Solar PV Sale and Installation Agreement
Terms and Conditions

  1. Definitions

 

  • Contract” means the terms and conditions contained herein, together with any Residential Quotation, invoice or other document or amendments expressed to be supplemental to this Contract.
  • Contractor” shall mean Power Ideas Pty Ltd, its successors and assigns or any person acting on behalf of and with the authority of the Contractor.
  • Client” means the person/s or any person acting on behalf of and with the authority of the Client requesting the Contractor to provide the Services as specified in any proposal, quotation, order, invoice or other documentation, and:
    • if there is more than one Client, is a reference to each Client jointly and severally; and
    • if the Client is a partnership, it shall bind each partner jointly and severally; and
    • if the Client is a part of a Trust, shall be bound in their capacity as a trustee; and
    • includes the Client’s executors, administrators, successors and permitted assigns.
  • Services” shall mean all Services (including consultation, manufacturing and/or installation services) undertaken by the Contractor and described in this Contract and includes any advice or recommendations.
  • Approval Services” means the work necessary to apply for and obtain any building permits and any prescribed approvals for the Services.
  • Goods” shall mean Goods required for completing the Services.
  • Intended Use” means a building product and the use thereof, for which the building product is intended to be, or is reasonably likely to be, associated with a building.
  • Non-Conforming Building Product” means building products that are regarded as Non-Conforming for an Intended Use if, when associated with a building:
    • the product is not, or will not be, safe; or
    • does not, or will not, comply with the relevant regulatory provisions; or
    • the product does not perform, or is not capable of performing, for the use to the standard it is represented to conform by or for a person in the chain of responsibility for the product.
  • CEC” means the Clean Energy Council which is the governing body responsible for the monitoring and auditing of their Approved Solar Retailers “ASR” (including but not limited to, ensuring all consumers are supplied with all the relevant information in respect of the installation and performance of the Goods by their ASR, to allow the consumer to make an informed decision prior to purchase), thereby the Contractor undertakes to meet the CEC Code of Conduct as a ASR with the supply and installation of the Goods and a copy of the CEC Code of Conduct is available upon request.
  • Personal Information” means name, address, telephone number, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable).
  • Prime Cost Item” shall mean an item that either has not been selected, or whose Contract Price is not known, at the time this Contract is entered into and for the cost of supply and delivery of which the Contractor must make a reasonable allowance in the Contract.
  • Provisional Sum” shall mean an estimate of the cost of carrying out particular Services under this Contract for which the Contractor, after making all reasonable inquiries, cannot give a definite Contract Price at the time this Contract is entered into.
  • Defect” means Services that is in breach of a warranty (refer clause 22), Services that are not of a standard or quality specified in this Contract or a failure to carry out and complete the Services in accordance with, and as required by, the plans and specifications covered in this Contract Price.
  • Building Act” means the Home Building Contracts Act 1989 and the Home Building Contracts Regulations 2014 (NSW), Building Act 2004 (ACT) and the Building (General) Regulation 2008 (ACT) and Building Act 1993 (VIC) and shall include any amendments from time to time.
  • Worksite” means the land (or that part of the land) that the Contractor reasonably needs to occupy in order to carry out and practically complete the Services required under this Contract.
  • Contract Price” shall mean the Contract Price of the Services as agreed between the Contractor and the Client.
  • GST” means Goods and Services Tax as defined within the “A New Tax System (Goods and Services Tax) Act 1999” (Cth).
  • In this Contract, unless the context requires otherwise:
    • Plurals. The singular shall include the plural and vice versa and words importing one gender shall include every gender and a reference to a person shall include any other legal entity of whatsoever kind and vice versa.
    • Business Days. Business Days means Monday to Friday and shall not include Saturday or Sunday and/or a public holiday in the area of the Worksite or throughout the State of New South Wales respectively (whether a whole or part of a day).
    • Statutory amendments. A reference to a statue, ordinance, code or other law includes regulations and other statutory instruments under it and consolidations, amendments, re-enactments or replacements of any of them (whether of the same or any other legislative authority having jurisdiction).
    • Parts of Contract. References to this Contract including its clauses, schedules, and annexures.
    • Headings. Headings shall be ignored in construing this document.

 

  1. Acceptance/Cooling off Period
    • Any instructions received by the Contractor from the Client (including the acceptance of a Residential Quotation) for the supply of Services and/or the Client’s acceptance of Services undertaken by the Contractor shall constitute acceptance of the terms and conditions contained herein subject to the Client being able to terminate this Contract (subject to clause 2) within ten (10) Business Days following the later of:
      • receipt from the Contractor of a signed copy of this Contract; or
      • receipt from the Contractor of a copy of the appropriate contract information sheet.
    • To terminate this Contract the Client must complete a withdrawal notice within the timeframe specified in clause 1 above, and:
      • give it to the Contractor; or
      • leave it at the Contractor’s address in this Contract; or
      • serve it on the Contractor in accordance with any provision in the Contract providing for delivery of notices on the Contractor by the Client; and
      • pay to the Contractor the sum of one hundred dollars ($100) plus any out-of-pocket expenses reasonably incurred by the Contractor before the date of withdrawal from this Contract, unless subject to clause 1.
    • Subject to clauses 1 and 2.2 upon acceptance of this Contract by the Client, this Contract is binding and can only be rescinded in accordance with this Contract or with the written consent of the Contractor.
    • The Client acknowledges and accepts that:
      • if the Client’s solar system stops working due to grid voltage and the Client requests the Contractor to investigate and repair the system, all costs for the Works will be borne by the Client;
      • the Contractor will notify the Client’s electricity distributor/retailer of the installation. The electricity distributor/retailer may then require the replacement of the Client’s existing power meter the cost of which shall be the Client’s responsibility and is not included in any pricing specified under this Contract; and
      • that the Contractor shall not be liable for any damage or loss including personal injury, death, (including but not limited to the failure of the Client to follow the Contractor’s safety, operation or maintenance instructions, interference with controllers, standing on the Goods or prior mitigating health conditions of the person) or property loss due to any electrical event beyond the Contractor’s
    • None of the Contractor’s agents or representatives are authorised to make any representations, statements, conditions or agreements not expressed by the manager of Power Ideas Pty Ltd, in writing nor is the Contractor bound by any such unauthorised statements.
    • The Contractor will permit the Client or any person authorised by the Client (either together or separately) to have reasonable access to the Worksite and to view any part of the Services. The Client agrees to allow sufficient notice of such required access and shall abide by any occupational health and safety laws that may apply to the Worksite; it shall be the Client’s responsibility to discuss this with the Contractor before attending the Worksite
    • If either party to this Contract is given notice by the other party to this Contract that they are in substantial breach of this Contract and does not rectify or attempt to substantially rectify any breach stated in the notice within ten (10) Business Days of receiving such notice then the party giving the notice may by giving a separate notice to the other party terminate this Contract.

 

  1. Permits, Prescribed Approvals and Third Party Requirements
    • Unless otherwise stated in the Contract Price details, the Contractor must perform the Approval Services.
    • If the Contractor is responsible for applying for a permit under the Contract Price, the Client must, as soon as practicable give instructions to the Contractor for the Contractor to apply for the necessary permit.
    • If the Contractor performs the Approval Services, any fee or associated charge (or both) incurred as a result of that Approval Services by the Contractor is included in the Contract Price unless expressly excluded.
    • Any Approval Services will be performed punctually and diligently so that the necessary permits and approvals can be obtained at the earliest practicable date.
    • Furthermore, the both parties agree:
      • the Contractor will be responsible for applying for a permit and must secured its issue with sixty (60) calendar days from the date of being given notice or instructions by the Client under 2;
      • the Client is required to give notice or instructions to the Contractor under 2 within sixty (60) calendar days from the date of this Contract;
      • if the Client is responsible for applying for a permit the Client must secured its issue within sixty (60) calendar days form the date of this Contract;
    • Failure to comply with 5, either party may terminate this Contract by giving notice of termination. The terminating party must give the notice with ten (10) Business Days after the sixty (60) day period expires. If this Contract is terminated under this clause, the Client is liable to pay the Contractor reasonable costs incurred in association with the Approval Services but no more.
    • Both parties acknowledge and agree:
      • to comply with the National Construction Code and the Building Act, in respect of all workmanship and building products to be supplied during the course of the Services; and
      • that Services will be provided in accordance with any current relevant Australian/New Zealand Standards applicable.

 

  1. Variations
    • In the event that the Client requests a variation all such requests shall be made in writing. If the Contractor believes the variation will not require a variation to any permit and will not cause any delay, and will not add more than two percent (2%) to the Contract, then the Contractor may carry out the variation otherwise the Contractor will give the Client a written variation document detailing the Services, the amended Contract Price, the estimated time to undertake the variation, and the likely delay, if any, and require written acceptance by the Client of the variation before commencing Services on the variation.
    • In the event that the Contractor requests a variation, the Contractor will, in writing;
      • state the reason for the variation; and
      • provide a full description of the variation, such as the following;
        • if a variation to the Services originally scheduled (including any applicable plans, Client and/or site requirements, or specifications) is requested; or
        • where the value of any Renewable Energy Certificate’s (REC’s) and/or Smallscale Technology Certificates (STC’s) upon which the sale Contract Price is dependant, changes as REC’s and/or STC’s are traded on the open market and the price varies from time to time; or
        • where there is any change to any monies available to the Client from the Australian Federal Government’s Renewable Energy Target Program (RET Program), (if applicable) or any other Commonwealth, State or Local Government rebates or incentives and
      • state any effect the variation will have on the Contract, including but not limited to, the Contract Price, completion date and whether further permits or authorisations are required.
    • Other than for the events outlined in clause 4 the Contractor shall obtain written acceptance from the Client of any variation submitted by the Contractor before commencing Services on the variation.
    • In the event of:
      • unforeseeable problems with the Worksite which are only revealed when undertaking the Services which the Contractor considers should be immediately rectified for the safe completion of the Services; or
      • the Contractor being instructed to undertake extra Services by any person authorised by the Building Act;

then the Contractor may carry out any Services needed to fix any such problem/s or carry out any such instructions. Any such additional Services necessary are to be treated as a variation. However, if a Contract Price is not agreed upon with the Client, but the Contractor reasonably believes the variation will not require a variation to any permit and will not cause any delay and will not add more than two percent (2%) to the Contract Price, stated in this Contract, then the Contractor may carry out the variation.

 

  1. Contract Price and Payment
    • Time for payment for the Services shall be of the essence and will be stated on the invoice. If no time is stated then payment shall be due seven (7) days following the date of the invoice.
    • Payment will be made by cash, cheque, bank cheque, direct credit, electronic/on-line banking, credit card (a surcharge may apply per transaction), or by any other method as agreed to between the Client and the Contractor.
    • The Contract Price shall be increased by the amount of any GST and other taxes and duties which may be applicable, except to the extent that such tax is expressly included in the Contract schedule.

 

  1. Rebates and Incentives
    • In order to claim a Federal Government financial incentive available under the Small-scale Renewable Energy Scheme (“SRES”), the Client must use a CEC-accredited installer and designer, in accordance with the Renewable Energy (Electricity) Regulations 2001(Cth).
    • Notwithstanding clause 1, the Client acknowledges and authorises the Contractor to apply in the Client’s name for any grant, rebate or any other benefit (hereafter referred to as a Rebate) available, (if applicable) from the Commonwealth, State Government, or any local state Solar Feed Tariff Schemes in relation to the installation of a solar system and to receive payment of that Rebate on the Client’s behalf.
    • The Client agrees to sign any necessary documents, provide any necessary information and take any necessary action the Contractor may require, enabling the Contractor to obtain payment of a Rebate.
    • If the Contractor receives payment of a Rebate, the Contractor will apply that payment in or towards satisfaction of the Price.
    • The Contractor is not responsible for any failure to obtain a Rebate and the Client shall remain liable to the Contractor for the whole of the Price and any other amounts due to the Contractor which are not paid in full.
    • The Client unconditionally assigns all Renewable Energy Certificates (RECs) and/or Smallscale Technology Certificates (STC’s) to which the Client is entitled in respect of the Services to the Contractor, unless otherwise negotiated.
    • The Client acknowledges that, in certain circumstances, the Commonwealth Government, State Government or local government council (as applicable) may require repayment of a Rebate by the Client and in such circumstances the Contractor will have no liability to the Client.

 

  1. Finance
    • If this Contract is conditional upon the Client obtaining a loan from an Australian financial institution then they shall provide the Contractor with written confirmation of the loan approval by the date specified in in the Contract. Such written confirmation is to include confirmation from the financial institution that the Contractor may commence the
    • The Client shall authorise the Client’s lender to, and the Client’s lender may then, pay all monies advanced to the Client for payment of the Contract Price of the Services (or any part thereof) and approved by the Client direct to the
    • In the event that any such loan application is declined then the Client shall have the right to withdraw from this Contract subject to the Client providing the Contractor with written evidence within five (5) Business Days of the date specified in the Contract that the loan was declined. Upon receipt of such evidence the Contractor shall refund the Client any deposit paid in accordance with clauses 1 and 27.2

 

  1. Security Monies
    • The Client shall, prior to the commencement of the Services, deposit any Security Monies into an interest-bearing account at a financial institution mutually agreed between the Client and the Contractor. The account must be a joint account in the names of both the Client and the Contractor and withdrawals shall require the signature of both of those parties.
    • It is agreed that Security Monies shall be used to pay progress payments to the Contractor before any loan monies are used to pay progress payments.
    • In the event that the Client fails to pay any Security Monies due to the Contractor or the Contractor terminates this Contract under clause 26 then the Contractor shall be entitled to Security Monies equivalent to any amount due and owing to the Contractor after having applied clauses 3 and 26.4.
    • After payment of the final progress payment to the Contractor any Security Monies remaining in the account (including any interest) shall belong to the Client (including any interest earned thereon).

 

  1. Provision of the Services
    • Subject to clause 2 it is the Contractor’s responsibility to do everything that it is reasonably possible for the Contractor to do to ensure that the Services start as soon as it is reasonably possible.
    • The Services’ proposed commencement date will be put back and the building period extended by whatever time is reasonable in the event that the Contractor claims an extension of time (by giving the Client written notice) where completion is delayed by an event beyond the Contractor’s control, including but not limited to any failure by the Client to:
      • make a selection; or
      • have the site ready for installation; or
      • notify the Contractor that the site is ready.
    • The Services shall be deemed to be at final completion when:
      • the Services carried out under this Contract have been completed in accordance with the plans and specifications set out in this Contract; and
      • the Client is given either:
        • a copy of the certificate of final inspection;
        • handed over to the Client, all guarantees, instruction manuals and related documents relating to the Services and any permits, certificates or notices relating to the Services.
      • The failure of the Contractor to deliver shall not entitle either party to treat this Contract as repudiated.
      • The Contractor shall not be liable for any loss or damage whatever due to failure by the Contractor to deliver the Services (or any of them) promptly or at all, where due to circumstances beyond the control of the Contractor.

 

  1. Suspension of the Services
    • In the event that the Client fails or refuses to comply with an obligation specified in this Contract then the Contractor shall be entitled (without prejudice to any other rights of the Contractor under this Contract) to suspend the Services. Where the Contractor intends to suspend the Services under the provision of this clause, the Contractor must immediately notify the Client of the same in writing detailing the reasons for the suspension. The building period shall then be deemed to be suspended by a period equivalent to the period that commences from the date the notice was given to the Client by the Contractor continuing until the Contractor recommences Services.
    • The Client must remedy all breaches listed in the Contractor’s suspension notice within ten (10) Business Days of receipt of such notice.
    • The Contractor shall within ten (10) Business Days of confirmation that the breaches listed in the suspension notice have been remedied by the Client, recommence the Services.
    • In the event that the Contractor incurs any additional cost as a result of suspending and/or recommencing the Services then all such additional costs will be deemed as being in addition to the Contract Price and treated as a variation in accordance with clause 4.
    • For the sake of clarity nothing in this clause 10 shall prevent the Contractor’s right to terminate this Contract in accordance with the provisions of clause 26.

 

  1. Contract Documents – Discrepancies and Ambiguities
    • If either party to this Contract finds any discrepancy or ambiguity in this Contract or any other documentation forming part of this Contract then that party must immediately notify the other party of the same in writing. Upon receipt of such notice it is agreed that both parties shall confer with each other in an attempt to resolve the discrepancy or ambiguity and where necessary the order of precedence specified in clause 8 shall apply.
    • If the parties cannot reach resolution over the discrepancy or ambiguity then either:
      • the matter is to be resolved in accordance with clause 25; or
      • the Client must give to the Contractor sufficient written instruction to enable the Contractor to proceed with the
    • If, as a consequence of resolution under this clause 10, the Contract Price needs to vary and the problem that was resolved was not caused solely by documents provided by the Contractor then any price adjustment shall be deemed a variation and the Contractor shall provide to the Client a variation document in compliance with clause 4

 

  1. The Worksite and Worksite Access
    • The Client shall ensure that the Contractor has clear and free access to the Worksite at all times to enable them to undertake the Services (including carrying out Worksite inspections, gain signatures for required documents, and for the delivery and installation of the Goods); and
      • the Contractor shall not be liable for any loss or damage to the Worksite (including, without limitation, damage to pathways, driveways and concreted or paved or grassed areas etc.) unless due to the Contractor’s negligence; and
      • if the Services are interrupted by the failure of the Client to adhere to the work schedule agreed to between the Contractor and the Client, any additional costs will be invoiced to the Client as a variation in accordance with clause 4.
    • It is the intention of the Contractor and agreed by the Client that it is the Client’s responsibility to:
      • remove from the work area any furniture, personal effects or other property likely to impede the Contractor in order to minimise the risk of injury or any damage; and
      • provide the Contractor, while at the Worksite, with adequate access to available water, electricity, toilet and washing facilities.
    • The Client agrees to be present at the Worksite when and as reasonably requested by the Contractor and its employees, contractors and/or agents.
    • Where the Contractor requires that Goods, tools etc. required for the Services be stored at the Worksite, the Client shall supply the Contractor a safe area for storage and shall take all reasonable efforts to protect all items from destruction, theft or damage. In the event that any of the stored items are destroyed, stolen or damaged, then the cost of repair or replacement shall be the Client’s responsibility.
    • Worksite Inductions:
      • in the event the Client requires an employee or sub-contractor of the Contractor to undertake a Worksite induction during working hours, the Client will be liable to pay the hourly charges for that period. If any induction needs to be undertaken prior to the commencement date then the Client shall be liable to pay the Contractor’s standard (and/or overtime, if applicable) hourly labour rate; or
      • where the Contractor is in control of the Worksite, the Client and/or the Client’s third-party contractors must initially carry out the Contractor’s Health & Safety induction course before access to the Worksite will be granted. Inspection of the Worksite during the course of the Services will be by appointment only and unless otherwise agreed, in such an event the Client and/or third party acting on behalf of the Client must at all times be accompanied by the Contractor.

 

  1. Client’s Responsibility and Goods, Documents and/or Works Supplied by the Client
    • It is the intention of the Contractor and agreed by the Client that:
      • any building/construction sites will comply with all New South Wales work health and safety laws relating to building/construction sites and any other relevant safety standards or legislation; and
      • the Contractor is not responsible for the removal of rubbish from or clean-up of the building/construction site/s. This is the responsibility of the Client or the Client’s
    • The Client:
      • warrants that any documentation supplied for the Services and the content or methods therein are accurate and/or suitable to be used for the purpose for which the document/s were created;
      • agrees that it is reasonable for the Contractor to rely on the documentation;
      • agrees to supply the Contractor with as many copies of the documentation as the Contractor may reasonably need to perform the Services or to obtain any necessary approvals required for the Services.
    • In the event that the Client undertakes or employs any third party to undertake any works at the Worksite whilst the Contractor is undertaking Services then the Client must ensure that the Client and/or any third party so employed:
      • is appropriately licensed for the works being undertaken, and will provide evidence of the same upon request by the Contractor;
      • does not interfere with the progress of Services by the Contractor;
      • holds all relevant insurances as the Contractor is required to hold or as are otherwise required under this Contract;
      • co-operates with all requests or directives of the Contractor in relation to the timeliness and co-ordination of works to be performed;
      • co-operates as may be reasonably expected with all other persons on the Worksite; and
      • discusses any Worksite issues directly with the Contractor and not with any of the Contractor’s
    • In the event that the Client or the Client’s third party employees do not comply with 3, then the Contractor may require the non-compliant party to either leave and/or stay off the Worksite as the Contractor may so direct.

 

  1. Insurance
    • The Contractor shall:
      • in respect of its employees meet all current requirements of the Workers’ Compensation & Safety, Rehabilitation and Compensation Act (NSW) or Safety, Rehabilitation and Compensation Act (ACT), the Workers’ Compensation Act Victoria 1985;
      • meet all current requirements of the Building Code of Australia, Australian Standards, New South Wales, Australian Capital Territory or Victoria legislation, the state in which the performance of Works is carried out;
      • maintain during the course of the Services a Contract Works Insurance policy in the name of the Contractor, the Client and the Client’s lender (if required) for the full insurable value of the Services such policy to remain in place until completion takes place or the Client takes earlier possession of the Worksite;
      • maintain during the Services Public Liability Insurance cover of not less than five million dollars ($5M) for any one occurrence, and which covers liabilities to third parties in respect of personal injury, death and loss or damage to property which may arise out of or in connection with the carrying out of the Services;
      • provide such domestic building Insurance as is required under the Building Act;
      • provide evidence of all or any of the above policies to the Client upon request; and
      • not have any liability in terms of any loss, claim, damage, or legal action howsoever arising in respect of any materials or other property placed on the Worksite without the Contractor’s knowledge and/or written approval.
    • The insurance referred to in clause 1 shall be held with a reputable Australian insurer, at the discretion of the Contractor.
    • If the Services involve the repair, alteration, or any addition to an existing building then the Client shall effect and maintain during the course of the Services insurance cover for the full replacement value of any buildings which will be affected by the Services (including the contents thereof) against loss, damage and all other usual risks, and shall provide evidence of the currency of the insurance to the Contractor upon request. Such cover is to be provided by the Client until completion in accordance with the plans and specifications or the Client takes total possession of the Worksite whichever first occurs.

 

  1. Risk
    • If the Contractor retains ownership of the Goods nonetheless, all risk for the Goods passes to the Client on completion.
    • The Client warrants that any structures to which the Goods are to be affixed are able to withstand the installation of the Goods and that any electrical connections (including, but not limited to, meter boxes, main switches, circuit breakers, and electrical cable) are of suitable capacity to handle the Goods once installed. If, for any reason (including the discovery of asbestos, defective or unsafe wiring, or dangerous access to roofing or risk), the Contractor reasonably forms the opinion that the Client’s premises is not safe for the installation of Goods to proceed then the Contractor shall be entitled to delay installation of the Goods (in accordance with clause 2) until the Contractor is satisfied that it is safe for the installation to proceed.
    • In the event where additional services are required due to the discovery by the Contractor of hidden or unidentifiable difficulties (including, but not limited to, any inclement weather, limitations to accessing the site, obscured site/building defects, safety considerations/health hazards (such as the discovery of asbestos), prerequisite work by any third party not being completed, or hidden wiring in walls etc) which are only discovered on commencement of the Services, then a variation to the Contract Price will apply and shall be summarised in detail to the Client in accordance with clause 4, prior to continuing with the Services.
    • Where the Goods are to be installed on a tiled roof the Contractor gives no guarantee (expressed or implied) against crazing, cracking, chipping or scratching that may occur that is beyond the Contractor’s control due to the nature of the product at the time of installation of the Goods. The Contractor will repair any damage to the tiles to a reasonable standard therefore the Contractor recommends that the Client allows for extra tiles for such breakages.  The Contractor will not be held accountable for obtaining replacement tiles.

 

  1. Specifications
    • The Client acknowledges that:
      • all descriptive specifications, illustrations, drawings, data, dimensions and weights stated in the Contractor’s fact sheets, price lists or advertising material, are approximate only and are given by way of identification only. The Client shall not be entitled to rely on such information, and any use of such does not constitute a sale by description, and does not form part of the Contract, unless expressly stated as such in writing by the Contractor;
      • while the Contractor may have provided information or figures to the Client regarding the performance of the Goods, the Client acknowledges that the Contractor has given these in good faith, and is estimates based on Clean Energy Council (CEC) prescribed estimates. The energy generation may be less than estimates due to factors out of the Contractor’s control (including, but not limited to, hours of sunlight, cloud cover, weather patterns, the location (geographical or otherwise) of the Goods and the location of surrounding structures and flora;
      • some buildings may not have the optimum orientation for the installation of the Goods or components, and therefore understands and accepts that the Goods performance may be compromised in such situations. Notwithstanding the former the Contractor will use its best endeavours to install and position the Goods to maximise orientation and exposure to direct sunlight.
    • The Client shall be responsible for ensuring that the Goods ordered are suitable for their intended use.

 

  1. Solar Panels
    • Whilst the final location of the inverter and solar panels is at the discretion of the Client, a charge will apply as a variation as per clause 4, if the Client requests the inverter and/or panels to be installed in a different location other than that agreed upon by both parties.
    • The Client acknowledges and agrees that it is their responsibility to insure any equipment partly or completely installed on Worksite, against theft or damage.
    • In the event that the electrical wiring is required to be re-positioned at the request of any third party contracted by the Client then the Client agrees to notify the Contractor immediately upon any proposed changes. The Client agrees to indemnify the Contractor against any additional costs incurred with such a relocation of electrical wiring. All such variances shall be invoiced in accordance with clause 4.
    • The Client acknowledges and accepts that the mains power is required to be isolated in order for the Contractor to complete the final connection of the solar main switch, the Client agrees to indemnify the Contractor in respect of all and any liability claims, loss, damage, costs and fines if a power surge is to occur when the power is turned back on.
    • The Client warrants that the roof is structural sound and that any and all pre-existing damages have been brought to the Contractor attention prior to the commencement of the Services. The Contractor will conduct a roof inspection and reserves the right to halt all Services (in accordance with clause 2) if in their opinion the roof is unsafe and/or if any existing damages need repairing in order for the Contractor to complete the scheduled Services, the Client will be informed of this and will be given a revised quotation or estimate to repair any issues (including but not limited to broken tiles, etc.). Should the Client not wish to proceed the Contractor will charge a standard fee for the time spent on site based on the Contractor’s quotation.
    • All work will be tested to ensure that it is electrically safe and is in accordance with the wiring rules and other standards applying to the electrical installation under the Electrical Safety Regulations. All of the cabling work will comply with the Australian Wiring standards.

 

  1. Underground Services
    • Prior to the Contractor commencing the Services the Client must advise the Contractor of the precise location of all underground services on the Worksite and clearly mark the same. The underground mains and services the Client must identify include, but are not limited to, electrical services, gas services, sewer services, pumping services, sewer connections, sewer sludge mains, water mains, irrigation pipes, telephone cables, fibre optic cables, oil pumping mains, and any other services that may be on the Worksite.
    • Whilst the Contractor will take all care to avoid damage to any underground services the Client agrees to indemnify the Contractor in respect of all and any liability claims, loss, damage, costs and fines as a result of damage to services not precisely located and notified as per clause 1.

 

  1. Surplus Goods
    • Unless otherwise stated elsewhere in this Contract;
      • only suitable new Goods will be used;
      • demolished materials remain the Client’s property; and
      • Goods which the Contractor brings to the Worksite which are surplus remain the property of the Contractor.

 

  1. Title
    • It is the intention of the Contractor and agreed by the Client that ownership of Goods shall not pass until:
      • the Client has paid all amounts owing for the particular Goods; and
      • the Client has met all other obligations due by the Client to the Contractor in respect of all contracts between the Contractor and the Client.
    • Receipt by the Contractor of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then the Contractor’s ownership or rights in respect of Goods shall continue.
    • It is further agreed that:
      • where practicable the Goods shall be kept separate and identifiable until the Contractor shall have received payment and all other obligations of the Client are met;
      • until such time as ownership of the Goods shall pass from the Contractor to the Client the Contractor may give notice in writing to the Client to return the Goods or any of them to the Contractor. Upon such notice the rights of the Client to obtain ownership or any other interest in the Goods shall cease;
      • the Contractor shall have the right of stopping the Goods in transit whether or not delivery has been made;
      • if the Client fails to return the Goods to the Contractor then the Contractor or the Contractor’s agent may (as the invitee of the Client) enter upon and into land and premises owned, occupied or used by the Client, or any premises where the Goods are situated and take possession of the Goods.

 

  1. Personal Property Securities Act 2009 (“PPSA”)
    • In this clause:
      • financing statement has the meaning given to it by the PPSA;
      • security agreement means the security agreement under the PPSA created between the Client and the Contractor by these terms and conditions; and
      • security interest has the meaning given to it by the PPSA.
    • Upon assenting to these terms and conditions in writing the Client acknowledges and agrees that these terms and conditions:
      • constitute a security agreement for the purposes of the PPSA; and
      • create a security interest in:
        • all Goods previously supplied by the Contractor to the Client (if any);
        • all Goods that will be supplied in the future by the Contractor to the Client.
      • The Client undertakes to:
        • promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which the Contractor may reasonably require to:
          • register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
          • register any other document required to be registered by the PPSA; or
          • correct a defect in a statement referred to in clause 3(a)(i) or 21.3(a)(ii);
        • indemnify, and upon demand reimburse, the Contractor for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby;
        • not register a financing change statement in respect of a security interest without the prior written consent of the Contractor; and
        • not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods in favour of a third party without the prior written consent of the Contractor.
        • immediately advise the Contractor of any material change in its business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales.
      • The Contractor and the Client agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
      • The Client hereby waives its rights to receive notices under sections 95, 118, 121(4), 130, 132(3) (d) and 132(4) of the PPSA.
      • The Client waives its rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
      • Unless otherwise agreed to in writing by the Contractor, the Client waives its right to receive a verification statement in accordance with section 157 of the PPSA.
      • The Client shall unconditionally ratify any actions taken by the Contractor under clauses 3 to 21.5.

 

  1. Warranty
    • To the extent required by the Commonwealth Competition and Consumer Act 2010, the Home Building Act 1989, the Building Act 2004 (ACT), the Domestic Building Contracts Act 1995 (VIC), the Contractor warrants that:
      • the Services shall be carried out in a proper and workmanlike manner and in accordance with the plans and specifications set out in the Contract schedule;
      • all Goods supplied be good and, having regard to the relevant criteria, suitable for the purpose for which they are used and that, unless otherwise stated in this Contract, those Goods will be new;
      • the Services will be carried out in accordance with, and comply with, all statutes, regulations and bylaws of government and legal requirements (including, but not limited to, the Building Act and regulations under that Act and the Clean Energy Council Code of Conduct);
      • the Services will be carried out with reasonable skill and care and will be completed by the date specified in the Contract;
      • the Services will be carried out in accordance with the plans and the specifications to this Contract;
      • if the Services consist of the erection or construction of a home, or is work intended to renovate, alter, extend, improve or repair a home to a stage suitable for occupation, the home will be suitable for occupation at the time the work is completed; and
      • if the Contract states the particular purpose for which the Services are required, or the result which the Client wishes the Services to achieve (so as to show that the Client relies on the Contractor’s skill and judgement) then the Services and any Goods will be reasonably fit for that purpose or will be of such a nature and quality that they might reasonably be expected to achieve that result.
    • Subject to the conditions of warranty set out in clause 3 the Contractor warrants that if any defect in any workmanship or the operation and performance of the Goods (i.e. the whole solar PV system) of the Contractor becomes apparent and is reported to the Contractor within the standard minimum five (5) years as required by Section 2.2.10 of the Solar retailer Code of Conduct from the date of installation (time being of the essence) then the Contractor will either (at the Contractor’s sole discretion) replace or remedy the workmanship.
    • If the Client is a consumer within the meaning of the CCA, the Contractor liability is limited to the extent permitted by section 64A of Schedule 2.
    • If the Contractor is required to replace any Goods under this clause or the CCA, but is unable to do so, the Contractor must refund any money the Client has paid for the Goods.
    • If the Contractor is required to rectify, re-supply, or pay the cost of re-supplying the Services under this clause or the CCA, it must be done so within a reasonable timeframe as to be agreed between the two parties but if the Contractor is unable to do so, then the Contractor must refund any money the Client has paid for the Services but only to the extent that such refund shall take into account the value of Services and Goods which have been provided to the Client which were not defective.
    • The conditions applicable to the warranty given by clause 2 are:
      • the warranty shall not cover any defect or damage which may be caused or partly caused by or arise through:
        • failure on the part of the Client to properly maintain any Goods; or
        • failure on the part of the Client to follow any instructions or guidelines provided by the Contractor; or
        • any use of any Goods otherwise than for any application specified on a quote or order form; or
        • the continued use of any Goods after any defect becomes apparent or would have become apparent to a reasonably prudent operator or user; or
        • fair wear and tear, possums any accident or act of God.
      • the warranty shall cease, and the Contractor shall thereafter in no circumstances be liable under the terms of the warranty if the workmanship is repaired, altered or overhauled without the Contractor’s
      • in respect of all claims the Contractor shall not be liable to compensate the Client for any delay in either replacing or remedying the workmanship or in properly assessing the Client’s
    • For Goods not manufactured by the Contractor the warranty shall be the current warranty provided by the manufacturer of the Goods. The Contractor shall be under no liability whatsoever except for the express conditions as detailed and stipulated in the manufacturer’s warranty.

 

  • The Commonwealth Competition and Consumer Act 2010, Home Building Act 1989 (NSW), Building Act 2004 (ACT), Domestic Building Contracts Act 1995 (VIC), Clean Energy Council (CEC) Solar Retailer Code of Conduct (“the Code”), Renewable Energy (Electricity) (Cth) Regulations 2001 or Fair Trading Acts
  • Nothing in this Contract is intended to have the effect of contracting out of any applicable provisions of the Commonwealth Competition and Consumer Act 2010, Home Building Act 1989, Building Act 2004 (ACT), Domestic Building Contracts Act 1995 (VIC), Clean Energy Council (CEC) Solar Retailer Code of Conduct (“the Code”), Renewable Energy (Electricity) Regulations 2001 (Cth), or the Fair Trading Acts in each of the States and Territories of Australia (including any substitute to those Acts or re-enactment thereof), except to the extent permitted by those Acts where applicable.

 

  1. Intellectual Property
    • Where the Contractor has designed, drawn, written plans or a schedule of Services, or created any products for the Client, then the copyright in all such designs, drawings, documents, plans, schedules and products shall remain vested in the Contractor, and shall only be used by the Client at the Contractor’s Under no circumstances may such designs, drawings and documents be used without the express written approval of the Contractor.
    • The Client warrants that all designs, specifications or instructions given to the Contractor will not cause the Contractor to infringe any patent, registered design or trademark in the execution of the Client’s order and the Client agrees to indemnify the Contractor against any action taken by a third party against the Contractor in respect of any such infringement.
    • The Client agrees that the Contractor may (at no cost) use for the purposes of marketing or entry into any competition, any documents, designs, drawings, plans or products which the Contractor has created for the Client.

 

  1. Default and Consequences of Default
    • Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at the Contractor’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
    • If the Client owes the Contractor any money, the Client shall indemnify the Contractor from and against all costs and disbursements incurred by the Contractor regarding legal costs on a solicitor and own client basis, internal administration fees, the Contractor’s contract fees owing for breach of these terms and conditions, including but not limited to, contract default fees and/or recovery costs (if applicable), as well as bank dishonour fees.
    • Further to any other rights or remedies the Contractor may have under this Contract, if the Client has made payment to the Contractor, and the transaction is subsequently reversed, the Client shall be liable for the amount of the reversed transaction, in addition to any further costs incurred by the Contractor under this clause 24 where it can be proven that such reversal is found to be illegal, fraudulent or in contravention to the Client’s obligations under this Contract.
    • Without prejudice to any other remedies the Contractor may have, if at any time the Client is in breach of any obligation (including those relating to payment) under these terms and conditions the Contractor may suspend or terminate the supply of Services to the Client. The Contractor will not be liable to the Client for any loss or damage the Client suffers because the Contractor has exercised its rights under this clause.
    • Without prejudice to the Contractor’s other remedies at law the Contractor shall be entitled to cancel all or any part of any order of the Client which remains unperformed and all amounts owing to the Contractor shall, whether or not due for payment, become immediately payable in the event that:
      • the Client becomes unable to pay their debts or bankrupt; or
      • enters into an arrangement with, or makes an assignment for the benefit of their creditors; or
      • a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of any asset of the Client.

 

  1. Disputes & Complaints Policy
    • Where a dispute/complaint arises between the Parties, it will be referred to the Contractor and the Client’s directors for resolution. The Contractor and the Client agree to solve any disputes/complaint amicably and in good faith and on a without prejudice basis in line with CEC’s Code of Conduct Code 2.4.5, including the Australian Standard on Complaints Handling AS ISO 10002-2006 and all subsequent amendments thereof, and not begin court proceedings or mediation or arbitration proceedings until the dispute/complaint resolution channel provided in this clause has been exhausted.
    • If a resolution is not provided within the relevant Code of Conduct timeframes, the Client may, without limiting their other rights and remedies:
      • escalate the request to the Parties’ respective relationship managers identified below and then to their respective senior management identified below:

Contractor’s Contacts:

  • Contact Name: Ramesh Atluri
    Contact Title: O&M Engineer
    Contact Email Address: operation@powerideas.com.au

Contact Number: 1300769371

  • Contact Name: Andy Sui
    Contact Title: Operations Manager
    Contact Email Address: andy@powerideas.com.au
    Contact Number: 1300769371

Client Nominated Directors (If any):

  • Primary Contact Name: __________________________

Primary Contact Title: __________________________

Primary Contact Email Address: __________________________

Primary Contact Number: __________________________

  • Escalation Contact Name: __________________________

Escalation Contact Title: __________________________

Escalation Contact Email Address: __________________________

Escalation Contact Number: __________________________

  • The dispute/complaint resolution process will be as follows:
    • A party may give notice to the other party about the nature of the dispute or complaint (a “Dispute/Complaint Notice”) and the parties will seek to reach settlement amongst themselves within twenty-one (21) Business Days of receipt of the Dispute/Complaint Notice (“Negotiation Period”). Should the Parties fail to determine the dispute within the Negotiation Period, the Parties may seek within a further period of twenty-four (24) Business Days (or such longer period as agreed in writing between the Parties) to reach Agreement on:
      • a mediation procedure out of courts and arbitration proceedings, (such as mediation, reconciliation or expert determination process);
      • the steps to be taken by each Party and the timing of those steps;
      • who will be the independent person/body conducting the mediation process and who will pay for such independent person’s/ body’s professional fees and expenses.
    • If the Parties fail to solve the entire dispute/complaint or fail to reach agreement on any of the matters described above within forty-five (45) days (or any other period agreed in writing) from the date of the Dispute/Complaint Notice, either the Contractor or the Client may commence court proceedings or arbitration proceedings to resolve the dispute by lodging a claim with either:
      • the NSW Civil & Administration Tribunal (NCAT), all information is accessible on the website at: https://www.ncat.gov.au; or
      • the ACT Civil and Administrative Tribunal (ACTCAT); or
      • the Domestic Building Dispute Resolution Victoria (DBDRV), all disputed matters must be referred to this Victorian Government Agency, (it’s free and is an independent service), fail a result by this method will need to be referred to an inspector to be appointed under the Act or referring the matter to Victorian Civil & Administrative Tribunal (VCAT), all information is accessible on the website at: https://www.vba.vic.gov.au/consumers/complaints; or
      • the Australian Competition and Consumer Commission, all information is accessible from the website at: https://www.accc.gov.au.
    • Where a dispute/complaint exists, each of the Parties must continue to perform its obligations under this Contract, unless the other Party evinces an intention not to comply with this clause.
    • Furthermore, where the complaint is in relation to any staff member of Power Ideas Pty Ltd:
      • the complaint, and the identity of the complainant, will be kept confidential between the parties concerned;
      • a written record of events will be documented by Power Ideas Pty Ltd’s Director, in order to authenticate, monitor and evidence the complaint;
      • all compiled written information will be considered by the Director of Power Ideas Pty Ltd, to enable an informed decision to be made regarding the complaint;
      • the complainant and applicable staff member(s) will be advised of the outcome of the investigation and any disciplinary action, which will be managed in accordance with the Fair Work Act 2009, etc.;
      • in the event the complainant is unsatisfied with the outcome of the investigation, the Contractor and the complainant shall confer to discuss the matter further.

 

  1. Termination by the Contractor
    • Without prejudice to any other remedies the Contractor may have, if at any time the Client is in breach of any obligation (including those relating to payment, whether or not the payment is due to the Contractor) the Contractor may suspend or terminate the provision of Services to the Client, and any of its other obligations under this Agreement. The Contractor will not be liable to the Client for any loss or damage the Client suffers because the Contractor has exercised its rights under this clause.
    • The Contractor may, in addition to their right to terminate under clause 1:
      • do so at any time:
        • prior to the commencement of the Services, by giving thirty (30) Business Days’ notice to the Client, in the event the Contractor determine it is not technically, commercially or operationally feasible to provide the Services to the Client;
        • in the event the Client materially breaches this Contract, and such breach is not capable of remedy; or
        • fails to comply with the Client’s obligations under clauses 3, 4, 5, 6, 8, 9, 10, 11, 13, or 14 (each as applicable to this Contract);
        • is otherwise in substantial breach of this Contract.
      • If the Contractor serves notice on the Client under clause 2, then such notice must:
        • include full details of the alleged breach or breaches; and
        • state that it is the Contractor’s intention to terminate the Contract unless the Client has remedied all such breaches within ten (10) Business Days of receipt by the Client of such notice.
      • If the Contract is ended under this clause 26, (unless subject to clause 1 and a full refund applies) then the Contractor is entitled to a reasonable amount for any Services already carried out, plus any other costs incurred by the Contractor as a result of, or prior to, the termination of the Contract, including, but not limited to:
        • the cost of any Goods already purchased for the Services, or ordered from the Contractor’s suppliers which cannot be returned to the Contractor’s suppliers, or for which the order cannot be cancelled;
        • any restocking fees charged by the Contractor’s suppliers;
        • any additional costs incurred by the Contractor through having to quit the Worksite early;
        • any default interest, fees or charges that the Contractor is entitled to charge, or incurs, under clause 24.

 

  1. Termination by Client and Refund Policy
    • The Client shall have the right to terminate the Contract and request a full refund, in the event that:
      • the final system design provided in accordance with CEC Code of Conduct 2.1.6(e) where a Worksite-specific full system design including the proposed roof plan, orientation and tilt, expected efficiency losses due to shading, and the system’s Worksite-specific estimated energy yield (as per the diagram provided with the Residential Quotation), and supporting information is not provided prior to the expiry of the ten (10) days cooling-off period for the Client to make an informed decision on and consent; or
      • CEC Code of Conduct 2.1.6(f) where any Worksite conditions and special circumstances beyond the control of the Contractor which result in extra chargeable work not covered by the quote and shall include the likes of any additional costs that may arise at or after installation and that will not be borne by the Contractor, such as fees for:
        • meter exchange/reconfiguration, damage on meter panels; and
        • changing dedicated off peak control devices if required; and
      • if the estimated delivery timeframes for installation completion that was agreed upon at the point of contract is not honoured, for reasons reasonably within the Contractor’s control, and the Client does not consent to a revised timeframe; or
      • where the Contractor acting on behalf of the Client has the consent to obtain the grid connection approval and does not do so prior to installation, and the Client does not receive approval from the electrical grid distributor to connect a solar PV system; and
      • if extra chargeable work arises, which was not specified in the initial contract, and the additional costs are not borne by the Contractor and the Client does not consent to these additional costs.
    • To end the Contract, the Client must give the Contractor a signed notice stating that the Client is ending the Contract under this clause 27 and giving the details of why the Contract is being ended.

 

  1. Privacy Policy
    • All emails, documents, images or other recorded information held or used by the Contractor is Personal Information, as defined and referred to in clause 3, and therefore considered confidential information. The Contractor acknowledges its obligation in relation to the handling, use, disclosure and processing of Personal Information pursuant to the Privacy Act 1988 (“the Act”) including the Part IIIC of the Act being Privacy Amendment (Notifiable Data Breaches) Act 2017 (NDB) and any statutory requirements, where relevant in a European Economic Area (“EEA”), under the EU Data Privacy Laws (including the General Data Protection Regulation “GDPR”) (collectively, “EU Data Privacy Laws”). The Contractor acknowledges that in the event it becomes aware of any data breaches and/or disclosure of the Client’s Personal Information, held by the Contractor that may result in serious harm to the Client, the Contractor will notify the Client in accordance with the Act and/or the GDPR. Any release of such Personal Information must be in accordance with the Act and the GDPR (where relevant) and must be approved by the Client by written consent, unless subject to an operation of law.
    • Notwithstanding clause 1, privacy limitations will extend to the Contractor in respect of cookies where the Client utilises the Contractor’s website to make enquiries. The Contractor agrees to display reference to such cookies and/or similar tracking technologies, such as pixels and web beacons (if applicable), such technology allows the collection of Personal Information such as the Client’s:
      • IP address, browser, email client type and other similar details;
      • tracking website usage and traffic; and
      • reports are available to the Contractor when the Contractor sends an email to the Client, so the Contractor may collect and review that information (“collectively Personal Information”)

If the Client consents to the Contractor’s use of cookies on the Contractor’s website and later wish to withdraw that consent, the Client may manage and control the Contractor’s privacy controls via the Client’s web browser, including removing cookies by deleting them from the browser history when exiting the site.

  • The Client agrees for the Contractor to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, driver’s license details, electronic contact (email, Facebook or Twitter details), medical insurance details or next of kin and other contact information (where applicable), previous credit applications, credit history) about the Client in relation to credit provided by the Contractor.
  • The Client agrees that the Contractor may exchange information about the Client with those credit providers and with related body corporates for the following purposes:
    • to assess an application by the Client; and/or
    • to notify other credit providers of a default by the Client; and/or
    • to exchange information with other credit providers as to the status of this credit account, where the Client is in default with other credit providers; and/or
    • to assess the creditworthiness of the Client including the Client’s repayment history in the preceding two (2) years.
  • The Client consents to the Contractor being given a consumer credit report to collect overdue payment on commercial credit.
  • The Client agrees that personal credit information provided may be used and retained by the Contractor for the following purposes (and for other agreed purposes or required by):
    • the provision of the Services; and/or
    • analysing, verifying and/or checking the Client’s credit, payment and/or status in relation to the provision of the Services; and/or
    • processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Client; and/or
    • enabling the collection of amounts outstanding in relation to the Services.
  • The Contractor may give information about the Client to a CRB for the following purposes:
    • to obtain a consumer credit report;
    • allow the CRB to create or maintain a credit information file about the Client including credit history.
  • The information given to the CRB may include:
    • Personal Information as outlined in 3 above;
    • name of the credit provider and that the Contractor is a current credit provider to the Client;
    • whether the credit provider is a licensee;
    • type of consumer credit;
    • details concerning the Client’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
    • advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Client no longer has any overdue accounts and the Contractor has been paid or otherwise discharged and all details surrounding that discharge(e.g. dates of payments);
    • information that, in the opinion of the Contractor, the Client has committed a serious credit infringement;
    • advice that the amount of the Client’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
  • The Client shall have the right to request (by e-mail) from the Contractor:
    • a copy of the Personal Information about the Client retained by the Contractor and the right to request that the Contractor correct any incorrect Personal Information; and
    • that the Contractor does not disclose any Personal Information about the Client for the purpose of direct marketing.
  • The Contractor will destroy Personal Information upon the Client’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this Contract or is required to be maintained and/or stored in accordance with the law.
  • The Client can make a privacy complaint by contacting the Contractor via e-mail. The Contractor will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Client is not satisfied with the resolution provided, the Client can make a complaint to the Information Commissioner at www.oaic.gov.au.

 

  1. Service of Notices
    • Any written notice given under this Contract shall be deemed to have been given and received:
      • by handing the notice to the other party, in person;
      • by leaving it at the address of the other party as stated in this Contract with a person who appears to be at least sixteen (16) years old;
      • by sending it by registered post to the address of the other party as stated in this Contract;
      • if sent by facsimile transmission (if sent before 5.00pm on a Business Day, on the day it is sent and, if sent later in the day, on the next Business Day) to the fax number of the other party as stated in this Contract (if any),on receipt of confirmation of the transmission;
      • if sent by email (if sent before 5.00pm on a Business Day, on the day it is sent and, if sent later in the day, on the next Business Day) to the other party’s current email address.
    • Any notice that is posted shall be deemed to have been served, unless the contrary is shown, at the time when by the ordinary course of post the notice would have been delivered.

 

  1. Trusts
    • If the Client at any time upon or subsequent to entering in to the Contract is acting in the capacity of trustee of any trust (“Trust”) then whether or not the Contractor may have notice of the Trust, the Client covenants with the Contractor as follows:
      • the Contract extends to all rights of indemnity which the Client now or subsequently may have against the Trust and the trust fund;
      • the Client has full and complete power and authority under the Trust to enter into the Contract and the provisions of the Trust do not purport to exclude or take away the right of indemnity of the Client against the Trust or the trust fund. The Client will not release the right of indemnity or commit any breach of trust or be a party to any other action which might prejudice that right of indemnity;
      • the Client will not without consent in writing of the Contractor (the Contractor will not unreasonably withhold consent), cause, permit, or suffer to happen any of the following events:
        • the removal, replacement or retirement of the Client as trustee of the Trust;
        • any alteration to or variation of the terms of the Trust;
        • any advancement or distribution of capital of the Trust; or
        • any resettlement of the Trust property.

 

  1. General
    • The failure by either party to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect that party’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
    • These terms and conditions and any contract to which they apply shall be governed by the laws of the state in which the Goods and/or Services were provided by the Contractor to the Client however, in the event of a dispute that deems necessary for the matter to be referred to a Magistrates or higher Court then jurisdiction will be subject to the courts in the state of New South Wales in which the Contractor has its principal place of business.
    • Subject to clause 8, the Contractor shall be under no liability whatever to the Client for any indirect loss and/or expense (including loss of profit) suffered by the Client arising out of a breach by the Contractor of this Contract. In the event of any breach of this Contract by the Contractor the remedies of the Client shall be limited to damages. Under no circumstances shall the liability of the Contractor exceed the Contract Price of the Services.
    • The Client shall not be entitled to set off against or deduct from the Contract Price any sums owed or claimed to be owed to the Client by the Contractor.
    • The Contractor may license or sub-contract all or any part of its rights and obligations without the Client’s consent (which shall not be unreasonably withheld). The Contractor may elect to sub-contract out any part of the Services but shall not be relieved from any liability or obligation under this Contract by so doing. Furthermore, the Client agrees and understands that they have no authority to give any instruction to any of the Contractor’s sub-contractors without the authority of the Contractor.
    • Neither party shall be liable for any default due to any act of God, war, terrorism, fire, flood, storm or other event beyond the reasonable control of either party.
    • Both parties warrant that they have the power to enter into this Contract and have obtained all necessary authorisations to allow them to do so, they are not insolvent and that this Contract creates binding and valid legal obligations on them.
    • This Contract, the plans and specifications have precedence in that order if there is any inconsistency between them.