National Solar

TERMS & CONDITIONS OF SALE

1. General

1.1. These Terms and Conditions of Sale apply to the sale of Goods and Services specifically for customers using Solar Energy, Solar Hot Water, energy efficiency and water conservation products and services from November 2010 and supersede all previous Terms and Conditions.
1.2. The Buyer agrees to purchase the Goods and Services subject to these Terms and Conditions.
1.3. No variation to these Terms and Conditions is binding unless expressly agreed in writing between the Buyer and the Seller.

2. Definitions

2.1. “Agreement” means a written agreement for the sale and purchase of Goods and Services to which these Terms and Conditions.
2.2. “Buyer” means the person or legal entity identified in the Seller’s Quotation.
2.3. “Contract” means the contract between the Buyer and the Seller for the Buyer to purchase, and the Seller to supply, Goods and Services in accordance with the Terms and Conditions.
2.4. “Completion” is date when the Goods are installed at the Premises inspected and accepted by the Buyer or the Services are performed by the Seller and accepted by the Buyer, as the case requires.
2.5. “Data” means any data provided to or obtained by the Seller from the monitoring equipment incorporated into the Goods and any other information provided by the Buyer to enhance or explain the monitoring data.
2.6. Delivery Date, for the supply and installation of Goods and the performance of Services, means the date or dates stipulated In the Seller’s Quotation.
2.7. “Goods & Services” means the goods and or services described in an Order that is accepted by the Seller and includes all goods or parts used in the installation in accordance with these Terms and Conditions.
2.8. “Government” refers to the Australian, a State or a Local Government, or a Department, Agency, Authority or Office thereof.
2.9. “Installation” means installation of Goods which can include solar energy, solar hot water, rainwater harvesting, water conservation and energy efficiency systems and devices by Seller at the Premises.
2.10. “Invoice” means any invoice for total work or Progress Payment invoice for a portion of the work outlined in the Sellers Quotation.
2.11. Latent Conditions, means conditions or attributes on, over or under the Premises and any building, structure or improvement that forms part of the Premises that could not have been ascertained by visual inspection.
2.12. “Order” means a request for Goods and Services in the Quotation, submitted by the Buyer to the Seller.
2.13. “Premises” means the land, building, structure or improvement where the Goods are to be installed or the Services performed, by the Seller.
2.14. “Price” means the price for the Goods and Services stipulated in the Quotation.
2.15. “Quotation” means the Seller’s written quotation for the Goods and Services in the Buyer’s Quotation Request.
2.16. “Quotation Request” means a written or verbal request for Goods and Services by the Buyer to the Seller, for Goods and Services in accordance with the Terms and Conditions.
2.17. “Scope of Works” is that identified in the Quotation that includes the Goods and Services provided.
2.18. “Seller” means National Solar Power Pty Ltd and any authorised representative of the Seller.
2.19. “Force Majeure Event” includes but is not limited to Act of God, war, fire, riot, strike, lockout, trade or industrial dispute, explosion, accident, flood, sabotage, or shortages of fuel, power, raw materials, labour or transportation, governmental intervention and laws, regulations, orders, requests or action, breakage or failure of machinery or apparatus, national defense requirements, latent conditions on or associated with the Premises, weather and the effects of weather and delayed or incorrect instructions and Data from the Buyer or any other even beyond the reasonable control of the Seller.
2.20. “Terms & Conditions” means the terms and conditions in this document and any additional terms and conditions in the Quotation. Terms and Conditions are subject to change with the latest version available at our web site www.nationalsolarpower.com.au.

3. Quotation Request, Quotation & Order.

3.1. The Buyer makes a Quotation Request addressed to the Seller which may stipulate: -

  • the Buyer and the Buyer’s address;
  • the Goods and Services requested;
  • the Delivery Date;
  • and the Premises (location).

All Quotation Requests are made upon the Terms and Conditions.
3.2. The Seller’s Quotation (in response to a Quotation Request) will be in writing addressed to the Buyer and will stipulate –

  • the Buyer;
  • the Goods and Services;
  • the Premises;
  • the Deposit;
  • the Price;
  • and the payment details.

3.3. All Quotations are made on the Terms and Conditions and any additional terms and conditions endorsed on the Quotation.
3.4. Quotations are valid for acceptance for 30 days from the date they bear.
3.5. The Buyer places an Order by endorsing the Quotation in the place indicated to acknowledge acceptance of the Quotation and returning a signed copy to the Seller.
3.6. Any alteration to the Quotation by the Buyer in the Order, invalidates the Order and no Contract results, unless accepted in writing and authorised in writing by the seller.
3.7. Cancellation of an Order, by the Buyer will incur a cancellation fee in accordance with clause 11.

4. Prices

4.1. The Prices for the Goods and Services is subject to adjustments in the following circumstances, namely:

  • Latent Conditions;
  • If the Buyer requests a change in the Scope of Work that will involve the Seller in more work or additional costs and expense or delays the Seller’s performance;
  • A change in the Premises;
  • If the Buyer requests a change in the date for Delivery or performance of the Services that will involve the Seller in more work or additional costs and expense;
  • Any delay caused by the Buyer, including delayed or inadequate information, Data, instructions or delayed access to the Premises; and
  • Where the physical condition of a site can only be accurately identified or confirmed during the installation process.

5. Rebates, Renewable Energy Certificates and Solar Credits

5.1. Installations completed prior to January 1, 2011 create Renewable Energy Certificates (REC).
5.2. Upon entering into this agreement, the buyer unconditionally, unless otherwise indicated in the quotation, undertakes to assign and is deemed to have assigned to the Seller its right to create Renewable Energy Certificates or Solar Credits. The Buyer agrees to complete and execute on behalf of Seller all documents necessary to give this assignment within 12 months of installation.
5.3. Renewable Energy Certificate and Solar Credits and State and Federal Rebate forms are detailed on the National Solar Power website.
5.4. National Solar Power reserves the right to change the price offered for Renewable Energy Certificates or Solar Credits without notification or compensation of variances, which may occur due to market fluctuations in the market rates.
5.5. Renewable Energy Certificates are tradable commodities and as such their value is subject to change. State & Federal rebate amounts are set by Government authorities, but may change in value prior to any point of discount payment being received.
5.6. In the event that the Government, Federal or State declines to grant or pay a rebate to the Buyer or create a Renewable Energy Certificate, or Solar credits, the buyer agrees to compensate the Seller (if negatively impacted by the decision) an amount equal payment for this within 14 days of Government notification.
5.7. A financial benefit will not be paid if you are not entitled to a payment, the assignment is invalid, or if National Solar Power cannot create the RECs or Solar credits or the claim is fraudulent.

6. Deposits

6.1. Unless otherwise detailed in the quotation a deposit of 50% applies. This is a deposit on account of the Price; the Buyer must pay the deposit in full with its Order.
6.2. The Seller shall be entitled to retain the deposit paid if the Buyer cancels the Contract or the Government declines to grant or pay a rebate or create a Renewable Energy Certificate or Solar Credits to the Buyer.
Otherwise, the Seller will apply the deposit paid against the last progress payment of the Price.

7. Taxes & Fees including GST

7.1. Unless otherwise stated, the Price, all instalments of the Price and all fees and charges payable to the Seller pursuant to a Contract or otherwise are exclusive of GST.
7.2. The Buyer must pay all GST, government charges or fees, attributable to any taxable supply made under a Contract, in the amount stipulated in the Seller’s tax invoice.

8. Payment Terms & Default

8.1. The Buyer must pay all instalments of the Price within 7 days from the date of the Seller’s Invoice unless otherwise stated in the Quotation. Full payment must be made prior to installation unless otherwise noted in the Quotation.
8.2. If the Buyer does not pay the Price or any instalment of the Price that is due and payable by the due date on the Seller’s tax Invoice, then

8.2.1. interest is payable on the unpaid balance calculated from the due date to the date of payment in full at the rate of the published current Westpac Business Overdraft Rate.
8.2.2. the Seller is entitled to recover all costs and expenses incurred by the Seller in collection of payments including, without limitation, legal costs and debt collection agency costs.
8.2.3. the Seller is not required to further perform the Contract until the Buyer rectifies its default;
8.2.4. the Seller may terminate the Contract in the way provided in clause 16; and
8.2.5. the Seller is entitled to retain and dispose of all Goods unless title has passed to the Seller, under the Contract.

9. Delivery & Installation

9.1. The Buyer must ensure that the Seller and all the Seller’s personnel have unimpeded and unobstructed access to the Premises at all times between the date of the Order and the latter of the Delivery Date or completion of the work in the Scope of Work.
9.2. The Seller will use all reasonable endeavours to deliver and install the Goods and perform the Services, by the Delivery Date stipulated in the Quotation.
9.3. All work will be conducted in normal business hours Monday to Friday excluding public holidays unless otherwise agreed by the Seller in writing.
9.4. The seller reserves the right to review the price for the buyer’s acceptance following a site visit.
9.5. Any abnormal or unforeseen costs associated with the installation and delivery of finished goods to site will be charged as extra.

10. Risk & Title

10.1. Title in the Goods (including any that are not affixed to the Premises) does not pass to the Buyer until the Buyer pays the last instalment of the Price.
10.2. The risk of loss or damage to the Goods and Services passes to the Buyer upon Delivery of the Goods to the Premises
10.3. The Buyer will allow the Seller to inspect the Goods at any time during business hours before Title passes to the Buyer.

11. Cancellation Fee

11.1. The Seller is entitled to retain the Deposit by way of compensation if the Buyer cancels the Contract before the Seller has delivered the Goods or performed the Services.
11.2. The Seller is entitled to retain the Deposit together with all instalments of the Price that have been paid, and a reasonable allowance for work done, Goods purchased or Delivered and Services performed (but not yet invoiced) calculated according to the Seller’s current published price list, plus an allowance of 10% for overheads and administration.

12. Licenses, Permits & Approvals

12.1. Unless otherwise agreed in writing, the Buyer must obtain licenses, permits and approvals, for Delivery, installation and use of the Goods and Services.

13. Warranties & Liability

13.1. All Goods are subject to standard manufacturer’s warranty.
13.2. The Seller warrants all electrical work included in the Goods and Services for 12 months defects warranty.
13.3. All warranties of offer and provided for, are for return to the manufacturing base for repair unless explicitly stated otherwise.
13.4. The Buyer must inspect the Goods and Services prior to Delivery and make any claim for rectification of defects and omissions within 7 days of the date of inspection.
13.5. Upon notification of a claim for rectification the Seller will, at the Seller’s election: -

  • Rectify the defect or omission;
  • replace the Goods,
  • re perform the Services; or
  • refund the Price.

13.6. To the extent permitted by law, the Contract excludes all other warranties.
13.7. The Seller will not be liable for any indirect losses or consequential damages.
13.8. The Seller is not liable for any delay or failure to Deliver, or to comply with the Contract, if the delay or failure was due to Force Majeure, obtaining regulatory approval or the Buyer’s default.
13.9. Service call outs under warranty incur a minimum charge of $185 incl GST within working hours, 9am-5pm. Mon-Fri and additional $100 outside if normal working hours for items not covered by warranty, such as but not limited to damage by other contractors to installed equipment.

14. Force Majeure

14.1. If the Seller is or will be prevented or delayed in the Delivery of the Goods and Services, due to Force Majeure, it must notify the Buyer of the event and likely period of delay and use all reasonable endeavours to overcome the Force Majeure.
14.2. For the period of Force Majeure the Seller is excused from performance of the Contract and the time or date for Delivery is extended by the period of Force Majeure.
14.3. If the Seller is not able to overcome an event of Force Majeure within 30 days of notification either party can terminate the Contract by written notice to the other and the provisions of clause 10 apply as if the Buyer had cancelled the Contract.

15. Subcontracting

15.1. The Seller may sub-contract the supply or delivery of the Goods and Services or any part, without the consent of the Buyer.

16. Severability

16.1. Severability: Any part of these Terms may be severed without affecting any other part.

17. Termination for Default

17.1. The Seller may: -

  • suspend further performance of the Contract; or Terminate the Contract with immediate effect, if the Buyer breaches any of the Terms and Conditions or the Buyer ceases to carry on a business, appoints a receiver, a trustee in bankruptcy, a provisional liquidator, or an administrator, to manage the operations or business of the Buyer.

17.2. Upon termination by the Seller the provisions of clause 10 apply and in addition the Seller shall be entitled to

  • retain all Goods in which title has not passed to the Buyer; and
  • recover from the Buyer all loss of profits arising.

17.3. The Buyer grants to the Seller access to the Premises to recover Goods.
17.4. Termination of the Contract or suspension of the Services does not affect any accrued rights or remedies of the Seller.

18. Intellectual Property

18.1. All patents, copyrights, trademarks, and any other intellectual property in the Goods and Services remain the sole property of the Seller at all times and the Buyer agrees that it will not infringe any of the intellectual property rights of the Seller.

19. Confidential Information

19.1. The Buyer must keep confidential all the Seller’s information including Data. Drawings and technical specifications provided to the Buyer by the Seller as part of the Goods and Services.
19.2. The buyer must not disclose confidential information to a third party without the Seller’s prior written consent or unless otherwise required by a written law.
19.3. The Buyer authorizes the Seller to use Data associated with the Goods and Services in the promotion and conduct of the Seller’s business.
19.4. This clause survives termination of the Contract, for any reason.

20. Governing Law

20.1. These Terms and Conditions are governed by and construed in accordance with the laws of the State of Victoria and the Commonwealth of Australia.
20.2. The Buyer agrees to submit to the exclusive jurisdiction of the federal, state, and local courts located within the State of Victoria.

21. Special Conditions

21.1. The Seller will endeavour to protect fragile tiles or other roofing equipment on the roof and any associated equipment but is not liable for any damage to fragile items.
21.2. Additional costs may be incurred if, asbestos or other hazardous material located at the Premises requires removal and disposal or otherwise interferes or delays the provision of services. Should asbestos or hazardous material be discovered contrary to reports the cost of containment and removal will be paid by the Buyer.
21.3. Additional costs may be incurred if, excavation required encounters rock, or there are requirements to excavate on slopes or in difficult terrain.
21.4. The Buyer is responsible to undertake connection and installation of any meters for the purposes of connection to any utility or meter data provider and this is not included in the Goods and Services unless expressly stipulated in the Quotation.
21.5. The Quotation assumes the adequacy of the existing electrical wiring and meter box for connection to the Goods and Services in the event either is not adequate any additional costs incurred to render them adequate will be met by the Buyer.
21.6. The Buyer is responsible to assess whether the Buyer can obtain any rebates or grants, such as Solar Credits or Renewable Energy Certificates.
21.7. The Buyer accepts that the performance and efficiency of the Goods and Services is dependent upon a number of variables, including without limitation, usage, rainfall, sunlight, wind exposure, cloud cover, surrounding structures and flora, and that the Seller give no warranty in that regard.
21.8. The Seller warrants that it will use its best endeavours to install the Goods in a position that is likely to maximize the performance but does not guarantee the Good’s performance and accepts no responsibility for performance which is lower than anticipated unless an explicit warranty is offered in writing.
21.9. Tariff change charges, switchboard modifications, wiring upgrades and booster switches are not included.
21.10. If required, the electricity utility may insist on the premises installation meeting current electrical standards, which may result in an upgrade or movement of the electricity main service board, or service fuse upgrade from 60amp to 100amp to meet current electricity distribution and utility standards. This cost is not included and may be compulsory required by utility and is at the cost to the buyer. The buyer will be advised prior to commencement of work if this is required and its cost.
21.11. Connection and modifications to Gas or Water Pipe lines do not include upgrading of existing or installation of new gas or water lines or any electricity or gas, water meter upgrades.
21.12. Connection of copper pipe is to be within 10m of existing pipeline otherwise additional costs may be incurred and requested before installation.
21.13. Prices do not include crane or hoist lifting costs or parking costs outside the installation address unless otherwise indicated on the quotation.
21.14. Due to the volatility of the solar panel market National Solar Power reserves the right to provide different panels and/or inverters than those specified in our quotation. The nearest equivalent panels and/or inverter will be supplied.


V.1.10 © November 2010, National Solar Power. All Rights Reserved. Terms are on our website www.nationalsolarpower.com.au or call 1800 176 527