2. You may apply to join this Programme as a Consumer if you are an existing Senoko customer with an electricity supply agreement.

3. By signing up for the Programme, you confirm that you understand and agree to the terms and conditions (“Product Terms”) of our Programme, which are set out in this document and shall form an agreement between Senoko and you.

4. A monthly subscription fee (subject to GST) is payable by you to Senoko for participating in the Programme, as follows:

5. This section outlines the process though which you will be able to obtain Green Attributes via the Platform. Green Attributes are calculated based on blocks of 1 kWh of your electricity consumption. 

6. Upon Senoko’s acceptance of your application to join the Programme, you will be provided with access to the Platform. 

7. As a Consumer under the Programme, you will be able to obtain Green Attributes from other Prosumers via the Platform to match your electricity consumption (based on blocks of 1 kWh) for each half-hourly period (“Period”) as follows: 

• Firstly, you may offer to make or accept offers for Peer-to-Peer Trades of Green Attributes (as described in Section D below) to or from other Prosumers.

• Secondly, for the remainder of your electricity consumption that has not been matched under a Peer-to-Peer Trade, you will be able to set a maximum price (per kWh) (“Consumer’s Offer”) for each Green Attribute and the Platform will attempt to obtain them for you from the rest of the Prosumers on the Platform via Community Trades (as described in Section E below).  

8. Any Consumer or Prosumer may use the Platform to conduct private direct matching (“Peer-to-Peer Trade”). An offer may be made by either the Prosumer or Consumer to the other party who can either accept or reject it. Additionally, a Consumer may specify, via the Platform, its preference to obtain Green Attributes from a particular Prosumer. A Consumer may also make offers to Senoko’s related company (acting as a Prosumer) for Peer-to-Peer Trades of Green Attributes on the Platform.

9. As a Consumer, while you are only purchasing Green Attributes from the Programme, due to the price difference mechanism in Section G, it is recommended that the price which you offer or accept for the purchase of a Green Attribute should be based on your assessment of the sum of the following factors for that Period: 

• your Senoko energy rate (“Energy Rate”) which is the energy rate based on the amount that you pay (per kWh) to Senoko under your electricity supply agreement with Senoko, that for the purpose of the price difference mechanism, excludes all other fees, charges and taxes, such as third party Market Support Services Licensee’s (“MSSL” or “SP Services Ltd”) charges, Energy Market Company Pte Ltd’s (“EMC”) charges, and any applicable taxes (such as GST or Carbon Tax). Please contact us at solarshare@738628.com if you are unclear about your energy rate, or what charges and taxes are applicable to you and should be disregarded; and 
  
  
• the maximum price that you intend to pay for each Green Attribute.

10. Please also note that the amount which you will pay to Senoko or receive from Senoko under the price difference mechanism (under Section G below) for the Green Attributes obtained under Peer-to-Peer Trades may be subject to applicable taxes.

11. All Peer-to-Peer Trades are conducted with Senoko, and there will not be any direct transfer of Green Attributes or any payment to or from any Consumer to the matched Prosumer. Under a Peer-to-Peer Trade, the Prosumer will transfer the Green Attributes to Senoko and Senoko will be directly liable to pay the Prosumer or be paid by the Prosumer, based on the agreed price difference mechanism with the Prosumer. Senoko will then transfer the Green Attributes to the matched Consumer and will collect payment directly from the Consumer or make payment to the Consumer based on the agreed price mechanism (Section G) with the Consumer. All transactions with the Consumer are conducted with Senoko, and similarly, all transactions with the Prosumer are conducted with Senoko. There will not be any direct transfer of Green Attributes or any payment to or from you to the matched Prosumer.

12. If you have not obtained any or sufficient Green Attributes under Peer-to-Peer Trades, your Consumer’s Offer will then be used to make an offer to other Prosumers for Green Attributes via the Platform to potentially match the rest of your electricity consumption. Your Consumer’s Offer will be submitted to the Platform to be matched with the rest of the Prosumers on the Platform for the Period, in order to allocate Green Attributes and set a community price.  For example, you may set a Consumer’s Offer of $0.50 per kWh per Green Attribute as your Consumer’s Offer. If you have consumed 10 kWh of electricity for a period, the Platform will attempt to match enough Green Attributes at a maximum price of $0.50 per kWh each to correspond with your consumption of 10 kWh for the period. 

13. While you are only offering to obtain Green Attributes on the Platform, for the purpose of the Price Difference Mechanism (under Section G below), it is recommended that the Consumer’s Offer which you submit be based on the sum of: 

• your Energy Rate; and 
  
  
• the maximum price that you intend to pay for each Green Attribute.

14. Please also note that the amount which you will pay to Senoko or receive from Senoko under the price difference mechanism (Section G below) for the Green Attributes obtained under Community Trades may be subject to applicable taxes.

15. You may set or update your Consumer's Offer at any time, and it will apply from the beginning of the next Period.

16. Other Senoko Prosumers who wish to offer their Green Attributes can set a minimum price per kWh that they wish to receive for each of their Green Attributes (each a “Prosumer’s Offer”).

7. Community matching will be performed for every Period based on the data sent by MSSL to Senoko, regarding (i) the Green Attributes from all the Prosumers (extrapolated from their solar electricity exports), and (ii) the electricity consumption by the Consumers, to retrospectively allocate Green Attributes (such match(es) are referred to as “Community Trade(s)”) and determine a community price (“Community Price”). The data from MSSL may be received by Senoko up to nine (9) business days after the relevant Period. As such, please note that community matching will therefore not be instantaneous and will only be performed on the tenth (10th) business day after the relevant Period.

18. The Community Price may be different for every Period as it is computed by the Platform according to the following process.  

• The Platform will first allocate the Green Attributes with the lowest matching Prosumer’s Offer to the Consumer offering the highest matching Consumer’s Offer. 
  
  
• The Platform will then continue matching Green Attributes in this manner by allocating the Green Attributes with the next lowest matching Prosumer’s Offer to the Consumer offering the next highest matching Consumer’s Offer. 
  
  
• This will continue until all Green Attributes available in the community pool for that Period have been allocated or there are no further matches that satisfy any remaining maximum Consumer Offers or minimum Prosumer Offers on the Platform. 
  
  
• The Community Price for the Period will be based on the average of the last two matches between the Prosumer’s Offer and the Consumer’s Offer for that Period.

19. Similar to Peer-to-Peer Trades, all Community Trades are conducted with Senoko, and there will not be any direct transfer of Green Attributes or any payment to or from any Consumer to the matched Prosumer. If there is a match between the offers, the Prosumer will transfer the Green Attributes to Senoko, and Senoko will be directly liable to pay the Prosumer or be paid by the Prosumer, based on the agreed price difference mechanism with the Prosumer. Senoko will then transfer the Green Attributes to the matched Consumer and will collect payment directly from the Consumer or make payment to the Consumer based on its agreed price difference mechanism described at Section G below. All transactions with the Consumer are conducted with Senoko, and similarly, all transactions with the Prosumer are conducted with Senoko. There will not be any direct transfer of Green Attributes or any payment to or from you to the matched Prosumer.

20. Please note that Senoko is only providing a platform service for Consumers to obtain Green Attributes via the Platform. Senoko does not guarantee any matches whatsoever and has no control over the quantity of Green Attributes offered, withdrawn or produced by Prosumers or the price that Consumers or Prosumers submit for such Green Attributes.

21. Please note that there may be various factors why you may not have any matches or are otherwise unable to obtain Green Attributes via the Platform. Senoko shall in no way be responsible for any matches or unmatched offers. Furthermore, as both solar electricity production and electricity consumption fluctuate, please note that the prices and volumes of the matches for Green Attributes will fluctuate.

22. Every unit of Green Attributes produced by Prosumers and every unit of electricity consumed by Consumers will be matched once and only once. Each match in a Period is tagged with a unique match identifier code for verification, and both the Prosumers and Consumers will be able to see the exact same identifier on their user dashboard. A report viewing function is also available on the Platform to view the matching records.

23. Please note that as the matches are done by the Platform from the pool of available Green Attributes, all matches are final and Senoko is unable to change any matches. 

24. In the event that there is any discrepancy pertaining to your Green Attributes, the Green Attribute Premiums (as defined in paragraph 25(a) below), or any other matters relating to the Platform or the Programme, please highlight them to Senoko by email (solarshare@738628.com).

25. As an overview, the amounts payable under the Programme are computed as follows:

• The amount payable for your Green Attributes for each Period (“Green Attribute Premiums”) based on the Peer-to-Peer matched Consumer’s electricity usage under any Peer-to-Peer Trades are computed based on the price difference mechanism in paragraph 26 below.
  
  
• The Green Attribute Premiums for Community Trades are computed based on the price difference mechanism in paragraph 27 below.
  
  
• The total Green Attribute Premiums for both Peer-to-Peer Trades and Community Trades over your whole monthly billing period will form the total amount payable to or payable by you (“Monthly Green Attribute Premiums”).  The Monthly Green Attribute Premiums may be subject to any applicable taxes, such as GST.    
  
  
• The monthly subscription fee as described in paragraph 4 above will be payable by you to Senoko each month.
  

26. For Peer-to-Peer Trades, the amount of Green Attribute Premiums payable by you to Senoko or payable by Senoko for a Period shall be calculated as follows:

• the amount of Green Attributes that you received under Peer-to-Peer Trades for the Period is multiplied by the Peer-to-Peer Trade price, 
  
  
• minus your electricity cost for that Period (rounded down to the nearest 1 kWh), which calculated solely based on your Energy Rate multiplied by the amount of matched Green Attributes for Peer-to-Peer Trades.
  

27. For Community Trades, the amount of Green Attribute Premiums payable by you to Senoko or payable by Senoko for a Period shall be based on a price difference mechanism that is subject to, among other things, fluctuations in the Community Price. It will be calculated as follows:

• the amount of Green Attributes that you received under Community Trades for the Period is multiplied by the Community Price, 
  
  
• minus your electricity cost for that Period (rounded down to the nearest 1 kWh), which calculated solely based on your Energy Rate multiplied by the amount of matched Green Attributes for Community Trades.
  

28. For Community Trades, you acknowledge and understand that the Price Difference Mechanism is based on the Community Price, which is a fluctuating rate. In a normal scenario, you will pay Senoko for the Green Attributes, but there may be other instances where you will benefit from a low Community Price and would receive payments from Senoko.

• In a normal situation, where the Community Price is higher than your Energy rate, Senoko will issue an invoice to you for the Green Attribute Premiums according to the Price Difference Mechanism. To illustrate, for a specific Period, if the Community Price for a Green Attribute is $0.50/kWh, you have consumed 10 kWh for the Period, have received 10 Green Attributes under Community Trades, and your Energy Rate is $0.30/kWh, then you will pay Senoko [($0.50-$0.30) x 10], which would be $2, subject to any applicable taxes.
  
  
• However, if the Community Price is lower than your Energy Rate, then Senoko will pay you for the difference based on the Price Difference Mechanism. To illustrate, for a specific Period, if the Community Price for a Green Attribute is $0.20/kWh, you have consumed 10 kWh for the Period, have received 10 Green Attributes under Community Trades, and your Energy Rate is $0.30/kWh, Green Attribute Premiums will be based on [($0.20-$0.30) x 10], which would be -$1, and Senoko will pay you $1, subject to any applicable taxes.
  

29. The price and volume of each Community Trade and Peer-to-Peer Trade can be found on the User dashboard. You will receive an invoice for Green Attribute Premiums payable by you every billing period. If there is payment to be made by Senoko, this will be set off against any sums payable by you under your electricity supply agreement. 

30. For the avoidance of doubt, you will not at any time be entitled to any interest on any sums due from Senoko to you.

32. Additional rules governing the use of the Platform (“Platform Rules”) may be notified to you and published on the Platform from time to time and you will be responsible for adhering to them. Senoko and/or its Platform vendor Enosi Australia Pty Ltd (“Enosi”) may change the Platform Rules in their sole discretion from time to time and such change will take effect immediately upon publication of such rules. Your continued use of the Platform will indicate your agreement to be bound by such Platform Rules.

33. You authorise Senoko and our partner Enosi to collect and use your MSSL data to determine your electricity consumption. You agree to promptly supply any information requested by Senoko for the purposes of the Programme. 

34. You are fully responsible for all actions taken on the Platform under your account, including, but not limited to, those performed by your employees, delegates, or agents.  

35. It is a condition of this Agreement that you agree not to attempt to take or take unfair advantage of this Programme. You may not collaborate with any other users of the Platform to engage in any price fixing or any other anti-competitive practices. Senoko, in its sole and absolute discretion, may determine whether any action or result is considered unfair, price fixing or anti-competitive. If Senoko notifies you that any Green Attribute Premiums have been incorrectly paid to you or unfairly obtained by you, you shall immediately pay the relevant sum to Senoko.  This clause shall survive the termination of this agreement for one (1) year.

36. You are solely responsible for any taxes (including any tax introduced in future) that are applicable to this transaction, including reporting and accounting for such taxes. You shall provide a written update to Senoko within ten (10) working days regarding any change in your GST registration status.     

37. You remain responsible for all sums payable under your electricity supply agreement.   

38. Where Senoko receives any direction from any Singapore Government body or authority, and such direction applies to you, you undertake to comply with such direction immediately. 

39. Your agreement to these Product Terms constitutes a separate contract to your electricity supply agreement. 

40. You represent and warrant to Senoko, on the date of signing up as a Consumer, and on each day that you use the Platform and/or obtain Green Attributes matched by the Platform that:

• You (including any person interacting with the Platform using your account) have the full power and authority to join the Programme and have obtained all necessary authorisations and consents to join the Programme, exercise the rights, make offers for Green Attributes, and perform your obligations under the Programme. The obligations which you assume under this Programme are legal and valid obligations which are binding on you. 
  
  
• You are the legal and beneficial owner of the premise stated in your electricity supply agreement and are authorised to enter into such an agreement for your Green Attributes. 
  
  
• You are not prohibited by any laws, regulations, or directives from participating in this Programme, and have performed all registrations and obtained all necessary licenses, permits and approvals that are necessary for your participation in this Programme. 
  
  
• You understand the purpose and nature of the Programme and are not participating in the Programme for financial speculation. 

42. You consent and agree that your personal data will be collected, used, transferred, disclosed by Senoko, and processed by Enosi for the purpose of your participation in this Programme.  You allow Senoko to disclose any information provided by you in relation to the Programme to Enosi.

43. Your personal data will be protected by Senoko in accordance with Senoko’s Personal Data Protection Policy that can be found at Senoko’s website (http://bgc.738628.com/privacy-policy-and-disclaimer).

44. If you do not have any outstanding Peer-to-Peer Trades, you may withdraw from this Programme at any time upon providing Senoko with one (1) month’s written notice. Your withdrawal from this Programme will not affect your electricity supply agreement with Senoko.  

45. If your electricity supply agreement with Senoko ends and your do not otherwise renew it, your participation in the Programme will end on the same day as your electricity supply agreement.

46. Senoko may terminate your participation in this Programme immediately by providing written notice if:

• any insolvency, restructuring, dissolution, administration, or enforcement proceedings are commenced against you.
  
  
• you attempt to take or have taken, in Senoko’s sole and absolute discretion, unfair advantage of the Platform, Senoko, or other Prosumers or Consumers or have engaged in price fixing or any anti-competitive practices. 
  
  
• you are in breach of any of the terms of this Programme;
  
  
• you fail to hold any requisite approvals, licences, permits, authorisations or consents or they have been revoked.
  
  
• any of your representations are materially incorrect or misleading. 
  
  
• you have not paid any sum that is owing to Senoko under this agreement or your electricity supply agreement for a period of 30 days.

47. Notwithstanding termination, all monies payable by you under this agreement (including any sums under Section G, as notified by Senoko to you) shall become immediately due and payable. Any sums that have been incorrectly paid to you or unfairly obtained by you shall nonetheless be immediately due and shall be paid back by you to Senoko.  There will not be refund (or any partial refund) of your monthly subscription fee. This clause shall survive the termination of this agreement.

48. Upon the termination of or your withdrawal from the Programme, all your unmatched offers and Peer-to-Peer Trades will be cancelled. 

49. Senoko may decide to withdraw the Programme at any time but will provide you with two (2) weeks’ written notice. However, if EMA or any other Government body, authority or statutory board does not approve of, disallows, halts, or otherwise informs Senoko to cease this Programme, or if rules governing Green Attributes or RECs are implemented or changed, then Senoko shall be entitled to terminate this Programme immediately. Upon the termination of or any Consumer’s withdrawal from the Programme, Senoko will not be liable to any Consumer for any direct, indirect or consequential losses, damages or claims whatsoever.

50. This agreement may be signed in counterparts, including by electronic signatures, and circulated to the other party by electronic transmission means.

51. Senoko may, at its sole and absolute discretion, change any of the Product Terms (including, but not limited to, the Community Trade / Community matching process or the calculation of the Green Attribute Premiums) and any Platform Rules at its sole discretion. Any change(s) will be effective on the date that such change was published by Senoko on its website, by email or on the Platform.  

52. No delay or omission by Senoko in exercising any right, power or privilege or remedy under this agreement will constitute a waiver. 

53. This Programme, the Product Terms and the agreement are governed by Singapore law.

54. If a dispute arises and cannot be resolved, then such dispute must be submitted for mediation at the Singapore Mediation Centre (“SMC”) in accordance with SMC’s Mediation Procedure in force for the time being. Either party may submit a request to mediate to SMC upon which the other party will be bound to participate in the mediation within 45 days thereof. Every party to the mediation must be represented by a delegate with the authority to negotiate and settle the dispute. Unless otherwise agreed by the parties, the Mediator will be appointed by SMC. The mediation will take place in Singapore in the English language and the parties agree to be bound by any settlement agreement reached.

55. Any dispute arising out of or in connection with this Programme, the Product Terms or this agreement, including any question regarding the agreement’s existence, validity or termination, shall, if unresolved by mediation after 60 days, be referred to and finally resolved by a documents-only arbitration administered by the Law Society Arbitration Scheme (“LSAS”) in accordance with the Law Society Arbitration Rules (“LSAS Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat and venue of the arbitration shall be Singapore. The Tribunal shall consist of one arbitrator. The arbitration and any award shall be confidential. The language of the arbitration shall be English. Each party shall share the costs of the arbitration. The parties to this agreement agree that other users of the Platform may be joined as parties to the arbitration, and similarly agree to be joined to any such arbitration. 

2. You may apply to join this Programme as a Consumer if you are an existing Senoko customer with an electricity supply agreement.

3. By signing up for the Programme, you confirm that you understand and agree to the terms and conditions (“Product Terms”) of our Programme, which are set out in this document and shall form an agreement between Senoko and you.

4. There is a monthly subscription fee of $5 plus GST payable by you to Senoko for participating in the Programme.

5. This section outlines the process though which you will be able to obtain Green Attributes via the Platform. Green Attributes are calculated based on blocks of 1 kWh of your electricity consumption. 

6. Upon Senoko’s acceptance of your application to join the Programme, you will be provided with access to the Platform. 

7. As a Consumer under the Programme, you will be able to obtain Green Attributes from other Prosumers via the Platform to match your electricity consumption (based on blocks of 1 kWh) for each half-hourly period (“Period”) as follows: 

• Firstly, you may offer to make or accept offers for Peer-to-Peer Trades of Green Attributes (as described in Section D below) to or from other Prosumers.
  
  
• Secondly, for the remainder of your electricity consumption that has not been matched under a Peer-to-Peer Trade, you will be able to set a maximum price (per kWh) (“Consumer’s Offer”) for each Green Attribute and the Platform will attempt to obtain them for you from the rest of the Prosumers on the Platform via Community Trades (as described in Section E below).  

8. Any Consumer or Prosumer may use the Platform to conduct private direct matching (“Peer-to-Peer Trade”). An offer may be made by either the Prosumer or Consumer to the other party who can either accept or reject it. Additionally, a Consumer may specify, via the Platform, its preference to obtain Green Attributes from a particular Prosumer. A Consumer may also make offers to Senoko’s related company (acting as a Prosumer) for Peer-to-Peer Trades of Green Attributes on the Platform.

9. As a Consumer, while you are only purchasing Green Attributes from the Programme, due to the price difference mechanism in Section G, it is recommended that the price which you offer or accept for the purchase of a Green Attribute should be based on your assessment of the sum of the following factors for that Period: 

• your Senoko energy rate (“Energy Rate”) which is the energy rate based on the amount that you pay (per kWh) to Senoko under your electricity supply agreement with Senoko, that for the purpose of the price difference mechanism, excludes all other fees, charges and taxes, such as third party Market Support Services Licensee’s (“MSSL” or “SP Services Ltd”) charges, Energy Market Company Pte Ltd’s (“EMC”) charges, and any applicable taxes (such as GST or Carbon Tax). Please contact us at solarshare@738628.com if you are unclear about your energy rate, or what charges and taxes are applicable to you and should be disregarded; and 
  
  
• the maximum price that you intend to pay for each Green Attribute.

10. Please also note that the amount which you will pay to Senoko or receive from Senoko under the price difference mechanism (under Section G below) for the Green Attributes obtained under Peer-to-Peer Trades may be subject to applicable taxes.

11. All Peer-to-Peer Trades are conducted with Senoko, and there will not be any direct transfer of Green Attributes or any payment to or from any Consumer to the matched Prosumer. Under a Peer-to-Peer Trade, the Prosumer will transfer the Green Attributes to Senoko and Senoko will be directly liable to pay the Prosumer or be paid by the Prosumer, based on the agreed price difference mechanism with the Prosumer. Senoko will then transfer the Green Attributes to the matched Consumer and will collect payment directly from the Consumer or make payment to the Consumer based on the agreed price mechanism (Section G) with the Consumer. All transactions with the Consumer are conducted with Senoko, and similarly, all transactions with the Prosumer are conducted with Senoko. There will not be any direct transfer of Green Attributes or any payment to or from you to the matched Prosumer.

12. If you have not obtained any or sufficient Green Attributes under Peer-to-Peer Trades, your Consumer’s Offer will then be used to make an offer to other Prosumers for Green Attributes via the Platform to potentially match the rest of your electricity consumption. Your Consumer’s Offer will be submitted to the Platform to be matched with the rest of the Prosumers on the Platform for the Period, in order to allocate Green Attributes and set a community price.  For example, you may set a Consumer’s Offer of $0.50 per kWh per Green Attribute as your Consumer’s Offer. If you have consumed 10 kWh of electricity for a period, the Platform will attempt to match enough Green Attributes at a maximum price of $0.50 per kWh each to correspond with your consumption of 10 kWh for the period. 

13. While you are only offering to obtain Green Attributes on the Platform, for the purpose of the Price Difference Mechanism (under Section G below), it is recommended that the Consumer’s Offer which you submit be based on the sum of: 

• your Energy Rate; and
  
  
• the maximum price that you intend to pay for each Green Attribute.

14. Please also note that the amount which you will pay to Senoko or receive from Senoko under the price difference mechanism (Section G below) for the Green Attributes obtained under Community Trades may be subject to applicable taxes.

15. You may set or update your Consumer's Offer at any time, and it will apply from the beginning of the next Period.

16. Other Senoko Prosumers who wish to offer their Green Attributes can set a minimum price per kWh that they wish to receive for each of their Green Attributes (each a “Prosumer’s Offer”).

17. Community matching will be performed for every Period based on the data sent by MSSL to Senoko, regarding (i) the Green Attributes from all the Prosumers (extrapolated from their solar electricity exports), and (ii) the electricity consumption by the Consumers, to retrospectively allocate Green Attributes (such match(es) are referred to as “Community Trade(s)”) and determine a community price (“Community Price”). The data from MSSL may be received by Senoko up to nine (9) business days after the relevant Period. As such, please note that community matching will therefore not be instantaneous and will only be performed on the tenth (10th) business day after the relevant Period.

18. The Community Price may be different for every Period as it is computed by the Platform according to the following process.  

• The Platform will first allocate the Green Attributes with the lowest matching Prosumer’s Offer to the Consumer offering the highest matching Consumer’s Offer. 
  
  
• The Platform will then continue matching Green Attributes in this manner by allocating the Green Attributes with the next lowest matching Prosumer’s Offer to the Consumer offering the next highest matching Consumer’s Offer. 
  
  
• This will continue until all Green Attributes available in the community pool for that Period have been allocated or there are no further matches that satisfy any remaining maximum Consumer Offers or minimum Prosumer Offers on the Platform. 

• The Community Price for the Period will be based on the average of the last two matches between the Prosumer’s Offer and the Consumer’s Offer for that Period.

19. Similar to Peer-to-Peer Trades, all Community Trades are conducted with Senoko, and there will not be any direct transfer of Green Attributes or any payment to or from any Consumer to the matched Prosumer. If there is a match between the offers, the Prosumer will transfer the Green Attributes to Senoko, and Senoko will be directly liable to pay the Prosumer or be paid by the Prosumer, based on the agreed price difference mechanism with the Prosumer. Senoko will then transfer the Green Attributes to the matched Consumer and will collect payment directly from the Consumer or make payment to the Consumer based on its agreed price difference mechanism described at Section G below. All transactions with the Consumer are conducted with Senoko, and similarly, all transactions with the Prosumer are conducted with Senoko. There will not be any direct transfer of Green Attributes or any payment to or from you to the matched Prosumer.

20. Please note that Senoko is only providing a platform service for Consumers to obtain Green Attributes via the Platform. Senoko does not guarantee any matches whatsoever and has no control over the quantity of Green Attributes offered, withdrawn or produced by Prosumers or the price that Consumers or Prosumers submit for such Green Attributes.

21. Please note that there may be various factors why you may not have any matches or are otherwise unable to obtain Green Attributes via the Platform. Senoko shall in no way be responsible for any matches or unmatched offers. Furthermore, as both solar electricity production and electricity consumption fluctuate, please note that the prices and volumes of the matches for Green Attributes will fluctuate.

22. Every unit of Green Attributes produced by Prosumers and every unit of electricity consumed by Consumers will be matched once and only once. Each match in a Period is tagged with a unique match identifier code for verification, and both the Prosumers and Consumers will be able to see the exact same identifier on their user dashboard. A report viewing function is also available on the Platform to view the matching records.

23. Please note that as the matches are done by the Platform from the pool of available Green Attributes, all matches are final and Senoko is unable to change any matches. 

24. In the event that there is any discrepancy pertaining to your Green Attributes, the Green Attribute Premiums (as defined in paragraph 25(a) below), or any other matters relating to the Platform or the Programme, please highlight them to Senoko by email (solarshare@738628.com). 

25. As an overview, the amounts payable under the Programme are computed as follows:

• The amount payable for your Green Attributes for each Period (“Green Attribute Premiums”) based on the Peer-to-Peer matched Consumer’s electricity usage under any Peer-to-Peer Trades are computed based on the price difference mechanism in paragraph 26 below.
  
  
• The Green Attribute Premiums for Community Trades are computed based on the price difference mechanism in paragraph 27 below.
  
  
• The total Green Attribute Premiums for both Peer-to-Peer Trades and Community Trades over your whole monthly billing period will form the total amount payable to or payable by you (“Monthly Green Attribute Premiums”).  The Monthly Green Attribute Premiums may be subject to any applicable tax, such as GST. 
  
  
• The monthly subscription fee as described in paragraph 4 above will be payable by you to Senoko each month.
  

26. For Peer-to-Peer Trades, the amount of Green Attribute Premiums payable by you to Senoko or payable by Senoko for a Period shall be calculated as follows:

• the amount of Green Attributes that you received under Peer-to-Peer Trades for the Period is multiplied by the Peer-to-Peer Trade price, 
  

• minus your electricity cost for that Period (rounded down to the nearest 1 kWh), which calculated solely based on your Energy Rate multiplied by the amount of matched Green Attributes for Peer-to-Peer Trades.
  

27. For Community Trades, the amount of Green Attribute Premiums payable by you to Senoko or payable by Senoko for a Period shall be based on a price difference mechanism that is subject to, among other things, fluctuations in the Community Price. It will be calculated as follows:

• the amount of Green Attributes that you received under Community Trades for the Period is multiplied by the Community Price, 
  
  
• minus your electricity cost for that Period (rounded down to the nearest 1 kWh), which calculated solely based on your Energy Rate multiplied by the amount of matched Green Attributes for Community Trades.
  

28. For Community Trades. you acknowledge and understand that the Price Difference Mechanism is based on the Community Price, which is a fluctuating rate. In a normal scenario, you will pay Senoko for the Green Attributes, but there may be other instances where you will benefit from a low Community Price and would receive payments from Senoko.

• In a normal situation, where the Community Price is higher than your Energy rate, Senoko will issue an invoice to you for the Green Attribute Premiums according to the Price Difference Mechanism. To illustrate, for a specific Period, if the Community Price for a Green Attribute is $0.50/kWh, you have consumed 10 kWh for the Period, have received 10 Green Attributes under Community Trades, and your Energy Rate is $0.30/kWh, then you will pay Senoko [($0.50-$0.30) x 10], which would be $2, subject to any applicable taxes.
  
  
• However, if the Community Price is lower than your Energy Rate, then Senoko will pay you for the difference based on the Price Difference Mechanism. To illustrate, for a specific Period, if the Community Price for a Green Attribute is $0.20/kWh, you have consumed 10 kWh for the Period, have received 10 Green Attributes under Community Trades, and your Energy Rate is $0.30/kWh, Green Attribute Premiums will be based on [($0.20-$0.30) x 10], which would be -$1, and Senoko will pay you $1, subject to any applicable taxes.

29. The price and volume of each Community Trade and Peer-to-Peer Trade can be found on the User dashboard. You will receive an invoice for Green Attribute Premiums payable by you every billing period. If there is payment to be made by Senoko, this will be set off against any sums payable by you under your electricity supply agreement. 

30. For the avoidance of doubt, you will not at any time be entitled to any interest on any sums due from Senoko to you.

32. Additional rules governing the use of the Platform (“Platform Rules”) may be notified to you and published on the Platform from time to time and you will be responsible for adhering to them. Senoko and/or its Platform vendor Enosi Australia Pty Ltd (“Enosi”) may change the Platform Rules in their sole discretion from time to time and such change will take effect immediately upon publication of such rules. Your continued use of the Platform will indicate your agreement to be bound by such Platform Rules. 

33. You authorise Senoko and our partner Enosi to collect and use your MSSL data to determine your electricity consumption. You agree to promptly supply any information requested by Senoko for the purposes of the Programme. 

34. You are fully responsible for all actions taken on the Platform under your account and where applicable, including, but not limited to, the actions performed by your employees, delegates, or agents.

35. It is a condition of this Agreement that you agree not to attempt to take or take unfair advantage of this Programme. You may not collaborate with any other users of the Platform to engage in any price fixing or any other anti-competitive practices. Senoko, in its sole and absolute discretion, may determine whether any action or result is considered unfair, price fixing or anti-competitive. If Senoko notifies you that any Green Attribute Premiums have been incorrectly paid to you or unfairly obtained by you, you shall immediately pay the relevant sum to Senoko.  This clause shall survive the termination of this agreement for one (1) year.

36. You are solely responsible for any taxes (including any tax introduced in future) that are applicable to this transaction, including reporting and accounting for such taxes. If applicable, you shall provide a written update to Senoko within ten (10) working days regarding any change in your GST registration status.     

37. You remain responsible for all sums payable under your electricity supply agreement.   

38. Where Senoko receives any direction from any Singapore Government body or authority, and such direction applies to you, you undertake to comply with such direction immediately. 

39. Your agreement to these Product Terms constitutes a separate contract to your electricity supply agreement. 

40. You represent and warrant to Senoko, on the date of signing up as a Consumer, and on each day that you use the Platform and/or obtain Green Attributes matched by the Platform that:

• You (including any person interacting with the Platform using your account) have the full power and authority to join the Programme and have obtained all necessary authorisations and consents to join the Programme, exercise the rights, make offers for Green Attributes, and perform your obligations under the Programme. The obligations which you assume under this Programme are legal and valid obligations which are binding on you. .
  
  
• You are the legal and beneficial owner of the premise stated in your electricity supply agreement and are authorised to enter into such an agreement for your Green Attributes. .
  
  
• You are not prohibited by any laws, regulations, or directives from participating in this Programme, and have performed all registrations and obtained all necessary licenses, permits and approvals that are necessary for your participation in this Programme. 
  
  
• You understand the purpose and nature of the Programme and are not participating in the Programme for financial speculation.

 

 

 

42. You consent and agree that your personal data will be collected, used, transferred, disclosed by Senoko, and processed by Enosi for the purpose of your participation in this Programme.  You allow Senoko to disclose any information provided by you in relation to the Programme to Enosi.

43. Your personal data will be protected by Senoko in accordance with Senoko’s Personal Data Protection Policy that can be found at Senoko’s website - (http://bgc.738628.com/privacy-policy-and-disclaimer).

44. If you do not have any outstanding Peer-to-Peer Trades, you may withdraw from this Programme at any time upon providing Senoko with one (1) month’s written notice. Your withdrawal from this Programme will not affect your electricity supply agreement with Senoko.  

45. If your electricity supply agreement with Senoko ends and your do not otherwise renew it, your participation in the Programme will end on the same day as your electricity supply agreement.

46. Senoko may terminate your participation in this Programme immediately by providing written notice if:

• any insolvency, restructuring, dissolution, administration, or enforcement proceedings are commenced against you.
  
  
• you attempt to take or have taken, in Senoko’s sole and absolute discretion, unfair advantage of the Platform, Senoko, or other Prosumers or Consumers or have engaged in price fixing or any anti-competitive practices. 
  
  
• you are in breach of any of the terms of this Programme;
  
  
• you fail to hold any requisite approvals, licences, permits, authorisations or consents or they have been revoked.
  
  
• any of your representations are materially incorrect or misleading.
  
  
• you have not paid any sum that is owing to Senoko under this agreement or your electricity supply agreement for a period of 30 days.

47. Notwithstanding termination, all monies payable by you under this agreement (including any sums under Section G, as notified by Senoko to you) shall become immediately due and payable. Any sums that have been incorrectly paid to you or unfairly obtained by you shall nonetheless be immediately due and shall be paid back by you to Senoko.  There will not be refund (or any partial refund) of your monthly subscription fee. This clause shall survive the termination of this agreement.

48. Upon the termination of or your withdrawal from the Programme, all your unmatched offers and Peer-to-Peer Trades will be cancelled. 

49. Senoko may decide to withdraw the Programme at any time but will provide you with two (2) weeks’ written notice. However, if EMA or any other Government body, authority or statutory board does not approve of, disallows, halts, or otherwise informs Senoko to cease this Programme, or if rules governing Green Attributes or RECs are implemented or changed, then Senoko shall be entitled to terminate this Programme immediately. Upon the termination of or any Consumer’s withdrawal from the Programme, Senoko will not be liable to any Consumer for any direct, indirect or consequential losses, damages or claims whatsoever. 

50. You may indicate your agreement to be bound by the Product Terms by signing up for the Programme on Senoko’s web portal. Senoko’s subsequent provision to you of access to the Platform will indicate its consent to enter into this agreement with you, and the agreement shall be deemed to be effective on the same day.

51. Senoko may, at its sole and absolute discretion, change any of the Product Terms (including, but not limited to, the Community Trade / Community matching process or the calculation of the Green Attribute Premiums) and any Platform Rules at its sole discretion. Any change(s) will be effective on the date that such change was published by Senoko on its website, by email or on the Platform.  

52. No delay or omission by Senoko in exercising any right, power or privilege or remedy under this agreement will constitute a waiver. 

53. This Programme, the Product Terms and the agreement are governed by Singapore law. 

54. If a dispute arises and cannot be resolved, then such dispute must be submitted for mediation at the Singapore Mediation Centre (“SMC”) in accordance with SMC’s Mediation Procedure in force for the time being. Either party may submit a request to mediate to SMC upon which the other party will be bound to participate in the mediation within 45 days thereof. Every party to the mediation must be represented by a delegate with the authority to negotiate and settle the dispute. Unless otherwise agreed by the parties, the Mediator will be appointed by SMC. The mediation will take place in Singapore in the English language and the parties agree to be bound by any settlement agreement reached.

55. Any dispute arising out of or in connection with this Programme, the Product Terms or this agreement, including any question regarding the agreement’s existence, validity or termination, shall, if unresolved by mediation after 60 days, be referred to and finally resolved by a documents-only arbitration administered by the Law Society Arbitration Scheme (“LSAS”) in accordance with the Law Society Arbitration Rules (“LSAS Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat and venue of the arbitration shall be Singapore. The Tribunal shall consist of one arbitrator. The arbitration and any award shall be confidential. The language of the arbitration shall be English. Each party shall share the costs of the arbitration. The parties to this agreement agree that other users of the Platform may be joined as parties to the arbitration, and similarly agree to be joined to any such arbitration.