1. Use of the Platform
As a Solar Installer, in exchange for the payment of Subscription Fees for your Subscription and subject to your compliance with this Agreement, Enphase grants you a non-exclusive, non-transferable, revocable, non-sublicensable, limited right to remotely access and use the Platform, solely for your internal business purposes, as permitted pursuant to the Subscription purchased by you, solely as a User, and on behalf of any Authorized Users. The rights granted herein are limited by the Intellectual Property Rights set forth below in this Agreement.
2. Subscription Offerings
Subscriptions to the Platform allow Users to create Proposals for Property Owners and conclude contracts for the completion of Projects on a Property within the Platform, in accordance with the terms of the Subscription you purchase.
When using the Platform to create Proposals and conclude contracts for completion of Projects on a Property, all Users, in addition to the rights, responsibilities and limitations outlined elsewhere in this Agreement, acknowledge and agree that: (a) Enphase and/or any of its Representatives is not a party to any Proposal or contract, and shall have no rights or responsibilities thereunder, including but not limited to the enforcement thereof; (b) The Solar Installer has complete control over the content of any Proposal, measurements or contract, and Enphase has no control over any document produced by the Solar Installer by using the Platform and disclaims any responsibility thereto; (c) Enphase has no control whatsoever, and disclaims any responsibility to, any User’s performance of their duties in completing or participating in a Project. Without limiting the generality of the foregoing, Enphase has no control over, and shall in no way be responsible for, the obtaining of the necessary permits, licenses, or any other similar government or regulatory permissions that may be required to complete a Project; (d) If a there is a dispute between a Property Owner and a Solar Installer arising out of a Proposal and drawing measurements, a Project (whether completed or not), or any other matter or issue, the parties shall settle such dispute with each other directly. Enphase is not a party and shall not be a party to any dispute between Users. Without limiting the generality of the Disclaimer of Warranties and Limitation of Liability sections further in this Agreement, Users hereby agree to release Enphase and its Representatives from any damages or claims of any kind, suspected and unsuspected, known and unknown, and disclosed or undisclosed, arising out of or in any way connected with such disputes and dealings with other Users.
3. General Code of Conduct for Use of the Platform and Restrictions
By accessing and/or using the Platform, you agree that you will, and you will ensure that Users of your account will, at all times, use the Platform in good faith, and in compliance with all applicable local, provincial or state, national, and international laws. By accessing and/or using the Platform, you agree that you will not, and you will ensure that Users of your account do not: (a) use the Platform in any manner that in any way violates this Agreement or any other applicable policy posted on the Platform; (b) use the Platform in any manner that violates any intellectual property rights of Enphase or any third party; (c) use the Platform in any manner to propagate spam, including but not limited to unsolicited advertising or bulk electronic mail or messages, including to link to a spam or phishing website; (d) use the Platform in any manner to propagate software viruses, Trojan horses, worms, or any other malicious or non-malicious computer code, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment in any form whether belonging to Enphase or a third party, or to damage or obtain unauthorized access to any system, data, or other information (whether Personal Information or not) of Enphase, other Users, or any other third party; (e) take any action that imposes or may impose (as determined by Enphase in its sole discretion) an unreasonable or disproportionately large load on Enphase’s (or its third party providers’) infrastructures; (f) interfere or attempt to interfere with the proper functioning of the Platform or any activities conducted through the Platform; (g) bypass any measures Enphase may use to prevent or restrict access to the Platform or any element thereof; (h) use manual or automated software, devices, or other processes to “crawl” or “spider” any page on the Platform; (i) harvest or scrape any content from Platform in an unreasonable manner; (j) take any action or use any process that removes, modifies, disables, blocks, obscures or otherwise impairs any advertising or other promotions in connection with the Platform; (k) use the Platform to advertise or promote products or services that are not expressly approved in advance in writing by Enphase, or as permitted by this Agreement or the functionalities of the Platform; (l) use the Platform to in any way collect information (whether Personal or not) of any third party or in violation of Enphase’s Privacy Policy; (m) interfere with any third party’s use or enjoyment of the Platform; (n) do anything or encourage conduct that would constitute a criminal offense or give rise to civil liability, or is any way unlawful, illegal, fraudulent or harmful to any third party; or (o) attempt to do any of the foregoing prohibitions. You may not use the Platform and may not accept these Terms of Use if you are a person barred from receiving the Services under the laws of Australia or other countries including the country in which you are resident or from which you use the Services. You further represent and warrant that you will comply in every respect with Australian Consumer Law and the terms of the relevant installation contract between you and a Property owner
4. Accounts, Passwords, and Logged-in Users Requirements
a. Accounts and Passwords
In order to use certain aspects and functions of the Platform, you may be required to create an account. Accounts are available to anyone who provides the requisite information, subject to the restrictions and conditions as outlined elsewhere in this Agreement, and for certain of the Platform, at the sole discretion of Enphase.
As part of the account registration, you may be asked to choose a password. It is your responsibility to create a password of sufficient strength that cannot easily be discovered by third parties. You may also be assigned a password. You are responsible for maintaining the confidentiality of your password and are responsible for all activities that occur under your account whether by you or any third party. You agree to immediately notify us of any unauthorized use of your account or any other breach of security regarding your account.
If you are a Logged-in User, it is strongly suggested that you log out of your account at the end of every session, or not leave a logged-in account unattended for any period of time. Enphase, its affiliates, and their respective shareholders, officers, directors, employees, agents, partners, principals, representatives, successors and assigns (collectively “Representatives“), will not be held liable for any losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from your failure to log out at the end of the session, an unattended logged-in session, or a third party using the Platform with your Account Information and accessing your account through any means, and disclaims any responsibility in this regard.
Enphase reserves the right to suspend or terminate your account, at its sole discretion, at any time and for any reason, including but not limited to whether you have violated the letter or spirit of this Agreement, as more fully described herein-below.
b. Age Requirements
You must be 18 years of age or the age of majority in your province, state, territory or country, to use the Platform. Individuals under the age of 18, or applicable age of majority, may utilize the Platform only with the involvement of a parent or legal guardian, under such person’s account and otherwise subject to this Agreement.
c. Account Information
The information required to create a User account is set forth in the Platform. Any information you submit as part of the sign-up process may be referred to in this Agreement as “Account Information”. By submitting Account Information, you represent and warrant that the Account Information is true and accurate to the best of your knowledge. Where you are submitting Account Information on behalf of a Legal Entity, you represent and warrant that you have the authority to submit Account Information on behalf of the Legal Entity. Submitting false or misleading Account Information may result in you being banned from using the Platform, at our sole discretion.
5. Free Trial
Any free trial or other promotion that provides a User access to the Platform must be used within the specified time of the free trial and is subject to any other limitations as described during the sign-up process. At the end of the free trial period, your access to and use of the Platform will expire, and any further use of the Platform is prohibited unless you pay the applicable Subscription Fee as described below.
6. Subscription Fees; Auto-renewal and Cancellation; Credits; Payments; and Payment Processing
a. Subscription Fees. There are several Subscription plans available for purchase, as described in the Platform, for the amounts listed in the Platform (the “Subscription Fees”). If you purchase a Subscription, Enphase will provide access to the Platform under the Subscription that you have selected upon activation of the Subscription, for the duration of the Subscription specified at the time of Subscription activation. By selecting the Subscription for a period of time (which may be monthly, or other time lengths, hereinafter a “Term”), Enphase will charge you a Subscription Fee for every Term, which will renew itself automatically. Subscriptions will renew at the end of each Term automatically for the same length of the previous Term, and the card on your account will be billed for the new Term at the then current Subscription Fee. If you wish to change to a different Subscription, you may contact Enphase at + 61 3 8669 1679 or at 1800 006 374 or contact your account manager no less than 5 days prior to the end of your current Subscription Term to make such request. You are required to keep your contact information and billing Information up to date, even if you are not currently using the Platform. All payment obligations for Subscriptions are non-disputable and all amounts paid are non-refundable, unless otherwise required by Australian consumer law.
b. Auto-renewal and Cancellation. You may prevent the automatic renewal of your Subscription by canceling your account no less than 5 (five) days prior to the end of the Term. To cancel your Subscription, you must send an email to support@solargraf.com and explain the reason for cancellation. Cancellation requests are only processed once you have received written confirmation from Enphase via email. Only a Primary User may submit a cancellation request for their account; Authorized Users are not permitted to request account cancellation. Cancellations will be processed within 5 business days of request. Your account and this Agreement are not considered terminated/cancelled until you receive a reply with a written confirmation via email, or a verbal confirmation on the phone. Cancellation requests sent through agents via Live Chat, in person, or through other email addresses will not be processed. Enphase reserves the right to terminate any and all written agreements, including this Agreement at any time, as more fully described herein-below.
c. Credits. In addition to the Subscription Fees, Users of eligible accounts may also purchase additional credits to use for Proposals created by such Users through the Platform. Your use of the Platform to create Proposals shall result in debits of your purchased credits. The number of credits for a particular product or service shall be displayed to you when you are a Logged-in User. The amounts necessary to purchase any credits will be debited directly from the credit card account designated by you in your account. Using the auto-renewal option will use the same payment information used as the previous transaction performed in your account. If you exceed your credits available, you can choose to purchase more. If you have the auto-renew credit option activated, you authorize us to charge your credit card listed in your account based on the rules set for your credit auto-renew at the end of the Term. Selecting one of the Subscription packages will charge your credit card according to the package selected and will renew your account with the same package selected once your renewal date is reached (the same calendar day you activated your current Subscription). Additional purchased credits do not expire. Free credits gifted to you will expire on the day chosen by Enphase.
d. Payment. When you purchase a Subscription or additional credits, you acknowledge and agree that: (i) You shall pay the Subscription Fees set forth for the Subscription purchased by you in accordance with the Subscription you have selected. Unless otherwise stated, all Subscription Fees and fees for additional credits are quoted in Australian Dollars or New Zealand Dollars, as applicable. (ii) Enphase may change its plans and the Subscription Fees for any of the Subscriptions or any portion thereof at any time. Notwithstanding the foregoing, if you have purchased a Subscription for a Term, there will be no adjustment of the Subscription Fees during the Term. (iii) Enphase will bill your credit card on file, and you agree to pay the non-refundable Subscription Fees associated with the subscription package selected, and fees for the amount of credits purchased by you, if any, as applicable, in advance.
e. Payment Processing. All Subscription Fees and fees for additional credits paid through the Service are processed using a secure https:// connection, and payment processing is handled through “Payment Processors” currently Stripe.com, though this is subject to change without notice. The Payment Processors currently accept Visa, MasterCard, and American Express as payment options, but these are subject to change without notice. Once transactions are accepted by a Payment Processor, they are processed in accordance with their program rules and procedures and terms of use. Enphase and the Payment Processors are unaffiliated companies and Enphase has no influence on the operations of the Payment Processors. To the extent permitted under law Enphase and/or its Representatives shall in no way be held responsible for any losses or damages, direct or indirect, pecuniary or otherwise, resulting from any error or failure on the part of the Payment Processors.
7. Disclaimer Regarding Energy Savings
Enphase uses government data, weather data and general financial rules, formulas and processes to create Proposals, savings forecasts, and production forecasts that are made available through the Platform. However, Enphase makes no representations or warranties regarding such data, rules, formulas and processes, and Enphase and / or its Representatives shall in no way be held responsible for any difference between potential outlined in a Proposal for a Solar Project and actual savings achieved by having a completed Solar Project on a Property Owner’s Property. By using the Platform, you expressly acknowledge and agree to this limitation.
8. Proprietary Rights and User Content Rights
a. Intellectual Property Rights
You acknowledge that: (i) the Platform contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and (ii) Enphase and/or third parties (via license) own all right, title and interest in and to the Platform and the content that may be presented or accessed through the Platform, including without limitation all Intellectual Property Rights therein and thereto. All rights not specifically granted under this Agreement are reserved to Enphase and its licensors. “Intellectual Property Rights” means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide.
You agree that you will not, and will not allow any third party, to (x) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from, the Platform, or content that may be presented or accessed through the Platform for any purpose, unless otherwise permitted by this Agreement or the functionalities of the Platform; (y) take any action to circumvent or defeat the security deployed or enforced by any functionality contained in the Platform; or (z) remove, obscure, or alter Enphase’s or any third party’s copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Platform.
The content, arrangement and layout of the Platform, including but not limited to the trademarks, photos, logos, videos, audio, images, text (in the form of plain text, HTML, or PDFs) and Computer Code are proprietary to Enphase, either owned or under license, and may not be copied, imitated, reproduced, displayed, distributed, transmitted, decompiled or otherwise used without the express permission of Enphase, or as permitted by the functionality of the Platform or this Agreement. Any unauthorized use of the content, arrangement or layout of the Platform, Computer Code, images, logos, videos, audio or trademarks found in the Platform or any portion of or derivative works thereof may violate civil or criminal laws, including but not limited to intellectual property laws, and Enphase may take action accordingly.
The above paragraph further applies to third party property used as part of the Platform, including but not limited to third party Computer Code. For the purposes of the present section, “Computer Code” includes but is not limited to source code in any programming language, object code, frameworks, CSS, PHP, JavaScript or similar files, templates, modules, or any similar files, and related documentation.
You acknowledge and agree that any rights or licenses granted to you elsewhere in this Agreement are limited to the limited use of the Computer Code as manifested in the Platform. Any rights or license granted to you in no way includes the underlying Computer Code.
b. Submitted Information
If you choose to communicate to Enphase (via any means) suggestions for improvements to the Platform (collectively, “Feedback”), Enphase shall own all right, title, and interest in and to the Feedback and will be entitled to use the Feedback without restriction. You hereby irrevocably assign all right, title and interest in and to the Feedback to Enphase and waive in favor of Enphase, its successors and assigns all your moral rights in the Feedback and agree to provide Enphase such assistance as Enphase may require to document, perfect, and maintain Enphase’s rights to the Feedback. You acknowledge and agree that, by providing any Feedback to Enphase, you are not entitled to any compensation or reimbursement of any kind from Enphase under any circumstances.
c. User Content
As a Logged-in User, you may use the Platform to create and submit text which may be visible to other Users or third parties in various ways. You may also upload certain file types including but not necessarily limited to text, photographs, graphics, video, audio or any other type of media or content, and other interactive features generated, provided, or otherwise made accessible on or through the Platform. All of the foregoing shall be deemed User Content. By creating, submitting and/or uploading User Content, you agree to be bound by the Enphase policy for User Content as described in this section (the User Content Policy).
When you submit User Content, you acknowledge and agree to the following: (i) User Content submitted by you does not violate any intellectual property right or other proprietary right of a third party. Without limiting the generality of the foregoing, you acknowledge that any User Content submitted is your own original works or works for which you have been granted a valid license to reproduce or display. You affirm, represent and warrant that: (1) you own or have the necessary licenses, rights, consents, and permissions to use and authorize Enphase to use all intellectual property rights and other proprietary rights in and to the User Content (or the individual constituent elements thereof) as set out herein; and (2) have all necessary consents to collect, use and disclose any personally identifiable information and images (of yourself or third parties) contained or displayed in the User Content to enable inclusion and use of the User Content in the manner contemplated by the Platform and this Agreement; (ii) You retain all of your ownership rights in the User Content you submit. However, by submitting User Content to Enphase, you hereby grant Enphase a worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use, edit, translate, reproduce, distribute, display, and/or perform and otherwise fully exploit the User Content in connection with the Platform and/or Enphase‘s (and its successors’ and affiliates’) business or activities, including without limitation for promoting and redistributing part or all of the Platform (and derivative works thereof) in any media formats and through any media channels without any compensation to you. You understand and agree that Enphase may retain, but not display or distribute, server copies of User Content that have been removed or deleted; (iii) You also hereby waive any moral rights you may have in your User Content and grant other Users of the Platform a non-exclusive license to access your User Content, and to use, reproduce, distribute, display and/or perform such User Content as permitted through the functionality of the Platform and under this Agreement; (iv) The licenses granted by you in the previous two paragraphs in regards the User Content are perpetual and irrevocable, and apply throughout the world and in any and all media as applicable; (v) You will not upload any User Content that is unlawful, such as User Content that is threatening, abusive, harassing, defamatory, libelous, fraudulent, invasive of another’s privacy, or otherwise tortuous. Furthermore, you will not upload any User Content that is racist, sexist, homophobic, or otherwise offensive to any minority or group; contains any adult content or political militancy; or upload any User Content that contains any viruses, commercial solicitations (except as contemplated by the Platform), mass mailing, chain mailing or any other form of spam; (vi) You will not include in User Content links to any third-party website that is a spam or phishing website, to any website that sells goods or services not related to the activities or themes of the Platform, or to any website that may violate any applicable law.
Where you are accessing or downloading User Content of a Logged-in User, you acknowledge that any use of User Content accessed or downloaded by you while using the Platform is at your own risk and you will be solely responsible for any damage or loss to you or any third party arising therefrom, and Enphase disclaims any responsibility in this regard.
If you, as a Platform User, believe that a Logged-in User has posted User Content that violates this Agreement, please contact us at legal@enphase.com so that we may conduct an inquiry. Enphase retains absolute discretion whether to remove or modify any User Content or take any other action pursuant to your report.
User Content is not edited, curated or otherwise modified or checked by Enphase prior to posting. However, Enphase reserves the right, in its sole discretion, to remove or modify immediately and without notice any User Content that violates the User Content Policy.
Enphase and its Representatives will not be held liable for any damages, pecuniary or otherwise, to you or any third party arising from your submission or use of User Content, whether it violates the User Content Policy or not, or our removal or modification thereof, and disclaims any responsibility in this regard.
9. Interruption of Platform
From time to time, the Platform may be unavailable for brief periods of time for maintenance and/or modifications to the Platform. While we will endeavor to make this unavailability as brief as possible, Enphase and its Representatives shall not be held liable for any losses or damages, direct or indirect, pecuniary or non-pecuniary, resulting from the interruption of the normal functioning of the Platform, and disclaims any responsibility thereto.
10. Suspension or Termination of your Account; Termination of the Platform Use and this Agreement
You agree that Enphase, in its sole discretion, with or without cause, has the right (but not the obligation) to block your IP address, revoke your account credentials, or otherwise suspend or terminate your access to or use of the Platform (or any portion thereof), immediately and without notice, for any reason, including, without limitation, if Enphase believes that you have acted inconsistently with the letter or spirit of this Agreement, the Terms of Service, or the Privacy Policy, or have repeatedly violated any other posted policy.
Enphase may also, in its sole discretion and at any time, discontinue providing the Platform, or any portion thereof, with or without notice. You agree that Enphase shall not be liable to you or any third party for any losses or damages, pecuniary or non-pecuniary, resulting from termination of your access to the Platform, or from Enphase’s termination of the Platform or any part thereof.
Termination of the Platform or your access to the Platform shall terminate this Agreement as between you and Enphase. All provisions of this Agreement which by their nature should survive termination of this Agreement shall survive termination, including without limitation, intellectual property provisions, disclaimers, indemnity and limitations of liability.
11. Access to Third Party Websites or Services
From time to time, the Platform may provide access to third party websites or services. Links from the Platform may take you to websites or services not covered by this Agreement. When you access third party resources in this manner, you do so at your own risk. Enphase provides this access as a convenience to you and Enphase takes no responsibility for your use of those third party websites or services, nor protection of your privacy (including collection of your personal information) on those third party websites or services. We encourage you to check the terms of use and/or privacy policy of any third party website or service you visit. Enphase does not make any claim or warranty whatsoever about the content of those third party websites or services to which we link or provide access, nor any products or services available through those third party websites (whether for free or for purchase) nor the third parties operating those third party websites.
In no way will Enphase or its Representatives be held responsible for any damages, direct or indirect, pecuniary or non-pecuniary: (a) for your use of third party websites or other services that may be accessed from the Platform or the information thereon; (b) for any virus, Trojan horse, worm or other similar destructive file received as a result of your use of those third party websites or services; (c) caused by or in connection with, use of or reliance on any content, or products or services (whether free or for purchase) available on or through any linked-to third party website or service; or (d) for the actions of the operators of any such third party website or service, even if such operators are other Users.
12. Disclaimer of Warranties
You expressly understand and agree that your use of the Platform, the information or material thereon (whether provided by Enphase or third parties, including but not limited to other Users) or any activity arising from your use of the Platform or the information thereon (including but not limited to the completion of, or participation in, a Project) or the materials streamed or downloaded therefrom is at your sole risk. The Platform, any materials downloaded therefrom, or any third party materials, are provided on an “as is” and “as available” basis, and you will be solely responsible for any damage to your computer or Device or loss of data that results from the download or access of any material obtained through the use of the Platform or any other functionalities of the Platform, or losses or damages (pecuniary or otherwise) resulting from (a) your use of the Platform, the information thereon, any materials downloaded therefrom, or (b) any activity arising from the use of the Platform or the information thereon (including but not limited to the completion of, or participation in, a Project) or any materials downloaded therefrom.
The information or resources provided through the Platform, written or produced by Enphase staff, freelance writers or other subcontractors are known to be as accurate as possible at the time of writing or production, and every effort has been made to ensure that the information from the Platform is as accurate and up to date as possible. However, certain information may change, and errors or omissions may occur, and Enphase and/or its Representatives shall not be responsible for any loss or damage, financial or otherwise, resulting from changes or errors in information, or any omission, through the Platform.
Enphase expressly disclaims all warranties of any kind, whether express or implied, including but not limited to: warranties of title and non-infringement; warranties that the Platform, the information thereon or any materials downloaded therefrom, and any third-party materials (including but not limited to other Users and User Content) will be uninterrupted, error-free, accurate, reliable and free from virus and other harmful components; and the implied warranties of merchantability and fitness for a particular purpose. Enphase and its Representatives do not warrant that: (i) the Platform will be secure or available at any particular time or location; (ii) any defects or errors or omissions will be corrected; (iii) any content or software available at or through the Platform is free of viruses or other harmful components; (iv) functionalities of the Platform will work equally in desktop and Device environments; or (v) the results of using the Platform, or any activity arising therefrom (including but not limited to using the completion of, or participation in, a Project), or any content downloaded therefrom will meet your requirements.
13. Limitation of Liability
Enphase shall not be liable and assumes no responsibility for any loss or damages arising from or relating to the information available through the Platform or downloaded therefrom, the use of the Platform, activities arising from your use of the Platform (including but not limited to the completion of, or participation in, a Project), or any third-party materials available through the Platform, even if such third parties are other Users.
To the maximum extent permitted by law, in no event will Enphase or its Representatives be liable for any indirect, incidental, extraordinary, consequential, special, punitive or exemplary damages (including, without limitation, loss of revenue or profits, lost or damaged data, loss of use, business interruption or any other pecuniary loss), arising out of or relating to the Platform or your use, misuse or inability to use the Platform, even if Enphase has been advised of the possibility of such damages. Enphase’s total cumulative liability arising out of or relating to these terms or the Platform will not exceed one hundred Australian dollars ($100.00 USD). This limitation of liability will apply regardless of the form of action, whether in contract, warranty, tort, negligence, strict liability or under any other legal theory. The foregoing disclaimers, waivers and limitations shall apply notwithstanding any failure of essential purpose of any limited remedy. Some jurisdictions do not allow the limitation or exclusion of liability, so the above limitations may not apply to you.
14. Indemnity
Notwithstanding any other term of this Agreement or any act or failure to act by Enphase or its Representatives, you agree to indemnify, defend and hold harmless Enphase and its Representatives, or its affiliates and their Representatives, from and against any damages, liabilities, costs and expenses (including attorneys’ fees), claims or demands, arising out of (a) your use of or connection to the Platform or the information thereon or information or materials downloaded or provided to you therefrom; (b) your participation in any activities arising from the Platform (including but not limited to completion of, or participation in, a Project), the information thereon or information or materials downloaded therefrom; (c) your violation of, or failure to perform your obligations under these Terms of Use for the Solargraf Platform, the Terms of Service, or the Enphase Privacy Policy; or (d) your violation of any rights of a third party.
15. Governing Laws and Jurisdiction
This Agreement, and your use of the Platform shall be governed by and construed in accordance with the laws of Victoria, Australia, Any dispute, controversy, proceeding or claim of whatever nature arising out of or in any way relating to the Terms and the rights created hereby shall be governed, interpreted and construed by, under and pursuant to the laws of Victoria, Australia, without reference to conflict of law principles, notwithstanding mandaory rules. The validity of this governing law clause is not contested. This Agreement shall be binding to the benefit of the parties hereto and their successors and assigns.
16. Miscellaneous Provisions
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Nothing in this Agreement limits or excludes any guarantees, warranties, representations or conditions implied or imposed by law, including the Australian Consumer Law (or any liability under them) which by law may not be limited or excluded.
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This Agreement, in conjunction with the Enphase Privacy Policy, constitutes the entire agreement between you and Enphase with respect to your use of the Platform, superseding any prior agreements between you and Enphase, its predecessors, affiliates or subsidiaries.
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Enphase shall not be liable for any failure to perform its obligations under this Agreement where such failure results from any cause beyond Enphase’s reasonable control, including, but not limited to, mechanical, electronic or communications failure or degradation, or any force majeure event.
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If any provision of this Agreement or the Enphase Privacy Policy is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement or the Enphase Privacy Policy, as the case may be, shall remain in full force and effect.
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The failure of Enphase to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision, which will still be available to Enphase.
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The section titles in this Agreement are for convenience only and have no legal or contractual effect.
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Enphase reserves the right, at any time and without prior notice, to modify or replace any of terms of this Agreement. Any changes to this Agreement can be found at https://enphase.com/en-au/legal/terms-of-service-solargraf. It is your responsibility to check such URL periodically for changes. Your use of the Platform following the posting of any changes to this Agreement constitutes acceptance of those changes. If there are any significant changes to this Agreement that materially affect your relationship with us, we will use commercially reasonable efforts to notify you by sending a notice to the primary email address specified in your account, or by posting a prominent notice when you log in to your account for the first time following those changes.
17. Definitions
“Device” refers to the handheld or tablet device through which you may be accessing and using a mobile version of the Platform.
“Project” refers to the installation of solar panels or storage products on a Property by a Solar Installer (a “Solar Project”). Project also includes the plans for the Project, as created through the Platform by a Solar Installer.
“Property” refers to a residential or commercial property where solar panels may be installed, as part of a Project.
“Proposal” refers to an estimate for completion of a Project created by a Solar Installer through the Solargraf design and proposal service.
“Platform” is the proprietary software service that Enphase has developed that allows Solar Installers to create Proposals for Solar Projects. The Platform collectively includes the Solargraf software services currently located at https://app.solargraf.com/.
“Enphase” means to Enphase Energy, Inc., a Delaware corporation.
“Subscription” means the purchase of the right to access and use the Platform for a particular period of time by a particular number of users, as described in your plan.
“Users” means anyone using the Platform. In this Agreement, a User may also be referred to as “you“. When a User has created an account and is logged in, they may be referred to as a “Logged-in User”. Where a Subscription to the Platform allows for multiple Users, additional Users (up to the maximum number permitted by the Subscription) may be referred to as “Authorized Users” (and in such case the User who created the account may be referred to as the “Primary User”).
“Property Owner” means the owner of Property that is the object of the Proposals from Solar Installers.
“Solar Installers” means local contractors who are using the Platform in various capacities relating to Solar Projects.
18. Support
If you have any questions about the Platform, please contact us through the channels below:
Phone: 1-888-997-1101
Email: support@solargraf.com
