Agreement for the Supply and Installation of

Sunpower Services Equipment

 and 

the Supply of Electrical Energy by Sunpower Services

between

SolarVault Ltd, Trading as Sunpower Services (“Sunpower Services”)

and

(The Customer)

• Introduction  

1. 1. This agreement shall govern the provision and installation of solar panels and other Sunpower Services PV equipment, and the supply of electrical energy by Sunpower Services to The Customer as a business customer.
   2. No agreement will be formed between either party until both parties have signed this agreement confirming acceptance of the charges/costing and the  Sunpower Services terms and conditions which can be found at www.sunpowerservices.co.uk. 
   3. Sunpower Services is a division of SolarVault Ltd (Registered Company Number: 13526479).

• Installation of Sunpower Services Equipment

1. 1. Sunpower Services will provide and/or cover the following at no charge to the customer:
      1. PV Panels and mounting systems;
      2. Inverters;
      3. DC Cabling;
      4. AC Cabling;
      5. Switchgear;
      6. Generation Meter;
      7. Installation Costs including access equipment;
      8. Grid Application Costs;
      9. Generation Metering and Generating Meter Reading Costs;. For the avoidance of doubt Sunpower Services will not cover the meter operator costs for the board/incoming meter.
      10. Insurance of the PV System.
   2. Sunpower Services will carry out the structural survey of the building(s) (if applicable) at no cost to The customer.
   3. Sunpower Services will warrant the PV installation and roof against any damage or deterioration due to the PV installation.
   4. Sunpower Services will be responsible for and will cover the costs of any planning permissions that may be required.
   5. The Customer shall irrevocably give permission for Sunpower Services to install/remove the PV panels on the roof, together with all inverters, cabling and switchgear and provide access to do so.
   6. The Customer shall give permission for Sunpower Services to access their building(s) for the purpose of installing/removing the inverter and any other necessary internal equipment.
   7. The Customer shall give permission, irrevocably, to Sunpower Services to connect to their power supply.
   8. The Customer shall make sure that any access requirements, such as keys or necessary accompanying staff, are provided at the agreed time of installation.
   9. Sunpower Services will retain ownership of all PV and other equipment installed until the end of the contracted period.
   10. The Customer guarantees a continuous grid electrical connection to the Sunpower Services equipment at all times (except through no fault/action of the Customer) and agrees not to switch off/disconnect such supply.
   11. At the end of the agreed contracted period, The Customer has the option to:
       1. Extend the contract for a period of The Customer’s choice at a rate fixed at the last rate of the previous contracted period. This agreement can be terminated at any time by Sunpower Services should this rate become uneconomical, or;
       2. Ask Sunpower Services to remove the PV equipment at a cost to The Customer of £5,000.00 plus VAT, or;
       3. Purchase the PV equipment from Sunpower Services at the commercial value of the installation, based on a fair used value at the time, to be agreed by both parties. The Customer will then benefit from the electricity produced by the PV system for free going forward.

• Charges

1. 1. Sunpower Services initial unit rate is set based on a contract length of 10, 15, 20 or 25 years. The longer the contract period, the lower your initial unit rate will be.
   2. Your initial unit rate is fixed until 31 December 2025.
   3. On 1 January 2026 and annually thereafter the unit rate will rise by the annual Consumer Prices Index (CPI) rate.
   4. Sunpower Services guarantees that the price The Customer pays for electricity will always be at least 10% below the rate The Customer is paying for grid electricity (including all charges, including CCL, RSE, etc.) at all times during the contracted period. The Sunpower Services “all in rate” includes all charges and taxes, but it excludes any standing charges raised by the import electricity supplier, and VAT.
   5. Sunpower Services reserves the right to earn money from excess electricity exported back to the grid and The Customer agrees to provide any information/assistance that Sunpower Services may require to obtain an export MPAN for this purpose and export payments.

• Rights and Obligations

1. 1. The Customer confirms to Sunpower Services that:
      1. The Customer has the authority to enter into this agreement to purchase energy at the premises, and;
      2. Any representative or agent acting on The Customer’s behalf has this authority; and;
      3. The Customer is the owner or occupier of the premises and will be so for the duration of this agreement, and;
      4. If The Customer is a sole trader, confirms that The Customer is aged 18 or over, and;
      5. If The Customer is a sole trader, partnership or other unincorporated organisation, the sole trader and the other partners or officers will be jointly and severally liable under this agreement, and;
      6. If The Customer is an incorporated body, the directors hereby personally guarantee this contract.
      7. The Customer holds insurance for the building(s) that the PV install will be mounted on/in and in the event of damage or destruction to the building(s) (not caused by any fault of Sunpower Services), The Customer (or their insurers) will cover any loss or costs that Sunpower Services may suffer due to such an event.
      8. The Customer will allow Sunpower Services access to the site/building/roof for all and any maintenance that will be required to the PV system(s) at all reasonable times and with/without tools, access equipment and the like.
      9. The quantity and profile of electricity consumption on the site will remain no less than that for the 12 months prior to this agreement. The Customer acknowledges that Sunpower Services, by virtue of this agreement, is investing a considerable sum of money into this install on The Customer’s site and only if the quantity of electricity consumed on site, together with the profile of consumption holds up at the levels of the 12 months prior to this agreement (as indicated by supplier electricity bills) will Sunpower Services cover the costs of the installation. In the event that the consumption drops by more than 10% (or the profile changes), Sunpower Services reserves the right to terminate this agreement and invoke clauses 7.1.1, 7.1.2 and 7.1.3.
   2. Supower Services warrants that it has a valid licence to supply electricity under the Electricity Act 1989 (as amended).
   3. Sunpower Services reserves the right to access information on electricity usage of the site, and The Customer gives Sunpower Services the right to view this data.

• Supply

1. 1. Sunpower Services does not guarantee The Customer an uninterrupted supply of PV energy capability under this agreement but it guarantees that it will use its best endeavours to ensure the maximum possible supply of PV electricity during the hours of daylight.
   2. The Customer’s PV supply may be temporarily or permanently isolated or The Customer may be directed to stop using energy for any of the following reasons:
      1. To avoid danger or as a result of an emergency or potential emergency;
      2. To enable maintenance or repair work to be carried out;
      3. In accordance with the Electricity Act 1989 (as amended) or any industry agreements necessarily entered into to in order to supply energy;
      4. In connection with any force majeure event that affects the supply; 
      5. Where Sunpower Services are entitled to terminate this agreement according to the terms and conditions, or;
      6. The Customer has materially breached this agreement and, following written notice to The Customer, The Customer has not remedied such breach to the reasonable satisfaction of Sunpower Services within a reasonable period having regard to the nature and severity of the breach and the ability to make the supply to The Customer.

• Billing and Payment

1. 1. Sunpower Services will collect the necessary electricity readings and will invoice The Customer at the end of each calendar month for the PV electricity consumed.
   2. All payments shall be made by direct debit at 15 days after the end of the month of the invoice.
   3. The Customer pays charges according to the amount of PV energy consumed on site by The Customer.
   4. Where Sunpower Services fail to collect payment (other than as a result of Sunpower Services own act or omission) or The Customer fails to pay the charges or any other payments due under this agreement, Sunpower Services:
      1. Will notify The Customer and attempt a further collection by direct debit within five days. If Sunpower Services still fail to collect payment within 14 days, The Customer will be deemed to be in material breach and Sunpower Services may give notice of termination if the direct debit is not reinstated and full payment is not received within five working days. A surcharge of 10% will be applied to any invoice/account that is in default. This surcharge will remain in place for all invoices raised until the account is brought back into order;
      2. May, at Sunpower Services’ discretion, require that The Customer brings their account into good order and/or change the nature of their direct debit arrangement so that Sunpower Services collects an estimated amount in advance on a monthly basis;
      3. May, at Sunpower Services discretion, take such steps as are necessary to recover the sums due, which may include employing a debt collection agency or issuing legal proceedings against The Customer, the costs of which shall be born by The Customer;
      4. May, at Sunpower Services’ discretion, disconnect The Customer’s supply and remove the PV System and any other Sunpower Services equipment. In this case clause 7.1 will apply.
   5. All charges are exclusive of VAT.

• Ending the Agreement Early

1. 1. Either party may terminate this agreement for convenience at any time by giving thirty (30) days written notice. Where The Customer exercises such a right to terminate before the end date or clause 4.1.9 or 6.4.4 above applies:
      1. The Customer agrees to pay any costs and losses incurred by Sunpower Services as a result of the termination (exit fees);
      2. The Customer will give Sunpower Services or Sunpower Services agents full access to remove all Sunpower Services equipment and to disconnect equipment from The Customer’s power supply;
      3. The Customer agrees to pay any additional costs related to the removal of Sunpower Services equipment.
   2. Either party may terminate this agreement, with such notice to specify the effective date of termination if:
      1. The other party commits a material breach of the terms of this agreement and has not remedied that breach, if capable of remedy, within thirty (30) days of being given notice in writing by the other party specifying the breach. In the case of The Customer committing a material breach the clauses 7.1.1, 7.1.2 and 7.1.3 will apply.
   3. Sunpower Services may immediately terminate the supply of energy in respect of any premises if:
      1. The Customer is deemed in accordance with law to be unable to pay their debts (as defined by s123 of the Insolvency Act 1986) if: The Customer proposes a voluntary arrangement or any legal proceedings or other steps are taken in relation to: their winding-up or liquidation; the appointment of a liquidator, receiver, administrator or similar officer in respect of or The Customer’s assets; a composition, assignment or arrangement with The Customer’s creditors;
      2. The Customer has not obtained the required consent of the landlord for Sunpower Services to supply energy to the premises;
      3. The Customer has ceased trading at the premises being supplied;
      4. There is a risk to the public if the supply is continued.
      5. If Sunpower Services terminate this agreement in respect of 7.3.1, 7.3.2 or 7.3.3 then clauses 7.1.1, 7.1.2 and 7.1.3 shall apply.

• Liabilities

1. 1. Nothing in this agreement shall exclude liability for death or personal injury resulting from the negligence of a party.
   2. Sunpower Services shall not be liable to The Customer due to the non-supply of PV electricity, including  if the energy supply has been stopped due to a shut down or interruption caused by the Network Operator.

• Data Protection

1. 1. Sunpower Services fully complies with the Data Protection Act 2018 in respect of any personal data received through the supply of energy and other services provided to The Customer.

• General 

1. 1. This agreement and the terms and conditions shall form the entire agreement and contain all agreed representations, warranties and undertakings and supersedes any previous agreement, representation or understanding, excepting agreements that relate to other sites or other buildings/supplies on the same site.
   2. Each party acknowledges that by entering into this agreement it has not relied upon any oral or  written statements, collateral or other warranties, assurances, representation or undertakings that  were made by, or on behalf of the other party at any time before its agreement, other than those set out in this agreement.
   3. Notices to The Customer under this agreement will be sent by post or by hand to the billing address The Customer has provided, or email, to the last known email address that The Customer has provided. Sunpower Services will treat such notices as having been received 2 working days after dispatch to The Customer, unless evidence is received to the contrary.
   4. Notices from The Customer concerning The Customer’s existing contract should be emailed to  mail@sunpowerservices.co.uk, or sent by post to Sunpower Services, Whitewall Centre, Whitewall Road, Strood, Kent, ME2 4DZ. If sending notice via post, please allow at least two weeks for any notice to be received by us.
   5. Sunpower Services may transfer, subcontract, assign or novate any or all of its rights (including the right to recover  the charges) or obligations under this agreement without The Customer’s consent, but this will not affect The Customer’s rights under the agreement. The Customer may not transfer the agreement or any rights under it without obtaining prior written consent from Sunpower Services. 
   6. If any provision of this agreement is found by a Court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect any of the other provisions of this agreement, which shall remain in full force.
   7. Each party shall take reasonable steps to resolve any disputes. If the parties are not able to agree a resolution or there is a failure to implement the resolution correctly, either party may pursue any remedies that it may have under this agreement or at law. This agreement shall apply during the dispute resolution process.
   8. A person who is not a party to this agreement has no rights under the Contracts (Rights of Third parties) Act 1999 to rely on or enforce any term of this agreement.
   9. Nothing in this agreement is intended to, or shall, operate to create a partnership between the  parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name or on behalf of or otherwise bind the other in any way or to hold itself out in its  advertising or otherwise in any manner that would indicate or imply any such relationship with the other.
   10. This agreement (and all contractual and non-contractual matters arising in relation to it) will be governed by and read in accordance with the laws of England, and subject to the jurisdiction of the courts of England and Wales.

• Metering

1. 1. Sunpower Services will ensure that the site is externally metered for both imported electricity and exported electricity.
   2. Imported electricity shall remain the responsibility of The Customer (as prior to this agreement and to include all charges, including standing charges and metering costs) and The Customer is free to negotiate this supply with their chosen electricity supplier.
   3. Any exported electricity will be for the benefit of Sunpower Services at all times during the contracted period.
   4. Sunpower Services will meter the PV production (generation) of the site and calculate the amount consumed by The Customer (which will be invoiced monthly).
   5. The invoiced amount for the PV electricity used will be the amount of PV electricity generated by the PV system(s) during the period/month, less the amount of PV electricity exported to the grid during the same period/month. This amount will be calculated monthly by Sunpower Services and The Customer will at all times have access to the metering data that provides this calculation. In the absence of either period/monthly generation or monthly export readings, a fair estimate of these will be used for that month.

Date in Force:
These terms and conditions are in force from the 18th October 2024 and overrule any previous terms and conditions.