Smart Isolator Switch

Residential Customer Demand Response Agreement

This Contract sets out the terms and conditions upon which we agree to provide you the Demand Response Program (including the supply and installation of the Product, if we are providing these services to you directly). This Contract between you and EnergyAustralia Pty Ltd (ABN 99 086 014 968) (we, us, EnergyAustralia) is made up of:

1. Terms and Conditions: This sets out the standard terms and conditions applicable to the Demand Response Program provided by EnergyAustralia under this Contract.

2. Product Schedule: This sets out the special conditions applicable to the Product (including its supply and installation, if we are providing these services to you directly) and your participation in the Demand Response Program once the Product is installed at your premises.
You should read and understand both of these documents. If you have any questions about this Contract, please do not hesitate to contact EnergyAustralia on 1800 028 438 or email eapn@energyaustralia.com.au

Terms and Conditions

1. This Contract commences on the Commencement Date and continues until the Expiry Date unless terminated earlier under clause 8 (Initial Term) or extended under clause 1(b).
2. On the Expiry Date, the term of this Contract will be automatically extended for 12 months (Extended Term) at the end of the Initial Term and at the end of each Extended Term. Either party may give written notice to the other no later than 30 days before the end of the Initial Term or the relevant Extended Term, to terminate this Contract at the end of the Initial Term or the relevant Extended Term, as the case may be.

You must satisfy the following criteria in order to be entitled to receive Demand Response Payments under clause 5 of this Contract:

1. you are an EnergyAustralia electricity customer in New South Wales, Victoria, Queensland or South Australia;
2. neither you, nor any other person, is on life support at the Premises.

1. Your personal safety is a paramount consideration for EnergyAustralia. You acknowledge and agree that you have considered your individual circumstances including your own personal safety and those in your care before entering into this Contract.
responding to a Demand Response Request under this Contract. You should not participate where any resulting energy reduction will result in discomfort or injury sustained by yourself or those in your care.


2. You acknowledge that:
   1. you are taking part in a trial and that elements of the Demand Response Program may change as a result of testing;
   2. EnergyAustralia has provided you with access to a copy of, and you understand, the Smart Isolator Switch program FAQs available at https://www.energyaustralia.com.au/home/help-and-support/faqs/isolator-switch-trial
   3. EnergyAustralia has explained to you, and you understand, how the Smart Isolator Switch program works, including the circumstances, times and duration of any electricity supply changes or curtailment to your Premises during the Term;
   4. EnergyAustralia has explained to you, and you understand, the need for you to consider your own specific health and safety requirements, and those of any other occupant of the Premises;
   5. you have considered and are satisfied that any electricity supply changes or curtailment that may result from a Demand Response Event under this Contract will not adversely affect your health or safety, or that of any other occupant of the Premises, including persons under your care; and
   6. you have read and understood the Product Schedule including any additional acknowledgements made by you under the Product Schedule.

1. EnergyAustralia may, from time to time, electronically activate a Demand Response Event in accordance with the Product Schedule.

1. You will be entitled to receive certain payments under this Contract (Demand Response Payments) as outlined in item 7 of Part A of the Product Schedule, and subject to the conditions of that Product Schedule.
2. Where a Demand Response Payment becomes payable to you in accordance with this Contract and the Product Schedule, EnergyAustralia will apply such amount as a credit against your account within 15 Business Days. Such amount will then be deducted from the next invoice issued under your electricity retail contract with EnergyAustralia after the credit has been applied.
3. EnergyAustralia may, at any time vary any of the Demand Response Payments that may be payable to you under this Contract by providing at least 30 days' prior written notice to you.

1. A notice, consent or other communication under this document is only effective if it is in writing and either left at the addressee's address or sent to the addressee by email (for notices sent to EnergyAustralia) or by mail, email or SMS (for notices sent to you).
2. A notice, consent or other communication that complies with this clause is regarded as given and received:
   1. if it is delivered, when it has been left at the addressee's address;
   2. if it is sent by mail, three Business Days after it is posted; or
   3. on the same day if it is sent in electronic form by email or SMS between 9.00am (Melbourne time) and 11.00pm (Melbourne time) on that day.
3. A person's addresses are those set out below, or as the person otherwise notifies the sender.
   EnergyAustralia: eapn@energyaustralia.com.au
   Customer: postal address, email and mobile telephone number as notified to EnergyAustralia.

1. Under the Australian Consumer Law, consumer guarantees apply to the supply of "goods" and "services" to "consumers" (within the meaning of the Australian Consumer Law). If any such consumer guarantee applies to any goods or services we supply under this contract then our liability (if any) for any failure to comply with that guarantee in connection with any goods or services (that are not of a kind ordinarily acquired for personal, domestic or household consumption) is limited, as far as the law permits and at our option, to resupplying the goods or services or paying for their resupply.
2. Subject to clause 7(a) and to the extent permitted by law, all conditions, warranties, guarantees, rights, remedies, liabilities or other terms implied or conferred by statute, custom or the general law that impose any liability or obligation on EnergyAustralia are expressly excluded under this Contract.
3. To the extent permitted by law, EnergyAustralia is not liable to you for any loss, harm, damage, cost or expense, including any indirect or consequential loss, arising directly or indirectly under or in connection with this Contract or the performance or non-performance under this Contract and whether arising under any indemnity, statute, in tort (for negligence or otherwise) or on any other basis in law or equity.

1. EnergyAustralia may terminate this Contract:
   1. immediately where you have breached a material term of this Contract and have not rectified that breach within 14 days from receipt of a written notice from EnergyAustralia;
   2. immediately where you no longer satisfy any one or more of the eligibility criteria under clause 2;
   3. immediately where a Field Services Technician deems that the Premises is unsuitable or not safe for the installation of the Product under item 1(g)(ii) of Part B of the Product Schedule;
   4. immediately where you do not consent to an Inspection under item 3(b) of Part B of the Product Schedule; or
   5. upon EnergyAustralia providing you with 30 days written notice of its intention to terminate this Contract.
2. You may, at any time, terminate this Contract by providing at least 30 days' prior written notice to EnergyAustralia.

1. Where this Contract is terminated under clause 8.1 EnergyAustralia will pay to you all Demand Response Payments that are payable up to the date of termination, in accordance with clause 5.

1. You consent to us using, collecting, disclosing and transferring your personal information and sending you information in accordance with our Privacy Policy, available at energyaustralia.com.au/privacy, as amended from time to time. This may include using your personal information in order to sell, deliver and market energy to you and for customer analysis purposes. We may also provide you with information on other products and services available to our customers. Personal information is shared within our group of companies and disclosed to other service providers, including credit reporting bureaus, to the extent required to undertake these activities. Some of those companies and service providers may be located overseas. For further information, please see the "How do we use your information?" section of our Privacy Policy.
2. Subject to this clause 9 and our Privacy Policy, you consent to an EnergyAustralia third party service provider contacting you about participating in a study and/or research project, which may include an in-depth insights session with other EnergyAustralia retail electricity customers.

1. Words defined in the GST Law have the same meaning in this clause, unless the context makes it clear that a different meaning is intended.
2. The Demand Response Payments or any other consideration under this Contract includes any GST payable on that supply, and EnergyAustralia is responsible for payment of that GST.
3. EnergyAustralia must, within 20 Business Days of request from you, issue a tax invoice (or an adjustment note) to you for any supply under or in connection with this Contract.

1. This Contract is governed by the laws of the State of Victoria and you agree to submit to the non-exclusive jurisdiction of the courts in that State.
2. This Contract contains the entire agreement between the parties about its subject matter. Any previous understanding, agreement, representation or warranty relating to that subject matter is replaced by this Contract and has no further effect.
3. This Contract may not be varied except in writing signed by a duly authorised representative of each of the parties.
4. This Contract may consist of a number of counterparts each signed by one or more parties to this Contract. When taken together, the signed counterparts are treated as making up the one document.
5. Any provision of this document which is unenforceable or partly unenforceable is, where possible, to be severed to the extent necessary to make this Contract enforceable, unless this would materially change the intended effect of this Contract.
6. Each party must pay its own expenses incurred in negotiating and executing this Contract.
7. If there is any inconsistency between the Terms and Conditions and the applicable Product Schedule, then the applicable Product Schedule will prevail to the extent of the inconsistency.

Accredited Service Agent means a provider appointed by EnergyAustralia to perform the installation of the Product under item 1 of Part B of the Product Schedule (in cases where we supply and install the Product). The following definitions apply in this document. Australian Consumer Law means the Australian Consumer Law set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth). Authorisation means any consent, authorisation, accreditation, registration, filing, recording, agreement, notarisation, nomination, certificate, permission, licence, approval, permit, authority, exemption, ruling or statutorily required policy of insurance and any renewal or variation of any of them. Business Day means a day other than a Saturday or Sunday when the banks in Melbourne are open for business. Commencement Date means the date on which you first agree to these terms electronically, either via the initial expression of interest form or when you register your account on the Dashboard. Confidential Information has the meaning given under item 4(d)(i) of Part B of the Product Schedule. Contract means this contract, including the Terms and Conditions and Product Schedule. Dashboard means the Product Dashboard available from www.wirebutter.com.au/customer Dashboard Terms of Use means the terms of use applicable to use of the Dashboard, as notified to you at the time of registration and as updated from time to time. Data has the meaning given to that term in 3(e)(i) of Part B of the Product Schedule and includes, for the avoidance of doubt, Product Data. Demand Response Event means the curtailment of power to a Device at your Premises, activated in accordance with the procedure outlined in item 3(a) of Part A of the Product Schedule. Demand Response Payment has the meaning given in clause 5(a). Demand Response Program means the demand response program described in item 1 of Part A of the Product Schedule. Device means the device connected to the electrical circuit on which the Product has been installed. EnergyAustralia means EnergyAustralia Pty Ltd (ABN 99 086 014 968) or a related body corporate or its authorised representative (including the Accredited Service Agent). Expiry Date means 31 December 2020. Extended Term has the meaning given in clause 1(b). Field Technician means the person the Accredited Service Agent assigns to perform the installation work under this Contract. GST has the meaning given in the GST Law. GST Law means the A New Tax System (Goods and Services Tax) Act 1999 (Cth). Initial Term has the meaning given in clause 1(a). Inspection has the meaning given to that term in item 3(a) of Part B of the Product Schedule. Owner's Guide means the owner's guide provided to you by EnergyAustralia or the Third Party Supplier. Premises means the address where your Product is installed and commissioned. Product means an internet-connected isolation switch, supplied and installed by EnergyAustralia or a Third Party Supplier which allows for the Device connected to the circuit it is installed on (such as a pool-pump or air-conditioner) to be remotely controlled by EnergyAustralia via the internet. Product Data has the meaning given to that term in item 2(d)(ii) of Part B of the Product Schedule. Product Schedule means the "Product Schedule" that forms part of the Contract. SMS means short message service via electronic text message. Term means the Initial Term plus each Extended Term. Terms and Conditions means these terms and conditions that form part of the Contract. Third Party Supplier where item 2 of Part B of the Product Schedule applies, means the third party who supplied the Product to you and was responsible for installation and commissioning of the Product at the Premises.

PRODUCT SCHEDULE

PART A DEMAND RESPONSE PROGRAM

The Demand Response Program is a program offered by EnergyAustralia to eligible customers in Victoria, South Australia, Queensland and New South Wales with a Product installed and commissioned at their Premises. Under this program, customers allow EnergyAustralia to remotely control and operate their Product to help manage the variability in the power system, and to secure the electricity grid during unforeseen events and in doing so can earn credits on their electricity bill.
This Part A only applies where the following conditions have been met:

1. you satisfy the eligibility criteria in clause 2 of the Terms and Conditions;
2. the Product has been installed and commissioned at the Premises by EnergyAustralia or a Third Party Supplier; and
3. you have created a user account on the Dashboard and have access to SMS and email necessary to receive notifications from EnergyAustralia and you consent to receiving notifications.

1. At any time during the Term, EnergyAustralia may activate a Demand Response Event as follows:
   1. EnergyAustralia may send you an SMS notification at least 10 minutes prior to activating a Demand Response Event;
   2. EnergyAustralia will activate the Demand Response Event by remotely activating the Product(s) at your Premises to curtail the power supply to the Device;
   3. EnergyAustralia will activate the Demand Response Event by remotely activating the Product(s) at your Premises to curtail the power supply to the Device;
   4. at the conclusion of the Demand Response Event, EnergyAustralia will remotely deactivate any curtailment of power supply and restore full power supply to the Device; and
   5. EnergyAustralia may send you an SMS notification indicating that the Demand Response Event is complete.
2. EnergyAustralia may electronically activate a Demand Response Event:
   1. on any day of the week between 8am and 10pm;
   2. no more than 20 times in each period of 12 months from 1 December to 30 November during the Term (including up to 4 activations for the purpose of testing during that same period); and
   3. for a period not exceeding 4 hours in duration per activation.

From time to time we may (but are not obliged to) send you SMS or email notifications in relation to our provision of the Demand Response Program to you including in relation to Demand Response Events.

1. You acknowledge that EnergyAustralia may curtail the supply of electricity to the Device at your Premises during a Demand Response Event.
2. You agree to complete surveys issued to you by EnergyAustralia
3. You acknowledge and agree that, notwithstanding any other provision of this Contract, you will not be entitled to receive any Demand Response Payments under this Contract where:
   1. the Device was not, at any time during the Demand Reponses Event, set to ‘on’ or running;
   2. you override or control (or permit any person, other than a person authorised by EnergyAustralia, to override or control) any signals being sent to, or received from, the Product by EnergyAustralia during a Demand Response Event; or
   3. you are in breach of any of your obligations under item 4(a) or (b) of Part B of this Product Schedule;
4. You must not authorise anyone other than EnergyAustralia to control the Product.
5. You acknowledge and agree that you have not, and will not during the Term of this Contract participate in any other demand response program (whether or not it is the same or similar to this Demand Response Program) offered by us or a third party in relation to the Premises without our prior written consent.
6. You agree to maintain the Product in accordance with the Owner's Guide.

You must do all things that EnergyAustralia may reasonably require for it to obtain and maintain all necessary Authorisations to enable it to exercise its rights under this Contract, including, without limitation, the provision of information and any written consent, and the execution of documentation within a reasonable time.
Subject to clause 5(c) of the Terms and Conditions, you will be entitled to receive the Demand Response Payment specified in the Dashboard at the time of signing up. Capitalised terms that appear in this Part A have the meanings given under clause 12 of the Terms and Conditions.

PART B PRODUCT SUPPLY AND INSTALLATION

In cases where the Product is supplied and installed by EnergyAustralia:

1. We will install (or procure the installation of) the Product at your Premises and may provide certain supporting services to you on the terms of this Part B;
2. you will not be charged for the installation of the Product and the provision of any supporting services by EnergyAustralia to you under this Part B;
3. Our Accredited Service Agent will:
   1. notify you when the Product is ready to be installed and agree a mutually suitable installation date with you; and
   2. notify you when the Product is ready for operation and any supporting services are ready to be provided;
4. you agree to:
   1. provide safe, convenient and unhindered access to the Premises to the Field Technician during the installation of the Product; and
   2. be present on site at the Premises during the installation of the Product;
5. The Product will be installed:
   1. by Field Technicians who are suitably experienced and qualified (including being duly licensed and/or registered by law);
   2. pursuant to the Product installation instructions and relevant Australian standards and laws;
   3. in a location at the Premises deemed suitable by the Field Technician, taking into account the building infrastructure; and
   4. within five days from the scheduled installation date;
6. the Field Technician will:
   1. test and commission the Product after installation; and
   2. test all existing infrastructure required for the Product to ensure that it complies with the Product installation instructions and relevant Australian standards and laws;
7. if the Field Technician deems that the Premises is unsuitable (including inadequate electrical supply) or unsafe for installation of the Product, EnergyAustralia may (in its absolute discretion) either:
   1. rectify the non-compliance; or
   2. terminate the Contract under clause 8.1(a)(iii) of the Terms and Conditions;
8. the Field Technician will supply a certificate of electrical safety (or equivalent) upon completion of installation of the Product;
9. to avoid doubt, and to the extent permitted by law, EnergyAustralia is not obliged to provide any additional work to ensure that, prior to installation of the Product, the Premises complies with electrical standards as imposed by law;
10. to the extent permitted by law, EnergyAustralia will be entitled to delay the provision of our services under the Contract to the extent that EnergyAustralia is prevented from providing the services due to matters beyond our reasonable control;
11. EnergyAustralia is responsible for all risks associated with transport, supply and installation of the Product; and
12. risk and title to the Product will transfer to you upon installation of the Product at the Premises.

In cases where the Product is supplied to you by someone other than EnergyAustralia, you acknowledge that:

1. the Third Party Supplier has supplied the Product to you;
2. the Product has been installed and commissioned at your Premises; and
3. title to and risk in the Product will remain with you during the Term.

1. During the Term, EnergyAustralia representatives may reasonably require access to the Premises for a site inspection or to test the Product and if required, conduct any manual adjustments to the Product (Inspection).
2. If we wish to conduct an Inspection, we will request your prior consent (not to be unreasonably withheld) and arrange a mutually suitable date to conduct the Inspection. If you refuse to consent to an Inspection, we may terminate this Contract under clause 8.1(a)(iv) of the Terms and Conditions.
3. You must be on site at the Premises during all Inspections.
4. You acknowledge that the Product:
   1. Will automatically collect certain information regarding your use of the Device. Examples of information collected includes: - Operational data of the Product (this includes device settings and system parameters such as hardware, software and communications status) - Information about your energy use and other electrical data, including usage and energy consumption levels. That information will be collected by us as the manufacturer of the Product (Product Data).
   2. Will from time to time receive software updates to ensure optimal performance.
5. You consent to us:
   1. collecting, storing and managing any Product Data, metadata, information, compilation, list containing aggregated data or other information that we collect, store, create or process (including via the Product), or that is otherwise provided by you to us in connection with the Product and the Demand Response Program (Data);
   2. using the Data to undertake data analytics for EnergyAustralia's internal business purposes, determining any variation to your energy usage as a result of using the Product and assessing the performance of the Product (amongst other things); and
   3. disclosing the Data to third parties as needed for the purposes of managing the Demand Response Program.
6. All Data remains the property of EnergyAustralia. All right, title and interest in any Data will automatically vest in EnergyAustralia immediately on its creation.

1. You must not, and must not permit any third party to use, access, re-locate or interfere with the Product. EnergyAustralia is not liable for use of, or interference with, the Product by a third party.
2. You must not, and must not permit a third party to:
   1. copy, modify, alter, de-install, repair, decompile, reverse engineer or interfere with all or any part of the Product;
   2. sell, sub-license, dispose of, assign, mortgage, pledge, change or otherwise encumber the Product; or
   3. alter, remove or obscure any proprietary notices or disclaimers from the Product.
3. You must:
   1. provide EnergyAustralia with sufficient prior written notice if you intend to cease occupying the Premises; and
   2. notify EnergyAustralia in the event of an alteration in your contact details, including a change to your phone number or email address.
4. You acknowledge and agree that:
   1. you will be in receipt of certain non-public information that relates to EnergyAustralia's business, assets or affairs, including the existence, status and nature of the Demand Response Program and information relating to the Product ("Confidential Information");
   2. the Confidential Information is secret, confidential and valuable to EnergyAustralia;
   3. you agree to keep the Confidential Information confidential and must not disclose it or make it available (directly or indirectly) to any person, other than in accordance with the terms of this Contract; and
   4. any breach of your obligations of confidentiality under this Contract may cause EnergyAustralia immediate and irreparable harm.
5. You agree to participate, at EnergyAustralia's reasonable request, in all promotional activity (such as publicity and photography) surrounding the Demand Response Program, and consent to EnergyAustralia using your name and image in such promotional activity.
6. You acknowledge that, in order to obtain the most benefit out of the Product, you will need to register with and log into the Dashboard which will allow you to review the energy consumption of your Device and check its status. Access to the Dashboard is subject to the Dashboard Terms of Use.

1. You consent to being contacted about the Product and the Demand Response Program, including providing regular feedback on your experiences with the Product and the Demand Response Program including via telephone interviews and by completing surveys.
2. If you have any complaints relating to or in connection with the Product or the Demand Response Program, contact us at EnergyAustralia on 1800 028 438 or email eapn@energyaustralia.com.au

If we supply and installs the Product, then:

1. all work done under this Contract will comply with:
   1. the Building Code of Australia (to the extent required under the Environmental Planning and Assessment Act 1979), including any regulation or other instrument made under that Act;
   2. all other relevant codes, standards and specifications that the work is required to comply with under any law;
   3. the conditions of any relevant development consent or complying development certificate; and
   4. any construction certificate and any other requirement of the relevant local council and any statutory authority whose approval or consent is required with respect to the work and of which you have notified EnergyAustralia.
2. EnergyAustralia will not be liable for a failure to comply with items 6(a)(i)-(iii) if the failure relates solely to a design or specification:
   1. prepared by or on behalf of you (but not by or on behalf of EnergyAustralia); or
   2. required by you, if EnergyAustralia has advised you in writing that the design or specification contravenes items 6(a)(i)-(iii).

Capitalised terms that appear in this Part B have the meanings given under clause 12 of the Terms and Conditions.

Agreement

We provide you with the opportunity to establish a profile to use the Smart Isolator Switch Dashboard. Use of the Smart Isolator Switch Dashboard online service is subject to the terms and conditions set out below. You must only use this service if you are over 18 and you have the legal capacity to contract in Australia.

If you do not agree to these terms and conditions you must cease your use of this service.

Confidentiality

In order to use this service, you require a login and password. You are solely responsible for the confidentiality and use of your password, as well as for any commends given or communications entered into through this service using your password.

Information about EnergyAustralia products

From time to time, EnergyAustralia may send you special offers and information (by direct mail, telemarketing, email, SMS and MMS messages) about EnergyAustralia products and services which might be of interest to you. You agree to receive these offers. You can contact us at any time to unsubscribe from receiving this information.

Terminating or suspending your account

We reserve the right to terminate or suspend your online profile where:

• you have not used your online profile for over 12 months
• you fail to comply with these terms and conditions
• we suspect or have evidence that your online profile is being used to compromise the security of any of EnergyAustralia’s IT systems

We will notify you if we suspend or terminate your online profile. Termination of your online profile will not affect the standard functions of the Smart Isolator Switch to your premises.

These terms remain in force until we or you terminate your online profile. You may terminate your online profile at any time.

Terminating, suspending or altering the Smart Isolator Switch Dashboard and these terms

We reserve the right to terminate, suspend or alter this service and these terms at any time. Where we terminate or suspend this service, or seek to alter it in a way that will have a material detrimental impact on you, we will endeavour to provide you with prior notice. You retain the right to terminate your online profile at any time.

Website security

We will use reasonable endeavours to ensure that the Smart Isolator Switch Dashboard is secure. However, it is possible for any electronic data transfer to be intercepted by others. By using this service, you understand that your information may be read or intercepted by others. We do not accept liability for the interception or hacking of data by unauthorised third parties.

Copyright

Any information provided to you through this service is solely for your personal and/or internal business needs. The material on this website is owned by EnergyAustralia and/or its service providers and is protected by copyright.

Liability

We will use due care and skill in providing the Smart Isolator Switch Dashboard. There may also be other non-excludable statutory guarantees, implied conditions or warranties under consumer protection laws that cannot be excluded which may apply to our supply of the Smart Isolator Switch Dashboard.

Subject to your rights under law which cannot be excluded, we do not warrant or represent that the Smart Isolator Switch Dashboard is complete, accurate, current or free from errors or omission, programming bugs or viruses or secure.

The availability of the Smart Isolator Switch Dashboard may be subject to numerous factors, including routine maintenance and factors outside our control (such as malfunction in equipment or software, internet access difficulties or delay or failure of transmission).

Accordingly, we do not warrant or represent that the availability of the Smart Isolator Switch Dashboard will be continuous or uninterrupted, that any defects will be corrected, or that the Smart Isolator Switch Dashboard or server that makes it available are free of viruses.

We accept liability to you for breach of any statutory guarantee or other rights under consumer protection laws that cannot be excluded and for loss or damage that was caused by our breach of contract or negligence under the principles applied by the courts. However, except as expressly provided by law, we are not liable for:

• loss or damage that was not reasonably foreseeable
• loss or damage that was not caused by our breach of statutory guarantee or contract or by our negligence
• loss or damage that was caused by your breach of contract or your negligence
• business losses (such as lost data, lost profits or business interruptions)
• loss or damage caused by events outside our reasonable control (such as a malfunction in equipment or software, internet access difficulties or delay or failure of transmission)
• indirect or consequential loss or damage

Jurisdiction

This agreement is governed by and construed in accordance with the laws of the State of Victoria, Australia. By using the Smart Isolator Switch Dashboard, you submit to the exclusive jurisdiction of the courts in Victoria.