power generated by your Property’s solar panels (i.e. all demand has been met and/or due to seasonal demand);
      2. Where supply is required outside of your Property (as controlled by “Smart Grid”). In which case, the impact for you will be cost neutral in that we will use our best endeavours to ensure that you still receive the same savings you would have received had your Products been fully available and supply not been drawn by the Smart Grid. We will also ensure the Smart Grid does draw supply from your property more than 4 times in any 24 hour period and then for not more than 30 minutes at any time with not less than 2 hours between times that supply is being drawn);
      3. Where there is demand for power generation, and you are not drawing on the Grid at the time, we will match the then-current export price;
      4. The price for electricity being affected by market supply and demand as well as the variable cost of power generation and other market drivers and influences;
      5. Changes in patterns of normal power usage;
      6. Changes in law, standards, safety requirements, and/or regulation affecting the generation, usage and sale of power (including buy-back) from or to the Grid;
      7. Environmental and weather related issues affecting solar power production (sun intensity, cloud cover, relative humidity, and heat build-up);
      8. Connectivity issues with the Grid including planned and unplanned electricity interruptions;
      9. The performance (or non-performance as the case may be) of your solar energy panels and production system including panel and equipment performance, the performance of any accessories or any maintenance or other issues affecting your solar panels such as soiling and buildup on the panels;
      10. The reliance on third party suppliers (your power generator or supplier, the lines company, or any entity responsible for managing or administering the Grid) and any metering services supplier) and any issues experienced in relation to any of them; and
      11. A Force Majeure Event (as defined in clause 16.1 below).
    3. Services provided through our Suppliers
    4. As above, we may use our Suppliers to perform any of our rights and obligations under this Agreement in relation to the Services (and so provide those Services to you, including installation and repairs of the Products, and Software & Support Services). In that case, each of those Suppliers and their officers, employees, contractors and agents will have the benefit of any terms of this Agreement which confer benefits on us, but we remain responsible to you for the provision of those Services.
    5. The Software & Support Services
    6. From time to time the Products and Software may require upgrades, maintenance, error correction, repairs or services (“Support Services“). Although these may temporarily interfere with your use of the PowerGenius Solution, we will try and let you know of those times and the anticipated interference. We will provide all necessary updates for the Software ourselves. Please note that the Software & Support Services do not include:
      1. Correction of errors or faults arising directly or indirectly out of your failure to comply with these Terms or any other agreement with us or a Supplier;
      2. Faults caused by using the Products and/or Services outside design or other specifications or outside the requirements in any documentation supplied with them;
      3. Faults and the repaired damage arising from or where modification, alteration, addition, variation, translation, alteration or revision has been undertaken by yourself or by any third party not authorised by us to do so;
      4. Faults caused by failure of any hardware, software or services not under our control or where such failure arises from events outside of our reasonable control;
      5. Product maintenance services;
      6. The correction of faults which are the subject of a warranty under a third party supplier (being any supplier who is not a Supplier) document or arrangement;
      7. Faults caused by changes to your system (processing environment) not authorised by us;
      8. Faults and the repair of damage caused by the operation of the Products and the Software other than in accordance with recommended operating procedures or otherwise than in accordance with the directions or our recommendations or those of our Suppliers, representatives, servants or agents;
      9. Faults and the repair of damage arising from any act, error, fault, neglect, misuse or omission by you or your servants, agents, contractors or invitees or any other person, whether or not that person is under your control or direction or authority;
      10. Any monitoring by us for any faults with your Products or Software (it is your responsibility to monitor for these faults, and to notify us no more than 2 days (48 hours) after you have noticed that fault has occurred if you want us to fix the fault as part of your Software & Support Services bundle); and
      11. The repair or remedy of any faults that have not been reported to us within two days (48 hours) after you have noticed that fault has occurred (other than the repair or remedy of a fault that we are required by law to remedy or repair).
    7. If your Products and/or Software stops working properly for any reason, you will be entitled to a certain level of Software & Support Services that you chose as part of your PowerGenius Solution (as described in clause 2). The amount of support you can use is limited if you get the Entry Package or the Medium Package (but not if you get the Full Package), and so here are your options (in the order you should use them):
      1. Use the self-help “troubleshooting” basic information and videos first, available on our Websites;
      2. If the self-help does not fix the problem, call our support team helpline “chat function” (the number is on the Websites) and they will work through options for fixing the problem yourself, and if that doesn’t fix it, your call will be logged and dealt with appropriately (we will give you a range of options for our Suppliers to come and investigate the problem within 48 hours, and you choose the best option); and
      3. Any Services required to fix the fault will be carried out as soon as reasonably practicable after you request them.
    8. In addition, we will (from time to time) send you reminders or notifications on the Dashboard for any self-help maintenance requirements or other things you need to do to keep your PowerGenius Solution working properly.
    9. Any service levels that do apply to the functionality of the PowerGenius Solution, or any other Services provided, will be specified in, and agreed as part of, your Plan.
    10. Changes to the Agreement
    11. From time to time, we may need to change the terms of the Agreement with you by changing or removing existing terms or by adding new ones. Changes may take the form of completely new Terms
    12. We will give you at least one month’s notice of any changes to these Terms. If you do not agree to these changes, you may use your right to terminate the Agreement in accordance with these Terms. We will notify you of these changes and will publish the changes on the Websites.
    13. Changes to your PowerGenius Solution that benefit you or have no impact on you
    14. If we reasonably consider that a change to your PowerGenius Solution is likely to benefit you or have no impact on you, we may make that change immediately and will tell you about the change as soon as possible after it has been made. Examples of such changes include a reduction in Charges or inclusion of additional benefits in the PowerGenius Solution.
    15. Changes to your PowerGenius Solution that have or may have an adverse impact on you
    16. If we alter your PowerGenius Solution in a way that reduces the offering currently received by you and the change is within our control, we will provide you one month’s notice of such change. However, if the change is outside of our control, we will provide you notice of the change beforehand if that is possible but if we can’t provide you notice beforehand, we will provide it as soon as possible after the change occurs. If you do not agree to these changes, you may use your right to terminate our Agreement with you under these Terms without any Early Exit Fees.
    17. Warranty for Products and Software and Disclaimers
    18. PowerGenius offers a 36-month replacement policy for all Product hardware (including the Unit) from the time you purchase it or start Installment Payments for it (“Replacement Warranty“). Replacement Product hardware may be new or refurbished stock (at our discretion). If you need any replacement hardware after the 36-month Replacement Warranty ends, you will need to purchase this yourself, at your cost.
    19. Because the Unit is connected to your Property’s electricity supply, you must never attempt to disassemble or remove the Unit or any other Products from that connection, or from your Property. If any Products need to be removed or replaced at any time, you must notify us and we (or one of our Suppliers) will arrange a time to come to your Property, remove the faulty Products, and install new replacement Product(s) as soon as possible. If this is during the Replacement Warranty period we will do all of this at our cost, but if it is outside the Replacement Warranty period it will be at your cost. Please note that if you do not follow this procedure for return of your faulty Product hardware you may be charged for the replacement items and will be in breach of these Terms.
    20. Replacement Product items will not carry a new 36-month Replacement Warranty period – which means that your original 36 month Replacement Warranty timeframes under clause 5.12 above will still apply after we have sent you a replacement Product item.
    21. Any warranties for the Software will be as provided under the relevant Software license.
    22. Except as expressly provided in these Terms (particularly in clause 9) and to the extent that any such exclusion would contravene any statute or cause any part of these Terms to be void, all other terms, descriptions, representations, conditions and warranties implied by custom, the general law or statute, including (without limitation), any implied warranties as to suitability, tolerance to any condition, merchantability, fitness for any particular purpose or otherwise are expressly excluded. Subject to Australian Consumer Law, no warranty (express or implied) relating to your use of your Account, the PowerGenius Solution or Services shall extend to include:
      1. Damage to Products after risk of loss in the Products passes to you;
      2. Loss or damage caused by installing and/or using the Products outside our instructions, design or other specifications including where you tamper with, repair, alter, add to or otherwise carry out (cause or allow) any work on the Products without our authority;
      3. Accidental loss or damage and/or damage or loss caused by vandalism, abnormal use, cosmetic deterioration, and/or resulting from general wear and tear;
      4. Loss or damage where changes to the Products or product maintenance and repair services have been undertaken by a third party not authorised by us;
      5. Loss or damage caused by failure of any accessory, product and/or system not supplied by us;
      6. Loss or damage caused by Force Majeure Event as defined in clause 16.1 below;
      7. Loss or the repair of damage to any property (including the Products) and personal injury arising from the act, error, fault, neglect, misuse or omission of any user of the Products including through any use of the Products other than in accordance with recommended use procedures or otherwise than in accordance with our directions or recommendations; loss or damage caused by the acts of any third party not authorised by us; and
      8. Loss or damage occurring outside the relevant timeframe of the Replacement Warranty.
    1. You agree to meet the following general responsibilities at all times:
      1. Comply with all your obligations in these Terms (including any license of the Software), and make sure anyone else that uses your PowerGenius Solution or accesses your Account does so too.
      2. Use the PowerGenius Solution and Services for your own use at the Property only, and not re-sell or commercialise any Products, Software or Services, or move any Products from the Property.
      3. Follow all instructions and guidelines, including all installation and user guides we give you in relation to the use of the PowerGenius Solution and Services (whether those instructions are on the Products or packaging, or we notify you in another way).
      4. Comply with our reasonable requirements to reconfigure or provide updates to the PowerGenius Solution or Services, or the Dashboard and PowerGenius Application.
      5. Provide us (or our Suppliers) with all information we reasonably request under this Agreement and make sure all information provided is accurate and complete.
      6. Notify us immediately if you intend to move from the Property, or if you change your address, email address, land line phone number, mobile phone number, or any other relevant contact details.
      7. Provide our staff and agents, and those of any Suppliers, safe and secure access to the Property during working hours and other reasonable times to perform any Services (including installing the Products) and perform any necessary inspections of the Property relating to the PowerGenius Solution.
      8. Comply with all applicable laws, regulations, and codes when using the PowerGenius Solution and Services, and not infringe any third party’s rights.
      9. Not use the PowerGenius Solution or Services in a way or for any purpose which is illegal, fraudulent, abusive or offensive.
      10. Notify us as soon as possible of any faults or damage with the PowerGenius Solution or Services (at any rate, within 2 days (48 hours) of you noticing such faults or damage).
      11. Keep confidential, and not disclose to any other person, any PIN (personal identification number) or other access code used by, or allocated to, you for the PowerGenius Solution or your Account.
      12. Not do anything or introduce anything (including any virus) that may damage or harm the PowerGenius Solution or Services, or any third party’s network or equipment that affects the PowerGenius Solution or Services.
      13. Not permit, authorise or assist any other person to copy, reverse engineer, decompile, disassemble, create derivative works of, modify, or alter the PowerGenius Solution or Services, nor remove, circumvent, alter, degrade, deactivate or thwart any security, encryption software or technology included in the PowerGenius Solution or Services.
      14. Not use anyone other than us or our Suppliers to carry out any repairs, alterations, additions or updates to the PowerGenius Solution (and not to do any of these things yourself, unless authorized by us), or use them in any way that could reasonably be expected to cause them damage (including using any unapproved ancillary equipment or devices with the PowerGenius Solution).
      15. You authorise us or a person approved by us to remotely access your PowerGenius Solution in order to perform any tasks that are reasonably necessary to protect you or our other customers, update your PowerGenius Solution, to maintain, alter or protect the integrity or performance of our PowerGenius Solution or Services, or where we have been directed to do so by law.
      16. Maintain your relationship with all third-party service providers (being service providers that are unrelated to us or our Suppliers) you engage to assist your use of the PowerGenius Solution and Services (for example, your internet service provider, power supplier, lines company, any entity responsible for managing or administering the Grid, and any metering services supplier) and all obligations and charges you may owe to them as a result of using their services or products.
      17. Obtain your own insurance in respect of the Products, and any loss or damage to the Products on the Property. You agree we and our Suppliers are not an insurer of the Products or your Property.
    2. All devices, equipment or services that you use in conjunction with the PowerGenius Solution and Services and that are not provided to you by us or our Suppliers, for example the solar energy unit in your Property, or your Internet Enabled Device, mobile data services, broadband equipment or broadband services, or anything provided by your power supplier, lines company, any entity responsible for managing or administering the Grid, and any metering services supplier (“Third Party Equipment“) are your own responsibility. If any Third Party Equipment does not work properly, you need to contact the supplier or manufacturer, rather than us, about the problem. We are not responsible if any Third Party Equipment is damaged as a result of un-authorised use of Products and Services, or if it does not work with our Products or Services. We are under no obligation to take any action so you can access the PowerGenius Solution using any Third Party Equipment – it is your obligation to make sure that the PowerGenius Solution and Services are compatible with any Third Party Equipment and services.
    3. Using the PowerGenius Solution and Services will involve data usage. You are responsible for all of your own mobile and internet service charges (as they are Third Party Equipment) and PowerGenius accepts no responsibility for any charges arising from any data usage or internet charges incurred to use the PowerGenius Solution or Services.
    4. Looking after your personal identifier and your Account password and security
      1. You are responsible for maintaining the confidentiality of any user name, login, password, PIN and other personal identifier used by or allocated to you for your Account and for using and setting up any security measures we require. You are also responsible for any and all authorised activities that occur under your Account or through the use of your personal identifier(s), Products or Internet Enabled Device.
      2. You agree to notify us immediately of any actual or suspected unauthorised use of your Account, or personal identifier or other breach of security (but such notice does not release you from your responsibilities under our Agreement).
      3. We retain ownership of all personal identifiers used by or allocated to you, and all rights in them. We may change any personal identifier, for example, by allocating you a new login or password where we consider it reasonably necessary to do so. We will try to notify you of such a change beforehand. You agree to change your password if requested by us.
    1. Charges
    2. The Charges for any component of the PowerGenius Solution that we provide under your Plan are set out on our Websites and are also available by contacting either one of sales representatives or a member of our support team. All Charges include GST (unless specifically noted otherwise) or are as per the applicable price schedule provided to you.
    3. Our Charges for your Plan for the Minimum Term and any 12 month Renewal Term will be set at the start of that relevant period. . Where we increase any Charges (including introducing Charges for Services that are currently free), we will give you one month’s notice of these changes, and they will only take effect when the next Renewal Term begins.
    4. We will not increase the Charges of a PowerGenius Plan you are on during your Minimum Term or any Renewal Term without either your consent or giving you the option to terminate the Agreement without any Early Exit Fees (which would only apply during the Minimum Term anyway, and not during any Renewal Term). This also applies to any increase in Charges that are due solely to us passing on an increase in our own costs of providing the PowerGenius Solution to you, where those increases have been forced on us by changes in Government regulation (or other similar factors beyond our reasonable control). Please note that we reserve the right to pass on increases of this nature at any time including increases in line with any increases in the Consumer Price Index as published by Statistics New Zealand, subject to either you consenting to those changes, or your rights to terminate without any Early Exit Fees, but we will only seek to make such changes to the extent necessary, (i.e. we will only pass on the value of our cost increases and no more), but we will notify you of the amount, nature, and reasons for such increases as soon as we can, but before the changes take effect.
    5. Where we decrease Charges for any component of your PowerGenius Solution (including as part of a Plan), we may make the change immediately, or to take effect when the next Renewal Term begins, and we will tell you about this as soon as possible.
    6. We may suggest that you change to a new Plan if we think you will be better off – but we will get your permission to change to a new Plan and will notify you as soon as possible once we have changed you to a new Plan.
    7. Where you purchase additional Products or Services for use with your Plan, you will need to pay for these in full at the time of purchase (in accordance with our invoice or as otherwise directed). We reserve the right to increase the purchase price of our Products at any time (and our Websites will be updated accordingly).
    8. If we provide any Services to you that are not part of the Plan, you will need to pay for these in full at the time of purchase (in accordance with our invoice or as otherwise directed). For all Services provided by our Suppliers, you will need to pay those Suppliers as they direct you. If you fail to pay for any Services provided by us or any of our Suppliers as required, that will be a default under these Terms.
    9. The Charges under your Plan will include the all Charges for the PowerGenius Solution (including any ancillary or any additional Charges). The payment for the Base Kit, and the first monthly payment of the Software & Support Services bundle for the Minimum Term, will be due on the Start Date, and after that the monthly payments for the Software & Support Services during the Minimum Term will be in advance on the first day of the next month. In the same way, for each Renewal Term (if applicable) the first monthly payment for the Software & Support Services bundle will be due on the first day of that Renewal Term, and after that will be due on the first day of the next month for the rest of that Renewal Term. Invoices will be provided via email or through your Account and may be deducted via your Payment Authority. Charges for any other Products, Software and Services provided by us and any Instalment Payments (where applicable), will also be billed in advance or as otherwise given to you through the terms of your Plan.
    10. If we are unable to deduct the Charges payable by you, we will contact you about the payment failure via email or through the Dashboard and we will attempt to take payment within 48 hours after the first attempt. If this fails you will be contacted and we will attempt to take payment again within another 48 hours. If this fails, we will contact you and your Account (and use of the PowerGenius Solution) will be suspended. If we agree, you may reactivate your Account by updating your current Payment Authority details for your Account and paying any unpaid Charges. If you do not reactivate your Plan within 21 days of suspension, your Account (and use of the PowerGenius Solution) will be cancelled, this Agreement will be terminated and any Early Exit Fees, outstanding Instalment Payments, or other Charges you owe will immediately become payable.
    11. If you think that there is a mistake in relation to any Charges (including any GST component), you must tell us within three months after the due date for payment (at the latest). If we agree there is a mistake, we will (if appropriate) provide a refund or a credit. If we find, acting reasonably and in good faith, there is no mistake, we will provide you with the reason for our decision.
    12. If we are unable to deduct any Charges owing by you, by the due date, you may be charged interest and/or a late payment fee, which reflects any loss we suffer as a result of your failure to pay. If any late payment fees are payable, these will be set out on our Websites. We may also charge you for any reasonable administration or collection costs (including legal costs on a solicitor and client basis) which we incur if you don’t pay your bill on time and in full.
    13. You acknowledge and agree that we can give credit information (which will include “personal information”) about you to a credit reporting agency if you fail to pay under this Agreement and you authorize us to do that. We will collect, hold and use this information in accordance with our Privacy Policy.
    14. Early Exit Fee
    15. The Early Exit Fee is calculated based on the amount of months still remaining in your Minimum Term when you terminate or exit (and this will also apply if you sell or leave the Property within the Minimum Term, as detailed in the next clause). The current Early Exit Fee is based on your selected monthly Charges (fees) under your Plan multiplied by the number of remaining months still yet to run in your Minimum Term. (For example, if you wish to terminate after 24 months (i.e. 12 months short of your Minimum Term of 36 months) and your monthly Charges under your Plan are $50/month, your Early Exit Fee will be: 12 (months) x $50 = $600 (just by way of example only). This Early Exit Fee covers any Product hardware subsidy, administration costs of you cancelling before your contract term expires, cost of getting the Product back to us and any customer service and/or debt recovery costs.
    16. If you sell or leave the Property during the Minimum Term, you cannot take the Products with you and use them elsewhere unless you have paid for them in full such that title has passed under clause 4.2. If you sell or leave the property during the Minimum Term, you must notify us of this at least 4 weeks before you leave, and we have the right to then contact the people who will replace you (‘Purchaser’) at the Property, and sell the Products, and a Plan to them (or, with our permission, you can do this on our behalf). We will not charge you the Early Exit Fee if the Purchaser subscribes for any PowerGenius Solution for the remainder of the Minimum Term, but if they do not, we have the right to charge you the Early Exit Fee as a break fee for leaving the Property during the Minimum Term. We will ensure the Purchaser pays you for any Products that you own i.e. on which you have paid us all amounts owing and title has passed to you under clause 4.2
    1. We may temporarily withhold, suspend or restrict your use of your Account (and so your use of the PowerGenius Solution and/or Services also) if:
      1. you or anyone authorised by you or acting on behalf of you breaches these Terms or your Agreement with us;
      2. we have not received, or have not been able to deduct any Charges payable by you by the due date;
      3. you or anyone authorised by you or acting on behalf of you, damages or puts the PowerGenius Solution or Services at risk; or
      4. you harass, abuse or threaten our staff or agents or the staff or agents of any of our Suppliers.
    2. We will always do our best to contact you before we withhold, suspend or restrict your use of your Account, but we cannot guarantee that will be able to get hold of you, and we reserve our right to withhold, suspend or restrict your use of your Account, PowerGenius Solution and Services anyway.
    3. If you have not met any requirements under this Agreement and because of that we have withheld, suspended, disconnected or restricted your use of your Account, you will still be liable for all Charges during this period while we investigate your failure. Once any issues have been resolved and your Account is reinstated or terminated, we will backdate amounts due by or payable to you, to the date your Account, and/or use of the PowerGenius Solution or Services were withheld, suspended or restricted.
    4. Where we withhold, suspend, disconnect or restrict your PowerGenius Solution or Services as a result of you not meeting a responsibility you have to us, we may require that your Account be paid in full. Any reconnection will be subject to our standard credit approval.
    5. If you continue not to meet a responsibility you have to us, such as paying Charges owing, we will permanently disconnect your Account, the PowerGenius Solution and terminate this Agreement (but will give you at least 48 hours’ notice of that). If we do so, you will remain liable for all Charges incurred up to the date of a withholding, suspension or restriction. Where such disconnection is before the end of your Minimum Term, we reserve the right to charge you Early Exit Fees. Your final bill will also set out, and you will remain liable to pay, any outstanding Instalment Payments or other outstanding Charges still unpaid.
    1. If you are a ‘consumer’ under the Australian Consumer Law, you have rights, and we have obligations to you, under the Australian Consumer Law. Those rights and obligations will apply alongside these Terms, and are not affected by anything in this Agreement. You can visit the website consumerlaw.gov.au for useful information about your rights under the Australian Consumer Law. You are entitled to all your rights and remedies against us as a ‘consumer’ under the Australian Consumer Law.
    2. You will be liable to us (including for all Charges) where you (or anyone authorized by you) breach the Terms, or any other component of our Agreement with you. However you will not be liable for any loss to the extent that it is caused by us or our Suppliers.
    3. You agree to indemnify us and our Suppliers from and against any loss, damage, liability, costs or expenses (including legal expenses) suffered or incurred by us, or our Suppliers in connection with any breach by you of our Agreement with you to the extent that such a breach is not caused by our or our Suppliers’ negligence.
    4. We will be liable to you where we breach these Terms (subject to the limitations in these Terms) and/or where we are liable under the Australian Consumer Law.
    5. You may become aware that you have suffered loss before we do. If you suffer any loss as a result of the PowerGenius Solution or Services, you agree to take reasonable steps to avoid or minimise your loss, and that neither we nor our Suppliers are liable for any loss to the extent that it could have been reduced if you had taken those reasonable steps.
    6. Neither us or our group, affiliated, related or associated entities (“Associated Entities“), or any officer, employee, contractor and agent of any of them, will be liable to you for loss or damage of any kind arising from your use of your Account, or the PowerGenius Solution or Services, except as specifically allowed under these Terms. This clause creates a right and benefit that all or any of our Associated Entities can enforce as a defence to any claim.
    1. Neither we nor our Suppliers or Associated Entities will be liable:
      1. for any loss to the extent that it is caused by you or anyone authorised by you or acting on behalf of you (for example, through your breach of the Terms, our Agreement or your negligence) or for any breach of clause 16 (intellectual property rights); and/or
      2. for any indirect or consequential loss, or for any loss of profits or savings, use, revenue, goodwill, business or anticipated business or anticipated profits or savings, or loss of data, howsoever caused, arising out of, or in connection with the performance or non-performance of the PowerGenius Solution or Services, even if we or our Suppliers have been advised of the possibility of such losses (whether in contract, tort (including negligence), equity or otherwise).
    2. If us, our Associated Entities, and/or our Suppliers ever become liable to you for any reason, the maximum combined amount we and our Associated Entities, and/or Suppliers will have to pay you and anyone else who uses your Account, PowerGenius Solution and/or Services will be:
      1. Charges payable under your Plan as at the end of the month in which the claim arises for any single event or for any series of related events; and
      2. the amount equal to maximum amount of Charges payable by you for any 12 month period under your Plan in respect of all events in that 12 month period,

      but that is provided that you notify us of your claim within 12 months after you became aware (acting reasonably) of the occurrence of the relevant event or series or events that gave rise to your claim. These limitations do not limit any rights you may have under the CGA and/or the FTA.

    1. Our Privacy Policy (available on the Websites) details how your personal and other types of information (created through your use of the PowerGenius Solution and Services, the Websites and the Application) is collected, held, stored and used. Please make sure you read our Privacy Policy and any Suppliers’ terms and conditions (including their privacy policies) thoroughly.
    2. You agree that we (and our Associated Entities) can collect, retain and share information (including personal information) about you, your Property, your Account, and your PowerGenius Solution and Services (including your use of them) and your use of the Websites and the Application, with our Suppliers, to help them provide the Services to for you to get the best use out of your PowerGenius Solution. Those Suppliers can retain and use that information, and also share it with their employees, contractors, suppliers and other agents, but only where that is reasonably necessary for providing the Services and making sure that you comply with the terms of your agreement with those Suppliers and/or any applicable laws.
    3. Please note that the Software will constantly be collecting information about how the Unit is working, so that we can help you get the best use out of your PowerGenius Solution and improve it, and so that we can sell this information to other parties for their own business purposes. You agree that we own (other than your personal information) this information at all times (from the time it is created or collected, and also after this Agreement is terminated in any way), and that we have the right to hold and use it for statistical purposes and sell it to our Associated Entities and Suppliers (provided that we only sell the information in a form that does not allow you to be personally identified). All of this information will be collected, held, stored and used in accordance with our Privacy Policy.
    1. We may contact you about your Account in any of the following ways: by sending you an SMS, by emailing or writing to you, by calling you or by publishing notices on your Dashboard. When you set up your Account, you will be able to specify your contact details and which of these contact methods you prefer.
    1. We may transfer to someone else all or any part of our Agreement you have with us, for example, where our company structure changes. This Agreement is personal to you and you may not transfer this Agreement or any benefit or obligation of it to any other person (unless we give our consent to this before any such transfer (we are under no obligation to give this consent)).
    1. You may give notice to terminate your Account (permanently) at any time (for no reason) through your Dashboard or by contacting our support team, and if you do so, you will be able to use the PowerGenius Solution and Services until the end of the period you have already paid for. Subject to anything to the contrary in these Terms:
      1. we will not provide any refunds for any Accounts that are terminated early for any reason; and
      2. if you terminate your Account within the Minimum Term, we can charge you Early Exit Fees.
    2. Your Account and these Terms will terminate at the end of the paid monthly billing period finishing after the termination notice is given and you will not be charged for any subsequent billing periods after this notice.
    3. On termination taking effect, you must pay us all Charges that are due, including all Instalment Payments and Early Exit Fees (where applicable).
    4. We can terminate our Agreement with you:
      1. effective immediately if you or anyone authorised by you or acting on behalf of you does not comply with these Terms or any other component of our Agreement in which case Early Exit Fees may be imposed by us; and/or
      2. at any time and for any reason, if we give you 30 days’ notice, in which case you will not have to pay Early Exit Fees.
    5. When your Account is cancelled or terminated, we will retain the information you provided when you set up the Account (other than your Payment Authority details) for a reasonable (in our opinion) time to make reactivation easier if you want to subscribe again in the future. If you cancel your Account and want your Account details deleted, please contact our support team.
    6. If this Agreement is terminated for any reason, and you have either purchased any Products using Instalment Payments, and those Products have not been fully paid for by you, or if you have been leasing any Products from us as part of your Base Kit, you must return those Products to us (and in the case of unfinished Instalment Payments, we will reimburse you for the outstanding amount of the purchase price of those Products). If you purchased any Products outright and have paid for them in full at the date of termination, you are allowed to keep those Products.
    7. On termination of this Agreement, our obligations to supply the PowerGenius Solution and Services to you will end. However, terminating this Agreement does not affect any rights and responsibilities which are intended to continue or come into force after termination takes effect, including (without limitation) any obligation you may have to pay any outstanding Charges, or any obligations under clauses 9, 10 and this clause 14.
    1. We and our Suppliers own or are licensed to use all intellectual property rights in the Products, Software and Services, and anything else we use or make available to you in connection with the Products or Services.
    2. All title, interest and rights in the Products, Software or Services will belong to us and/or our Suppliers (as relevant) at all times.
    3. You agree not to use, or to cause to allow any other person or entity to use the Products, Software or Services to design, build, market or sell any products or services that are similar or, or could be substituted for or used in competition with, our Products, Software and/or Services.
    4. You are granted a non-exclusive, non-transferable, non-sub licensable, revocable, limited license to use the Software in accordance with your Plan (and the terms of any other applicable software license) for the duration of these Terms. Except for this limited license, no rights, title or interests in any Software (or Services) are transferred to you. Your license to use the Software will immediately cease when these Terms end for any reason.
    1. We aim to provide quality Products and Services to you at all times, and exercise reasonable skill and care in performing our obligations to you. However, if we are prevented from performing any obligation under our Agreement because of anything we cannot reasonably control (a “Force Majeure Event”), which includes (but is not limited to) an act of God or State, earthquake, flood, fire, storm, adverse weather conditions or other natural events or disasters, sabotage, war or conflict, riot, insurrection, terrorism, epidemic, national emergency, civil commotion or unrest, strike or trade action, sanctions, boycott, embargo, faults in the network or Grid, problems with generation transmission or distribution of electricity, breakdown of plant, electricity or Grid failure, governmental, legal or regulatory restraint, or any other circumstance beyond our reasonable control, we will try to advise you of those circumstances and their expected duration, and the obligations that are affected. Our performance of our obligations will, to the extent that it is made impossible or impracticable by such circumstances (despite us taking reasonable steps to perform our obligations) be suspended until such circumstances cease to exist and we will not be liable to you for any failure or delay in performing those obligations due to that Force Majeure Event. You will not be required to pay any Charges for any Products or Services to the extent that they are not provided by us due to the Force Majeure Event.
    2. Each term of this Agreement is separately binding. If for any reason any term is not legally effective, all other terms will remain binding and in full force and effect.
    3. A failure or delay by you or us to enforce any rights or powers under this Agreement will not be considered, or operate as, a waiver of that right or power. A waiver of any breach of this Agreement will not be taken as a waiver of any other breach, or any subsequent or later breach.
    4. If any provision of this Agreement is held to be unlawful, invalid, unenforceable or in conflict with any rule of law, statute, ordinance or regulation, it is to be severed so that the validity and enforceability of the remaining provisions are not affected.
    5. This Agreement is governed by the laws of Queensland and us and you submit to the non-exclusive jurisdiction of the courts of Queensland in respect of any dispute or proceeding arising out of it.
    1. Account” means the record of customer information and configuration associated to you to allow us to provide the Products, Software and Services to you.”Charges” means costs and charges for your access to and use of the Products, Software and Services (if those Services are provided by us, and not a Supplier). Charges may include, without limitation, the costs of the Base Kit, all Software & Support Services, Instalment Payments, delivery fees, any applicable Early Exit Fees, late payment fees and all reasonable administrative charges and any costs incurred in collecting outstanding payments from you.”Dashboard” means the online control panel you use (via the PowerGenius Application or our Websites) for accessing your Account and controlling your use of the Products and Services.”Early Exit Fees” means termination fees payable by you when you terminate your Account or Plan during the Minimum Term, as set out on our Websites. These charges are a genuine pre-estimate of the losses we will suffer as a result of your Account or Plan being terminated before the end of the Minimum Term.”Internet Enabled Device” means a mobile phone, tablet, personal computer or other telecommunications device which has an operating system that is compatible with the PowerGenius Application, which you use to access your Account and the Dashboard.”Plan” means your chosen PowerGenius plan for the Products, Software and Services, that you establish under your Account (and may change from time to time under these Terms).”PowerGenius Application” means the “PowerGenius” application which powers the PowerGenius automated power management solution, and which can be downloaded onto an Internet Enabled Device, and used for accessing your Account and Dashboard.”Privacy Policy” means the online document that details our position and obligations in relation to Privacy and personal information. This can be found on our Websites. “Products” means our hardware, equipment and devices (including the Unit).”Property” means your property where the Products (and Services) will be installed and used.”Services” means the services offered by us to you under these Terms, and anything else we (or our Suppliers) provide in connection with the installation, repairs and maintenance of the Products, or any technical support for the Products and Software (and it includes the Software & Support Services (including any Additional Services you may sign up for)).”Software” means our power management solution software provided with, or for using, the Products in accordance with your Plan and any applicable software license (being a web-based subscription for Software as a Service (“SaaS”)) and includes all updates, improvements to, and substitutions for, that software.

      Supplier” means other approved companies or organizations that we have engaged to provide any kind of Services to you, whether for the installation, repairs or maintenance of any Products, or any technical support for the Products or Software (including the Software & Support Services).

      Unit” means the basic PowerGenius hardware unit to be installed in your Property. “Websites” means our website at www.powergenius.net or such other website that we notify you of from time to time.

      Website Terms” means the terms that relate to the use of, and are available on, our Websites.