GOODZERO^TM PRO AGREEMENT

This GOODZERO™ Pro Agreement (hereinafter referred to as “Agreement”) becomes effective on the date on which the Customer clicks “I Agree” / “Confirm” on the SolarSquare platform (such date being the “Effective Date”),

BY AND BETWEEN

SOLARSQUARE ENERGY PRIVATE LIMITED, a company incorporated under the Companies Act, 2013 and having its registered office at G-3, B wing, Het Kunj, VP Road, Fidai Baugh Lane, Opp. Vithal Kunj, Andheri (W), Mumbai – 400 058 (hereinafter referred to as “SolarSquare” or “SolarSquare Energy” which expression shall unless it be repugnant to the context or meaning thereof include its representative in interest and permitted assigns) of the ONE PART;

AND

The individual / entity who has opted for the GOODZERO™ Pro Plan and has accepted this Agreement by clicking “I Agree” / “Confirm” on the SolarSquare platform using their registered mobile number and/or registered email ID  (hereinafter referred to as “Customer” which expression shall unless it be repugnant to the context or meaning thereof include its representative in interest and permitted assigns) of the SECOND PART.

SolarSquare Energy and Customer shall hereinafter be collectively referred to as the “Parties” and individually as the ”Party”.

WHEREAS,

1. SolarSquare is engaged in the business of providing solar energy systems, including the installation, maintenance and servicing of rooftop solar power systems for residential and commercial Customers. (“Business”).

• The Company has commissioned the solar system “Solar Plant” to the satisfaction of the Customer. Further, in addition to the installation the Customer has agreed to avail services under the GOODZERO^TM Pro Plan “Plan” offered by SolarSquare.

• SolarSquare offers the Plan to its Customers, under which its Customers are ensured of enhanced guaranteed solar power generation for a period of 5 (five) years with built-in maintenance and repair guarantees, subject to the Customer undertakes and fulfills certain obligations as set out in Schedule A (Obligations of the Customer) of the Agreement.

• Customer is desirous of availing services under the Plan, which offers guaranteed generation and enhanced performance protection, buy-back benefits, insurance coverage and comprehensive maintenance for a period of 5 (five) years with SolarSquare.

NOW, THEREFORE, in consideration of the mutual promises, covenants, and undertakings set forth herein, the Parties agree as follows.

1. SCOPE OF THE PLAN

1. The Scope of the Plan is detailed in Schedule B (Scope of the Plan), which outlines the objectives, key deliverables, timelines, responsibilities, and any specific limitations or exclusions relevant to its implementation.

1. Any modifications, amendments, or revisions to the Plan, including but not limited to its scope, objectives, deliverables, timelines, and responsibilities, shall be made solely by SolarSquare at its sole discretion. Further, the Customer shall be informed of any changes made to the Plan within a reasonable time.

1. No other party shall have the authority to alter or modify the Plan without the prior written consent of Solar Square. In the event that the Customer does not agree to a proposed modification, both parties shall engage in good faith discussions to reach a mutually acceptable resolution. If no agreement is reached, then either of the parties may engage in dispute resolution in accordance with Clause 16 (Dispute Resolution) of this Agreement.

1. In the event the Customer opts to exercise the buy-back option in accordance with Schedule D (Buy-Back Terms and Conditions) read with Clause 10 of this Agreement, SolarSquare shall process the request and undertake the buy-back of the Solar Plant in the manner and within the timelines stipulated therein. The buy-back shall be subject to verification of Plant performance data, compliance with the conditions set out in Schedule D, and any applicable deductions or adjustments as specified under the said Schedule.

1. 1.1.    Under the GOODZERO™ Pro Plan, SolarSquare shall ensure that the Solar Plant is covered under a comprehensive insurance policy against risks including, but not limited to, fire, theft, natural calamities, and accidental damage, for the duration of the Plan. The cost of such insurance shall be borne solely by SolarSquare. The scope, coverage, exclusions, deductibles, limits, and claim procedures shall be governed strictly and exclusively by the insurance policy document issued by the Insurance Company. SolarSquare shall act only as a facilitator for procuring such insurance and shall not, in any manner, be responsible or liable for any act, omission, delay, rejection, or decision of the Insurance Company. All claims, grievances, documentation, approvals, and settlements shall be handled directly between the Customer and the Insurance Company. For the avoidance of doubt, SolarSquare is merely a facilitator and is not responsible or liable for processing, handling, approving, rejecting, or settling any insurance claims or grievances. All claims, grievances, correspondence, and settlements shall be undertaken and resolved directly between the Customer and the Insurance Company, and not with SolarSquare. Further, it is expressly clarified and agreed by the Parties that the insurance shall be obtained strictly in accordance with SolarSquare’s internal policies and terms, and the Customer shall have no right to negotiate, modify, influence, or determine the terms, conditions, coverage, or selection of the Insurance Company or the insurance policy.

• ELIGIBILITY OF THE PLAN

• The GOODZERO^TM Pro Plan is available exclusively to Customers enrolled under the GOODZERO^TM Plan, upon payment terms set out in Clause 24 of this Agreement.

• The final confirmation of Generation Commitment Units as detailed in Schedule C (Generation Commitment Units), for the Plan shall be subject to the completion of a detailed engineering visit (as specified by SolarSquare) and the Customer’s final written approval of the design. Solar Square shall not be bound by any prior estimates or commitments until these conditions are met.

• The Plan offers to the Customer a conditional Buy-Back Option (as defined below), which the Customer may invoke strictly in accordance with the buy-back provisions contained in this Agreement as specifically set out under Clause 10 (Buy-Back Option) and the detailed commercial and eligibility criteria prescribed in Schedule D (Buy-Back Terms and Conditions). All rights and obligations relating to buy-back shall be governed exclusively by the aforesaid provisions.

• CUSTOMER RESPONSIBILITY/ UNDERTAKING

• The Customer shall comply with all obligations specified in Schedule B (Scope of the Plan) of this Agreement. Any modifications, amendments, or additions to these obligations shall be made at the sole discretion of SolarSquare, and the Customer agrees to adhere to such changes as and when notified.

• SolarSquare shall endeavour to conduct scheduled Preventive Maintenance (PM) visits within +/- 07 (seven) days of the planned PM date, subject to prior appointment and confirmation with the Customer. In the event the Customer is unavailable or fails to provide necessary site access during the scheduled visit window, the visit shall be deemed to have been completed and any associated generation loss due to missed cleaning or maintenance shall be attributable solely to the Customer. Such non-compliance shall be considered during Deemed Generation calculations under the applicable performance guarantee terms. Further, in the event designated SolarSquare to non-availability of work front, denial of access, or any other Customer default, SolarSquare shall be entitled to levy a no-show-charges or count it as a Service done.

• Failure of the Customer to perform any or all the undertakings mentioned herein and/or hereinafter, shall make this Plan and associated guarantee voidable at the sole discretion of the SolarSquare.

• In the event there are any additional charges charged by inverter OEM to send data on the SolarSquare portal, the said expense/charges shall be borne by the Customer. Continuous data availability is essential for monitoring, performance evaluation, and processing of any benefits under the Plan.

• SOLARSQUARE RESPONSIBILITIES

• Generation Guarantee Commencement:
• SolarSquare shall notify to the Customer in writing via registered communication channel, the commissioning date, confirming the commencement of the generation guarantee.

• If the commencement of the generation guarantee is delayed due to circumstances beyond SolarSquare’s control, the Customer shall be notified accordingly, along with the revised start date.
  • Maintenance & Performance Assurance:

1. SolarSquare shall conduct periodic maintenance in accordance with Schedule E (Maintenance Services) and ensure the committed generation of the plant, provided that the Customer fulfills their undertakings and obligations as set forth in this Agreement.

• SolarSquare shall enable real-time generation tracking and automated performance deviation alerts via the SolarSquare application, including alerts when cumulative generation deviation exceeds 10% (ten percent).
  • Warranties: SolarSquare shall facilitate warranty claims and replacement of components that impact the plant’s performance, provided the cause of failure is not attributable to the Customer. This includes addressing manufacturing defects or failures covered under the OEM’s warranty terms.

• Insurance: 

• As part of the GOODZERO™ Pro Plan, SolarSquare shall provide the Customer with a comprehensive insurance policy covering the Solar Plant against natural calamities for a period of 05 (five) years from the commissioning date. This coverage shall include perils such as fire, lightning, storm, cyclone, flood, and other similar events, subject strictly to the terms, conditions, limitations and exclusions specified in the insurance policy issued by the insurer.
• SolarSquare shall share a copy of the insurance policy document with the Customer upon commissioning. The Customer acknowledges that this insurance covers only physical damage to the Solar Plant and does not cover generation loss, loss of savings, deemed generation loss, or any performance-related impact.
•  For the avoidance of doubt, SolarSquare is merely a facilitator and is not responsible or liable for processing, handling, approving, rejecting, or settling any insurance claims or grievances. All claims, grievances, correspondence, and settlements shall be undertaken and resolved directly between the Customer and the Insurance Company, and not with SolarSquare. SolarSquare shall not be liable for any denial, limitation, or delay by the Insurance Company .

• MAINTENANCE SERVICES:

• SolarSquare shall provide Preventive Maintenance (PM) and Corrective Maintenance (CM) services for the plant, as well as address Customer – initiated service requests, in accordance with the terms set forth in Schedule E (Maintenance Services) of this Agreement.  

• The Customer acknowledges that timely access to the plant for maintenance is essential for the proper functioning and efficiency of the system. SolarSquare shall not be liable for any service disruption, generation loss, or equipment malfunction resulting from the Customer ’s failure to comply with the maintenance schedule or provide necessary assistance. SolarSquare reserves the right to impose additional charges, modify service schedules, or, in extreme cases, terminate any guaranteed service plans if the Customer repeatedly fails to adhere to maintenance obligations.

• DEEMED GENERATION LOSS:

• Any generation loss suffered by the Customer under the conditions outlined below shall not be covered under the savings guarantee. The Deemed Generation Loss shall be calculated using the following formula:

Deemed Generation Loss = lost area under power curve * time curve adjusted for the weather conditions at the time of the Generation Loss.

• Conditions Constituting Deemed Generation Loss: The following events shall be considered as Deemed Generation Loss and shall not be included under any performance or savings guarantee:

1. Grid Downtime & Customer Actions: System outages caused by grid failures, discom disconnections, grid fluctuations beyond the inverter’s nominal range or the system being switched off by the Customer .

• External Obstructions & Shadowing: Changes in site surroundings or new constructions (e.g., buildings, houses, roads, towers, trees, etc.) within or around the site that cause shadowing and impact generation.

• Soiling Loss Beyond Threshold: Dust accumulation or soiling losses exceeding 5% (five percent) due to nearby constructions (e.g., buildings, houses, roads, towers, trees, etc.)  or environmental changes.

• Communication Disruptions: Any disruption in inverter data connectivity caused by non availability of Wi-Fi Signal, change of Wi-Fi password disrupting the connection, internet issues and downtime, external communication jammers, blockers, or local network issues beyond SolarSquare’s control.

• Missed Cleaning Cycles: Failure to complete scheduled cleaning cycles due to the      Customer’s unavailability, despite SolarSquare reaching out via registered communication channels, resulting in reduced system efficiency.  

• Sabotage & Unauthorized Damage: Any tampering, vandalism, or self or third party damage to system components     .

• Force Majeure Events: Any unforeseen circumstances beyond SolarSquare’s reasonable control, including but not limited to natural disasters, government actions, labour strikes, riots, or extreme weather conditions beyond the design assumptions for the solar system and its components.

• SolarSquare shall not be held liable for any generation loss resulting from the above conditions. Any such loss shall not be considered under performance guarantees or included in any compensation claims by the Customer.

• The natural calamity insurance provided under this Plan covers physical damage to the Solar Plant only and does not cover any loss of generation. Any generation loss arising from insured events shall still be treated as Deemed Generation Loss for the purpose of this Agreement.

• DEEMED GENERATION:

• Deemed Generation refers to the weather-adjusted energy output that the installed Solar Plant would have been capable of generating under normal operating conditions but was unable to generate due to the conditions outlined in Clause 6 (Deemed Generation Loss) of this Agreement.

• Deemed Generation shall be calculated using the following formula:

Deemed Generation = Generation Recorded at the Inverter + Deemed Generation Loss

• The generation deficit for a given period shall be determined as follows:

Generation Deficit = Guaranteed Generation for the Period (Year-1 or Year-2 to Year-5) – Deemed Generation.

• Deemed Generation shall be computed by adjusting the Generation Loss as defined in Clause 6 (Deemed Generation Loss) of this Agreement. Any generation shortfall attributable to Deemed Generation Loss shall not be considered for compensation under performance guarantees or for the purpose of buy-back eligibility or anu other evaluation under this Agreement.

• The Customer acknowledges that Deemed Generation accounts for uncontrollable external factors affecting system performance. Accordingly, SolarSquare shall not be liable for any compensation, penalties, or claims arising from Deemed Generation calculations, nor shall such losses be included in the savings guarantee or in determining the Customer’s entitlement to buy-back benefits or any other benefit under this Agremeent.

• WARRANTY AND WARRANTY CONDITIONS:

• SolarSquare shall provide a warranty for the components of the solar power plant as per the terms outlined in this Agreement. For clarity, the natural calamity insurance provided under the Plan operates independently of the OEM warranties and does not expand, replace, or modify the scope of warranty coverage.

• The warranty coverage for individual components, including solar modules, inverters, and structural components, shall be subject to the standard terms and conditions prescribed by their respective manufacturers, as detailed in their official warranty manuals.

• The warranty shall be void under the following circumstances:

1. Misuse, Tampering, or Unauthorized Repairs: Any damage resulting from misuse, tampering, abuse, neglect, accident, or repairs/modifications carried out by anyone other than an authorized SolarSquare’s representative.

• External and Unforeseen Events: Damage caused due to Force Majeure events, including but not limited to natural disasters (floods, lightning, fires, earthquakes), vandalism, or human/ animal  intervention beyond SolarSquare’s reasonable control.

• Environmental Exposure: Damage caused due to prolonged exposure to saltwater, water with TDS above 600, chemicals, excessive dust, or other corrosive elements not anticipated at the time of installation.

• OEM Rejection of the Warranty Claim: In the event SolarSquare replaces or repairs any equipment, part or component of the Solar Plant in good faith based on an assumed or initially accepted OEM warranty, and such warranty claim is subsequently rejected by the OEM due to any act, omission, misuse, negligence, failure to comply with operating instructions, or breach of maintenance obligations by the Customer (including but not limited to tampering, vandalism by animals, unauthorised repairs, physical damage, or non-compliance with recommended upkeep), the Customer shall be solely liable to reimburse SolarSquare, on demand, for all costs and expenses incurred in connection with such replacement or repair, including without limitation the cost of materials, components, labour, logistics, site visits, transportation, testing, inspection and administrative processing costs. The Customer shall pay such reimbursable amount within 7 (seven) days of SolarSquare issuing a written demand / invoice for the same. In the event the Customer fails to make such payment within such timeline, SolarSquare shall be entitled to (a) withhold or suspend all services under this Agreement (including any guaranteed generation obligations) until such payment is made in full; and (b) exclude the period of such non-payment from generation guarantee calculations, and the Customer shall not be entitled to claim any generation guarantee, compensation, penalties or deductions for such period of suspension. For clarity, the overall term / tenure of this Agreement shall continue to run on a calendar basis during such suspension period; however, no services and no generation guarantee shall be provided by SolarSquare unless and until full payment is made by the Customer. For the avoidance of doubt, such suspension shall not constitute a breach or default on the part of SolarSquare, and all risk, loss and consequences arising during such period (including any generation loss) shall be solely to the Customer’s account.

• The following factors shall impact the validity of the warranty:

1. Changes in Surroundings/Environment: Any significant modifications in the plant’s surroundings that may affect performance (e.g., changes in wind exposure, air pollution, or other environmental conditions).

• Shadowing Obstructions: Any new obstructions (such as new buildings, towers, or trees) that create shadows on the      Solar Plant, reducing its efficiency.

• Physical Damage to Components: Tampering, vandalism, or any damage to solar modules, including backsheet, glass, junction box (JB), cables, or any other component directly affecting plant performance.

• MONETARY COMPENSATION:

• In the event that SolarSquare is required to pay the Customer for a loss of guaranteed generation, SolarSquare shall make such payment to the registered account details of the Customer

• First Compensation:

1. If the deemed generation is less than the guaranteed generation for Period 1 (as specified in Schedule C (Generation Commitment Units) after completion of 12 (twelve) months from the generation start date, SolarSquare shall transfer the deficit amount to the Customer within 21 (twenty-one) working days of the end of Year 1.

• In case of a delay in remitting the deficit amount due to reasons beyond SolarSquare’s control, such delay shall not attract any interest.

• Carry Forward of Extra Generation: If the deemed generation for Period 1 exceeds the guaranteed generation specified in Schedule C (Generation Commitment Units), the additional generation shall be carried forward and included in Period 2 as part of the generation for that period.

• Second Compensation:

1. If the deemed generation for Period 2 is less than the guaranteed generation as specified in Schedule C (Generation Commitment Units), then after completion of 60 (sixty) months from the generation start date, SolarSquare shall transfer the deficit amount to the Customer within 21 (twenty-one) working days of the completion of the 5^th (fifth) year.

• In case of a delay in remitting the deficit amount for reasons beyond SolarSquare’s control, no interest shall be applied to the delayed amount.

• Exclusions from Compensation

SolarSquare shall not be obligated to compensate the Customer for any loss of guaranteed generation under the following circumstances:

1. Force Majeure Events: In the event of circumstances beyond SolarSquare’s reasonable control, including but not limited to natural disasters (floods, storms, earthquakes, etc.), war, strikes, civil disturbances, government actions, or other similar events that prevent the normal generation of power.

• External Factors: Any generation loss caused by factors such as changes in site surroundings, shadowing, soiling, communication disruptions, or other external conditions not attributable to SolarSquare.

• Customer’s Failure to Fulfill Obligations: If generation loss occurs due to the Customer’s failure to comply with their obligations under this Agreement (e.g., failure to allow maintenance, reschedule visits, or provide necessary access to the plant).

• System Downtime Caused by Third-Party Networks or Infrastructure: Any downtime caused by grid failures, discom disconnections, or issues with the local power grid, which are outside of SolarSquare’s control.

1. BUY BACK OPTION

1. Under the Plan, SolarSquare hereby grants the Customer a conditional and limited Buy-Back option (“Buy-Back Option”), exercisable strictly in accordance with the terms of this Agreement and the criteria, processes and conditions set out in Schedule D (Buy-Back Terms and Condition). The Buy-Back Option shall, at all times, remain subject to the Customer’s full, continuous and punctual compliance with all obligations, undertakings and requirements under this Agreement.

1. The Buy-Back Option constitutes a contractual mechanism enabling the Customer, subject to satisfaction of the eligibility conditions set forth in Schedule D (Buy-Back Terms and Condition) to require SolarSquare to re-purchase the Plant and to terminate all rights and obligations arising under the Plan. The Buy-Back Option shall not be construed as an assured or automatic entitlement and shall not arise unless each condition stipulated in Schedule D (Buy-Back Terms and Conditions) is fulfilled to SolarSquare’s satisfaction.

1. The Customer may invoke the Buy-Back Option only if all preconditions, eligibility parameters, generation-performance thresholds and documentary requirements stipulated in Schedule D (Buy-Back Terms and Conditions) are met. SolarSquare shall be entitled to reject any buy-back request that does not strictly satisfy the conditions prescribed in Schedule D (Buy-Back Terms and Conditions), without incurring any liability of any nature.

1. The Buy-Back Option shall be invoked by the Customer only through (i) a written request submitted via the registered communication channel; or (ii) through the SolarSquare platform in such form or manner as SolarSquare may prescribe. Upon receipt of a buy-back request, SolarSquare shall evaluate eligibility, conduct verification, and perform such inspections and assessments as may be required under Schedule D (Buy-Back Terms and Conditions). The buy-back request shall become effective only upon SolarSquare issuing a written confirmation of acceptance.

1. Upon SolarSquare’s acceptance of the buy-back request: (a) the Plant shall stand transferred to SolarSquare, and the Customer shall provide unobstructed access for dismantling and removal; (b) all guarantees, performance commitments, compensation mechanisms and service obligations of SolarSquare under this Agreement shall immediately cease, save and except obligations expressly surviving termination; (c) the Customer shall not be entitled to claim any further amounts, benefits, guarantees or services other than the buy-back compensation expressly set out in Schedule D (Buy-Back Terms and Conditions); and (d) such buy-back compensation shall constitute full and final settlement of all claims arising under or in connection with this Agreement.

1. SolarSquare shall be entitled to deny or decline buy-back where: (a) any Customer breach, omission or non-compliance has occurred; (b) the Plant has been altered, tampered with, damaged or modified by the Customer or a third party; (c) any circumstance listed as a Deemed Generation Loss under Clause 6 (Deemed Generation Loss) of this Agreement that materially affects performance assessment; or (d) any other condition or disqualification specified in Schedule D applies. SolarSquare shall not be liable for any claim, loss or compensation arising from or relating to such rejection.

1. The Customer acknowledges that the Buy-Back Option is a special contractual feature unique to the GOODZERO^TM Pro Plan and agrees that no rights, expectations or entitlements shall arise other than those expressly recorded in this Agreement. No buy-back shall occur except strictly in the manner and on the terms prescribed herein.

1. SolarSquare shall conduct a detailed on-site diligence and technical verification prior to effecting any buy-back. SolarSquare shall be entitled to such additional time as may reasonably be required to complete its verification process, and no payment or consideration towards buy-back shall become due or payable until such verification has been satisfactorily completed to SolarSquare’s sole satisfaction.

1. All documents, confirmations, and execution papers pertaining to the buy-back shall be issued or provided by SolarSquare only upon written confirmation of acceptance of the buy-back request under Clause 10.4. The Customer shall not be entitled to demand such documents prior to such confirmation.

1. The buy-back price or compensation determined by SolarSquare in accordance with Schedule D (Buy-Back Terms and Conditions) shall be final, conclusive, and binding on the Customer, and shall not be subject to dispute, challenge, or negotiation.

1. Mere subscription or enrolment by a Customer under the Plan or the GOODZERO™ Pro Scheme shall not, by itself, create or confer any right, entitlement, or eligibility to avail the Buy-Back Option. The determination of eligibility, compliance, and qualification for buy-back shall rest solely with SolarSquare, and its decision in this regard shall be final and binding on the Customer.

1. The Customer shall ensure that the Solar Plant, including all its components, accessories, and installations, is and shall at all times remain free from any mortgage, lien, pledge, charge, hypothecation, security interest, or any other encumbrance, claim, or third-party right whatsoever. The Customer shall, upon SolarSquare’s request, furnish all documents, records, and confirmations evidencing clear and unencumbered ownership and title to the Solar Plant for SolarSquare’s verification prior to the buy-back. In the event any encumbrance, lien, or charge exists on the Solar Plant, the Customer shall, at its sole cost and responsibility, cause the same to be fully discharged, released, or satisfied prior to initiating or proceeding with the buy-back process.

1. If SolarSquare determines or reasonably suspects that the Customer has furnished any false, misleading, or fraudulent information, documentation, or declaration in connection with the buy-back or this Agreement, SolarSquare shall have the absolute right to (a) terminate this Agreement with immediate effect; (b) reject or cancel the buy-back process, if pending; and (c) invoke and enforce the indemnity provisions under this Agreement without prejudice to any other rights or remedies available in law or equity.

1. In the event a Buy-Back request has been initiated by the Customer under this Clause, and ownership of the Property or the Solar Plant changes in accordance with Clause 11, as stipulated below,  during the course of verification, inspection, or processing of such request, the Buy-Back Option shall automatically vest in and continue for the benefit of the new owner or transferee of the Property. The new owner shall be deemed to have stepped into the shoes of the original Customer for the limited purpose of completion of the Buy-Back process and shall be bound by all terms, obligations, representations, and conditions applicable under this Agreement and Schedule D (Buy-Back Terms and Conditions). SolarSquare shall not, under any circumstances, be responsible or liable for any loss, dispute, or claim (including financial or contractual claims) between the transferor and transferee arising out of or in connection with such change in ownership during/after the pendency of the Buy-Back process.

1. In the event any fraud, misrepresentation, or concealment by the Customer is discovered after completion of the buy-back, SolarSquare shall be entitled to (a) recover liquidated damages as at the rate of 18 percent per annum, till the cost of such Buy Back is recovered; (b) invoke indemnification in accordance with Clause 13 (Indemnity); and (c) exercise all other legal rights and remedies available to it, including restitution and recovery of amounts paid under the buy-back. Such rights shall survive the termination or completion of the buy-back and shall remain enforceable notwithstanding any full and final settlement earlier executed.

1. TRANSFER OF PROPERTY AND ASSIGNMENT OF SOLAR PLANT:

1. It is understood and agreed between the Parties that the Solar Plant forms an integral and non-detachable part of the Property on which it is installed. Accordingly, upon any transfer of title, ownership, possession, or other change in control of the Property            (whether by way of sale, gift, inheritance, transfer within family, corporate restructuring, mortgage enforcement, or otherwise), the Solar Plant shall automatically vest in and belong to the new owner/transferee of the Property, and the original Customer (i.e., the transferor) hereby irrevocably waives all rights, title, claims and interests in the Solar Plant and under this Agreement immediately upon such transfer.

1. In the event of such proposed transfer of the Property, the Customer shall mandatorily notify SolarSquare at least 15 (fifteen) days prior to the proposed transfer date, through SolarSquare’s customer care or registered communication channel, and shall simultaneously submit the duly filled and signed Transfer-Assignment Form (Schedule F) together with supporting documents evidencing the transfer of ownership. The Customer shall pay a non-refundable advance of INR 1,500/- (Indian Rupees One Thousand Five Hundred only) towards verification charges. SolarSquare shall, upon receipt of the above, schedule a verification visit.

1. In the event the Customer fails to notify SolarSquare as above, or fails to submit the required documentation or payment, SolarSquare shall be entitled (a) to suspend any services under this Agreement with immediate effect until compliances are completed; and (b) to disclaim any liability for any loss, damage, defect, malfunction, or disruption to the Solar Plant or any costs or damages claimed by either the transferor or transferee arising from such non-compliance. For the avoidance of doubt, no obligation shall arise on SolarSquare towards the new owner unless and until the verification and documentation process is completed to the satisfaction of SolarSquare. For the avoidance of doubt, any delay in providing such notice shall not result in, or entitle the Customer to, any extension, carry-forward, adjustment, pro-ration, credit, or restoration of the GOODZERO^TM Pro Plan period remaining under this Agreement. The GOODZERO^TM Pro period shall continue to run strictly on calendar basis notwithstanding such delay.

1. The Parties further agree that this GOODZERO^TM Pro engagement is inherently linked to the Solar Plant and therefore, all services and benefits already availed or accrued under this Agreement by the previous owner shall be deemed to have been availed for and shall enure to the benefit of the new owner without any need for renewal, novation, re-execution or re-validation. There shall be no refresh, reset or recommencement of this Agreement on such transfer under any circumstances.

1. If SolarSquare approves the transfer of the generation guarantee to the new owner, the new owner shall assume all obligations and undertakings set forth in this Agreement and shall be bound by the same terms for the remainder of the guarantee period. For clarity, no transfer shall take effect unless SolarSquare has issued a written confirmation of such approval.

1. For clarity, the guarantee shall not be automatically transferred to the new owner/Managing Committee without written confirmation from SolarSquare, as such transfer shall have to be updated accordingly with SolarSquare’s records.

1. The Generation Guarantee under this Agreement shall remain valid only if the new buyer or owner has not made any modifications in or around the Solar Plant that may affect its performance. SolarSquare shall verify compliance through a re-inspection, and the Guarantee shall be extended only upon confirmation that no such modifications have been made.

1. The Customer shall remain liable for any obligations and liabilities under this Agreement until the transfer is completed and the new owner assumes the obligations. Post-transfer, SolarSquare will not be held responsible for the performance of the plant should any defects or issues arise that are outside the scope of the generation guarantee.     

1. For this Clause, the term “Property” shall mean the land, building, residential unit, commercial premises, rooftop, parking lot, structure, immovable property, or any part thereof, owned, leased, possessed, occupied, or otherwise controlled by the Customer, on or in which the Solar Plant is installed pursuant to this Agreement, including all appurtenant rights, easements, access areas and fixtures forming part of such premises.

1. TERMINATION OF PLAN:

1. In addition to the termination rights provided elsewhere in this Agreement, if the conditions outlined in Clause 6 (Deemed Generation Loss) persist for a period exceeding 1 (one) month from the date the issue is first identified or noticed by SolarSquare, SolarSquare reserves the right to terminate the generation guarantee plan immediately, without further obligation to the Customer. For clarity, such termination shall not entitle the Customer to claim buy-back, shortfall compensation, or any other benefit under the GOODZERO^TM Pro Plan beyond what is expressly provided in this Clause, and all buy-back rights (if not exercised) under this Agreement shall automatically stand terminated.

1. SolarSquare reserves the right to terminate this Agreement/ generation plan at any time by providing 30 days’ prior written notice to the Customer. Upon such termination, SolarSquare shall refund to the Customer a pro-rata amount, calculated strictly on the basis of the actual performance of the Solar Plant relative to the guaranteed generation, up to the effective date of termination. It is expressly clarified that such termination shall result in the immediate cessation of all GoodZero Pro entitlements, including Buy-Back, of the Customer, and the Customer shall thereafter be ineligible for any buy-back or any other benefit, except for the pro-rata refund expressly set out herein. Based on the TMY (Typical Meteorological Year) data, SolarSquare shall allocate the annual performance target into corresponding monthly and daily targets. Accordingly, performance shall be assessed on a pro-rata basis, and settlement shall be carried out in line with the proportionate target up to the relevant date, as reflected in the C-App.

1. Either party may initiate mutual termination of the generation guarantee plan by providing a 30 (thirty) days written notice to the other party. In the case of mutual termination, the terms for compensation, refund, and obligations of both parties shall be negotiated and mutually agreed upon.

1. Upon termination of the generation guarantee plan, regardless of the reason:

1. All obligations and undertakings of SolarSquare under this Agreement shall cease, except for any obligations that expressly survive termination (such as warranty or indemnity obligations).

• The Customer shall return any materials, equipment, or documentation provided by SolarSquare and discontinue the use of any services related to the guarantee.
  Any outstanding payments due from the Customer, including for services rendered prior to the termination, shall remain payable.

• The Customer shall no longer be entitled to any further guarantees, compensation, or claims under the terminated plan including any claim for buyback.

1. In the event of the Customer’s failure to fulfill their obligations under this Agreement, SolarSquare reserves the right to terminate the generation guarantee plan immediately, and any outstanding payments or charges will become due for settlement and all buyback rights shall be automatically extinguished.

1. SolarSquare may, at its sole discretion and without assigning any reason, terminate the Generation Guarantee Plan for convenience by providing 30 (thirty) days prior written notice to the Customer, whereupon SolarSquare shall refund to the Customer a pro-rata amount for the unexpired portion of the guarantee period based on actual plant performance up to the effective date of termination, and the Customer shall not be entitled to any additional compensation, liquidated damages, loss of benefit, expectation damages or any other claims whatsoever, including any claim for buyback and all obligations of SolarSquare under the Generation Guarantee Plan (other than those expressly surviving termination) shall stand extinguished from the effective date of such termination.

1. INDEMNITY

1. The Customer agrees to indemnify, defend, and hold harmless SolarSquare, its officers, directors, employees, agents, and affiliates (“Indemnified Parties“) from and against any and all claims, losses, liabilities, damages, expenses (including reasonable attorneys’ fees), and costs arising out of or in connection with:

1. The Customer’s failure to comply with the terms and conditions of this Agreement, including but not limited to non-payment, misuse, or neglect of the solar power system;

• Any third-party claims arising from the installation, operation, or maintenance of the      Solar Plant, including damages caused by the Customer’s actions or omissions;

• Any violation of applicable laws or regulations by the Customer related to the installation, operation, or maintenance of the Solar Plant;

• Any damage, loss, or injury caused by the Customer ‘s unauthorized modification, repair, or tampering with the system or components thereof, or actions inconsistent with the proper use and care of the Solar Plant;

• Any damages or losses arising from natural disasters, acts of force majeure, animals, birds or any other events beyond the reasonable control of SolarSquare, particularly where such damage occurs as a result of the Customer’s negligence, failure to maintain or secure the Solar Plant, or failure to follow SolarSquare’s operational and maintenance recommendations.

1. In the event of any claim, suit, or action brought against SolarSquare arising from the above indemnified circumstances, the Customer agrees to cooperate fully in the defense of such claim and to provide all necessary assistance at the Customer ’s own expense. SolarSquare shall have the right to control the defense and settlement of such claims, provided that no settlement shall be made without the prior written consent of SolarSquare.

1. The indemnity obligations of the Customer shall survive the termination or expiration of this Agreement for any reason.

1. LIMITATION OF LIABILITY:

1. The total liability of SolarSquare, post the go-live date of the plant for generation guarantee, under this Agreement shall not exceed the shortfall in the committed generation units to the Customer, multiplied by INR 12/- (Indian Rupees Twelve Only) per unit. This is the maximum amount SolarSquare will be liable for under any circumstances, including breach of contract, negligence, or any other claim arising out of or relating to this Agreement     .

1. The liability of SolarSquare is strictly limited to the provision of services and replacement of spare parts as outlined in this Guaranteed Generation Plan. SolarSquare shall not be held responsible for any damages to surrounding life or structures, including death, injuries, or any consequential or incidental damages, regardless of the nature, caused to any person, property, or entity by the use, operation, or failure of the Solar Plant.

1. In the event the Buy-Back option is triggered by the Customer under this Agreement, SolarSquare’ s liability shall be strictly limited to settling any generation shortfall on a pro-rata basis up to the effective Buy-Back date, calculated in accordance with Clause 14.1. No additional compensation, penalty, liquidated damages, consequential losses, or claims of any nature shall arise in connection with or as a result of the buyback.

1. FORCE MAJEURE:

1. A “Force Majeure Event” shall mean any event or circumstance beyond the reasonable control of a Party that prevents or delays the performance of any obligation under this Agreement. Such events include, but are not limited to:

1. Acts of God – Natural disasters such as floods, earthquakes, hurricanes, lightning, or any other extreme weather conditions. For clarity, acts of animals shall not be considered a Force Majeure Event under this Agreement.

• Acts of War & Civil Unrest – War, terrorism, insurrection, riots, civil disturbances, sabotage, or any hostile acts.

• Government Actions – Expropriation, requisition, nationalization, changes in law, embargoes, or other regulatory restrictions.

• Labor Disruptions – Strikes, labour disputes, lockouts, or industrial actions beyond the reasonable control of the affected Party.

• Public Health Emergencies – Epidemics, pandemics, or health crises officially declared by a competent authority.

• Utility & Cyber Failures – Power outages, disruptions in essential services, failure of utility networks, cyber-attacks, or data breaches that materially impact performance.

• Other Causes – Any unforeseeable event beyond the reasonable control of the affected Party at the time of execution of this Agreement.

1. If a Party is unable to perform its obligations due to a Force Majeure Event, it shall promptly notify the other Party in writing within 15 (fifteen) days from the occurrence of the event, specifying the nature and expected duration of the impact.

1. The affected Party shall:

1. Take all reasonable steps to mitigate the effects of the Force Majeure Event.

• Resume performance of its obligations as soon as reasonably possible.

• Keep the other Party informed of developments and efforts to restore normal operations.

1. During the Force Majeure Event, the obligations of the affected Party shall be suspended only to the extent impacted by the event. The unaffected Party shall not be entitled to claim damages, penalties, or compensation for any delays or non-performance arising from such an event.

1. If the Force Majeure Event continues for a period exceeding 30 (thirty) days/months, either Party may terminate this Agreement upon providing 30 (thirty) days’ written notice to the other Party. In such a case, neither Party shall be liable for any claims, losses, or damages arising out of the termination due to Force Majeure. All buyback rights, options, and entitlements shall stand terminated, with the Customer having no eligibility or claim whatsoever for Buy-Back Option or any related benefit due to such termination due to Force Majeure.

1. GOVERNING LAW AND JURISDICTION:

This Agreement shall be governed and construed in accordance with the laws of India. Courts at Mumbai shall have exclusive jurisdiction to adjudicate and entertain any disputes arising out of or in connection with this Agreement between the Customer and SolarSquare.

1. DISPUTE RESOLUTION:

1. In the event of any dispute, difference, or claim arising out of or in connection with this Agreement, including its interpretation, performance, or termination, the Parties shall first attempt to resolve such disputes amicably through good faith negotiations.

1. If the dispute remains unresolved within 45 (forty-five) days from the date of written notice, the matter shall be escalated to the senior management of both Parties for resolution. If the dispute is still not resolved, the Parties may mutually agree to submit it to mediation, with mediation costs shared equally.

1. If mediation fails, either Party may refer the dispute to arbitration under the Arbitration and Conciliation Act, 1996 (as amended). The arbitration shall be conducted by a sole arbitrator mutually appointed by both Parties, or in case of disagreement, as per applicable arbitration rules. The arbitration proceedings shall take place in Mumbai, Maharashtra, in English, and the arbitrator’s decision shall be final and binding. This Agreement shall be governed by the laws of India, and subject to arbitration, the courts in Mumbai, Maharashtra, in English shall have exclusive jurisdiction.

1. Notwithstanding any dispute, both Parties shall continue performing their respective obligations under this Agreement to the extent possible, unless prevented by the nature of the dispute itself.

1. ENTIRE AGREEMENT:

This Agreement constitutes the entire Agreement between the Parties with respect to the subject matter herein and shall supersede the Order Confirmation Receipt (“OCR”), the handbook for Solar Power Plant (”Handbook”) and any other agreement, policy, or document previously shared or executed by the Company, only with respect to the subject matter. Further, it is agreed between the Parties that any document entered after entering into this Agreement shall prevail over this Agreement. Where applicable for specific financed Customers, this Agreement shall be read together with the Material Buy-Back Agreement as annexed in Schedule D of this Agreement, which shall govern the specific terms, conditions, and obligations applicable at the time the Customer exercises the Buy-Back Option. In case of conflict, this Agreement shall prevail over the OCR, Handbook, and any policies, except where a later document expressly states that it overrides this Agreement and is executed/accepted by both Parties.

1. SEVERABILITY

If any provision of this Agreement is found to be invalid, illegal, or unenforceable by any competent authority or court of law, such provision shall be deemed severed from this Agreement, and the remainder of the Agreement shall continue in full force and effect. The Parties shall negotiate in good faith to replace any such invalid or unenforceable provision with a valid and enforceable provision that closely reflects the original intent and purpose of the severed provision. If such modification is not possible, the remaining provisions shall be interpreted in a manner that best preserves the intent of the Agreement.

• NOTICES:

• Any notice, request, or communication required or permitted to be given under this Agreement shall be in writing and shall be deemed duly given if delivered personally, sent by registered post, courier, or electronic mail to the respective Party’s designated address or email as specified in this Agreement.

• Any notice shall be deemed to have been received:

1. If delivered personally, at the time of delivery;

• If sent by registered post or courier, within 5 (five) business days from the date of dispatch;

• If sent by electronic mail, upon receipt of confirmation of transmission, provided such notice is followed by a physical copy sent via registered post or courier.

• Each Party shall be responsible for promptly updating the other Party in writing regarding any changes to its designated contact details for notice purposes.

• Any notice or other communication required to be given under this GOODZERO^TM Plan shall be sent or delivered to SolarSquare at the following contact details:

• Customer Care Number: +91 98300 03000

• Email Address: welisten@solarsquare.in 

• CONFIDENTIALITY

• Both Parties agree to keep all Confidential Information strictly confidential and not to disclose, share, or use such information for any purpose other than the performance of this Agreement without prior written consent from the disclosing Party.

• “Confidential Information” shall include but is not limited to, business plans, financial data, proprietary technology, Customer details, pricing information, trade secrets, and any other information identified as confidential or that should reasonably be understood as confidential due to its nature and circumstances of disclosure.

• The obligation of confidentiality shall not apply to information that (a) is or becomes publicly available without breach of this Agreement, (b) is lawfully received from a third party without restriction, (c) is required to be disclosed under applicable law, court order, or regulatory authority, provided that the receiving Party gives prompt notice to the disclosing Party (to the extent permitted) to allow for protective measures, or (d) is independently developed by the receiving Party without reliance on the Confidential Information of the disclosing Party.

• Each Party shall take reasonable precautions to protect the confidentiality of the Confidential Information, including restricting access to employees, agents, or subcontractors who have a need to know such information and are bound by similar confidentiality obligations. The confidentiality obligations under this clause shall survive the termination or expiration of this Agreement for a period of 05 (five) years.

• INTELLECTUAL PROPERTY RIGHTS

• All intellectual property rights, including but not limited to patents, trademarks, copyrights, designs, proprietary software, technical know-how, trade secrets, and any other proprietary rights related to the solar power plant, its components, technology, processes, or any documentation provided by SolarSquare, shall remain the exclusive property of SolarSquare or its licensors.

• The Customer acknowledges that no rights, title, or interest in any intellectual property is transferred under this Agreement, except for the limited, non-exclusive, non-transferable right to use the installed system solely for its intended purpose.

• The Customer shall not, directly or indirectly, copy, modify, reverse-engineer, disassemble, decompile, sublicense, or create derivative works based on SolarSquare’s intellectual property. Any unauthorized use, reproduction, or distribution of SolarSquare’s intellectual property shall constitute a material breach of this Agreement and may result in legal action.

• In the event of termination of this Agreement, the Customer shall cease all use of SolarSquare’s intellectual property.     

• ASSIGNMENT

SolarSquare may assign, novate or subcontract this Agreement, in whole or in part, to any affiliate, group company, financing entity, service partner or authorised OEM service network without requiring the Customer’s prior consent. The Customer shall not assign, transfer or otherwise dispose of its rights or obligations under this Agreement, except strictly in accordance with Clause 10 (Transfer of Property and Assignment of Solar Plant) and with SolarSquare’s prior written approval. Any assignment or transfer made by the Customer in breach of this clause shall be void and shall not bind SolarSquare.

• PAYMENT TERMS

All fees, charges and reimbursements payable by the Customer to SolarSquare under this Agreement shall be exclusive of all applicable taxes, cess, duties or levies, including GST, which shall be borne by the Customer. Payments shall be made in full, without deduction, set-off or withholding, within the timelines specified in the relevant invoice. Any delay in payment shall attract interest at 18% (eighteen percent) per annum, calculated on a daily basis, until the date of full payment. SolarSquare shall have the right to suspend further services until all outstanding amounts are fully paid.

• RELATIONSHIP OF THE PARTIES

Nothing in this Agreement shall be construed to create any partnership, joint venture, employment, agency or fiduciary relationship between the Parties. SolarSquare is an independent contractor, and no Party is authorised to bind the other or incur obligations on the other’s behalf except as expressly permitted under this Agreement.

• SURVIVAL

Notwithstanding anything contained herein, the provisions relating to warranty conditions, indemnity, limitation of liability, confidentiality, data privacy, governing law and jurisdiction, dispute resolution, payment obligations already accrued, transfer obligations, click-wrap acceptance and assignment shall survive expiry or termination of this Agreement for any reason.

• GENERAL LIABILITY WAIVER FOR THIRD-PARTY ACTS

Notwithstanding anything contained in this Agreement, SolarSquare shall not be liable for any loss, damage, performance degradation, malfunction, downtime or failure of the Solar Plant arising directly or indirectly from acts or omissions of any third party (including neighbours, society members, building contractors, animals, rodents/birds, trespassers, thieves, vandals, unauthorised persons, utility/discom personnel, or any person not authorised by SolarSquare). Any such loss or damage shall not qualify for any performance guarantee, warranty claim, compensation payment or savings settlement under this Agreement, and the Customer shall bear full responsibility for securing the Solar Plant against such third-party acts.

• DATA PRIVACY

The Customer hereby consents to SolarSquare collecting, storing, processing and using the Customer’s personal data (including name, contact information, KYC identifiers, inverter/plant performance data, platform logs, and service communications) for the purposes of registration, authentication, installation, monitoring, maintenance, service delivery, warranty/guarantee fulfilment, invoicing, fraud prevention, legal compliance and customer support, and to share such data on a need-to-know basis with OEMs, authorised service partners, cloud/IT service providers and governmental authorities where legally required. SolarSquare shall implement reasonable security practices and procedures to protect such data and may transfer such data outside India in compliance with applicable law. The Customer may request access/correction or raise privacy queries through the registered communication channel. SolarSquare shall not sell personal data. Acceptance of this Agreement via click-wrap shall constitute valid consent for the purposes of the Digital Personal Data Protection Act, 2023 and other applicable data protection laws.

• SPECIFIC PERFORMANCE

The Parties agree that monetary damages may be inadequate to compensate for a breach of the obligations under this Agreement. Accordingly, each Party shall be entitled to seek specific performance, injunctive relief and other equitable remedies (including temporary, interim, or permanent relief) for enforcement of this Agreement, in addition to any other rights or remedies available under Applicable Law.

• AMENDMENT

No amendment, modification, supplement or variation of this Agreement shall be valid or binding unless made in writing and executed / accepted by SolarSquare through its authorised representative. Any amendment sought by the Customer shall not be effective unless expressly approved and acknowledged in writing by SolarSquare. For the avoidance of doubt, no oral discussions, statements, emails, or communications (whether verbal or written) shall constitute an amendment to this Agreement unless specifically recorded and confirmed by SolarSquare in writing.

• NO AUTOMATIC SERVICE OBLIGATION

Notwithstanding the Customer’s election to subscribe to the GOODZERO™ Pro Plan under this Agreement, it is expressly clarified and agreed that such subscription shall not, by itself, impose any obligation on SolarSquare to provide any Buy-Back services unless and until the Customer formally avails such services in accordance with the terms, processes, and request mechanisms prescribed under this Agreement. For the avoidance of doubt, the Customer’s mere enrolment in the GOODZERO™ Pro Plan shall not be construed as an automatic request for service, nor shall it render SolarSquare liable for any Buy-Back services or obligations unless such services are duly requested by the Customer and acknowledged by SolarSquare.

•      SIGNATURE AND ACCEPTANCE

By clicking “Confirm”, “Accept”, “I Agree”, or any similar acceptance button on the platform, the Customer hereby acknowledges and agrees that such action constitutes full, valid and binding acceptance of this Agreement and all terms contained herein, as if the Customer had physically signed this Agreement in writing. The Customer further confirms that prior to providing such acceptance (a) they have read, understood and reviewed the entire Agreement, including all schedules, annexures, policies and documents referenced herein; (b) they had the opportunity to seek independent legal advice, if required; and (c) they understand that acceptance by click-wrap is irrevocable, binding and enforceable in law. Upon such acceptance, the Customer shall be deemed to have unconditionally agreed to be bound by and comply with all obligations, covenants, duties, restrictions, warranties and liabilities under this Agreement, and the Customer expressly waives any defence relating to “non-reading”, “lack of knowledge”, “mistake” or “ignorance” of any terms prior to clicking. For the avoidance of doubt, acceptance through click-wrap shall constitute a legally enforceable contract under applicable law.

(Rest of the page has been left blank intentionally)

SCHEDULE A

Obligations of the Customer

1. The Customer shall provide an A-type ladder that meets SolarSquare specifications for maintenance purposes.  The ladder should be ~1ft lower than the height of the highest module on the structure.

• The Customer shall ensure uninterrupted Wi-Fi connectivity with a minimum uptime of 99.8% and a speed of not less than 10 Mbps, as such connectivity is essential for the transmission of data from the inverter to SolarSquare. The Customer shall also maintain a mini UPS backup to support Wi-Fi functionality during electricity outages. In the event the required Wi-Fi connectivity cannot be maintained, the Customer may, at its option and cost, procure a GSM data logger along with an M2M SIM card from SolarSquare.Provided that a GSM data logger has already been installed or is provided by SolarSquare, the responsibility for ensuring plant connectivity and uptime shall rest solely with SolarSquare.

• The Customer shall ensure the availability of clean water tap or tank with pressure pump pipeline, approximately 4 (four) Liters / module, with a maximum Total Dissolved Solids (“TDS”) level of up to 200 (two hundred), in close proximity to the Solar Plant for the purpose of panel maintenance.

• The Customer shall provide a single-phase electricity connection on the rooftop and in close proximity to the Solar Plant for the connection of SolarSquare maintenance equipment, such as motors.

• The Customer shall grant access to the Solar Plant and provide permission to clean it according to the proposed cleaning schedule outlined by SolarSquare.

• Any external damage resulting from misuse, tampering, abuse, neglect, accidents, human intervention, unforeseen events, repair or modification by non-SolarSquare’s representatives, force majeure, lightning, flood, fire, natural disasters, accidental breakage, exposure to saltwater / high TDS water, or chemicals, or vandalism, shall void the warranty. As per the terms of the Agreement, the Customer will ensure the plant is insured from the date of installation.

• In the event any repairs necessitate the removal of the product or any part thereof in relation to the      Solar Plant, and such repairs are attributable to SolarSquare, no additional labour charges shall be levied upon the Customer for undertaking such removal or replacement activities.

• Any seepage occurring in non-solar areas due to pre-existing conditions or any work unrelated to the Solar Plant shall not be covered under this Agreement and shall not be the responsibility of SolarSquare.

SCHEDULE B

Scope of the Plan

1. The Plan ensures guaranteed power generation for a period of 1+4 years, including periodic preventive maintenance and repairs.
2. SolarSquare shall provide the Customer real-time visibility of Plant generation through the SolarSquare mobile application including generation vs committed benchmarks, daily/weekly/monthly summaries, and alerts when cumulative performance deviates beyond 10% (ten percent). In case the Plant underperforms beyond 10% (ten percent), the Customer shall receive an automated alert and may initiate the buyback request directly through the application. Provided however, such buyback request shall be initiated only if such underperformance persists cumulatively for a continuous period of 3 (three) years, as per the buy-back eligibility conditions.

• During the term, the Customer shall receive a minimum of 45 (forty-five) power boost (preventive maintenance) visits to maximize plant generation and undertake any necessary corrective actions, if so required.

• The savings protection guarantee shall commence 7 (seven) working days post the commissioning of the Solar plant, following the plant handover to the Customer. During this period, SolarSquare shall oversee all requisite processes.

• SolarSquare shall utilize the most appropriate components for the Customer ‘s Solar Plant, absolving the Customer from any financial responsibility for repairs, replacements, or spare parts during regular maintenance over the ensuing 5 (five) years.

• SolarSquare offers a no-question-asked solar panel replacement service, independent of the Original Equipment Manufacturer (“OEM”).

• Customer ‘s structures are certified to withstand high wind speeds of up to 170 KMPH. In the event of any damage attributable to wind speeds up to 170 KMPH, such as a cyclone, SolarSquare shall undertake repairs or replacements of the plant at no cost to the Customer.

• SolarSquare provides a water leakage cover of up to INR 1,00,000/- (Indian Rupees One Lakh Only) for damages directly resulting from deficiencies in the roof sealing performed by SolarSquare.

Example 1:

Example 2:

SCHEDULE C

Generation Commitment Units

1. The final confirmation of the generation commitment units under the Plan shall be subject to a detailed engineering visit conducted by SolarSquare and the subsequent final design approval provided by the Customer.

• Upon receipt of the initial advance payment in accordance with SolarSquare’s company policy and the Customer providing their Email and Contact Number (linked with WhatsApp), SolarSquare shall schedule a detailed engineering visit at the proposed plant location. Prior notice of this visit shall be provided via Registered Communication method.

• The final generation guarantee number shall be as per the final design confirmation issued by SolarSquare, which shall be communicated to the Customer through the registered communication method. SolarSquare shall notify the Customer of any such variations through via Registered Communication method.

• If the Customer does not raise an objection within 2 (two) days of receiving the notification, through the same communication channel, the communicated changes shall be deemed acknowledged and accepted by the Customer.

• Calculation for Guaranteed Generation and Settlement Mechanism:

• Committed Units: Generation committed by SolarSquare for Year – 1 (“Period 1”) and Year – 2 to Year – 5 (“Period 2“).

• Inverter Recorded Units: Units recorded at the inverter, indicating the actual generation of the plant.

• Deemed Generation Loss: As per Clause 6.

• Deemed Generation: As per Clause 7.

• Unit Rate for Compensation: INR 12/- (Indian Rupees twelve Only) per unit.

1. Settlement Mechanism for Period 1:

• If Deemed Generation is less than Committed Units:

Compensation = {Committed units (5.a) minus Deemed Generation(5.b(i))} multiplied by unit rate for compensation(5.b(iii))

• If Deemed Generation is greater than Committed Units: No Compensation is required.

Carry forward units = Deemed Generation( 5.b(i)) minus Committed units(5.a)

1. Settlement Mechanism for Period 2:

• If Deemed Generation + carry forward units < Committed Units:

Compensation = {Committed units (5.a) minus Deemed Generation(5.b(i)) Minus Carry forward units} multiplied by unit rate for compensation(5.b(iii))

• If Deemed Generation + carry forward units < Committed Units: : No Compensation is required.

Kindly refer to Schedule B (Scope of Plan) for an example of settlement mechanism.

1. SAVINGS GUARANTEE DATA SOURCE

• The savings guarantee shall be calculated based on data retrieved from the inverter portal, supported by backup data stored within the inverter itself.

• Any excess units generated in Year – 1 shall be carried forward for adjustment in the period from the 2^nd Year to the end of the 5^th Year.

SCHEDULE D

Buy-Back Terms and Condition

WHEREAS,

A.         The Company is engaged in the business of designing, supplying, installing and maintaining rooftop solar power systems for residential and commercial customers.

B.          The Customer is enrolled under, and has expressly agreed to be bound by, the Company’s GOODZERO™ Pro Plan agreement (“GOODZERO™ Pro Agreement”), pursuant to which the Customer has installed a rooftop solar power system (“System”) at the Premises. Under the GOODZERO™ Pro Agreement, the Customer is offered an option to invoke a buyback of the System subject to satisfaction of the applicable eligibility conditions contained therein.

C.          The acquisition of the System was financed by the NBFC under a loan agreement dated [•](“Loan Agreement”), and the NBFC holds an exclusive charge over the System until full repayment of all outstanding dues under the Loan Agreement.

D.         The Company has agreed to purchase the System from the Customer, subject to the eligibility criteria and other terms and conditions set out in this Agreement.

E.          The Parties are entering into this Agreement to record the terms governing the purchase of the System by the Company, including settlement of the Customer’s outstanding loan with the NBFC, payment of the purchase price to the Customer, and possession of the System by the Company.

NOW, THEREFORE, in consideration of the mutual covenants, representations, warranties, and agreements set forth herein, the Parties hereby agree as follows:

1.           BUYBACK REQUEST

1.1.       The Customer may invoke a buyback of the System only if the Customer satisfies all eligibility conditions, performance requirements, exclusions, and monitoring standards prescribed under Clause 2 (Eligibility Criteria) of the GOODZERO™ Pro Agreement (“Eligibility Criteria”). For the avoidance of doubt, the Customer acknowledges and agrees that the buyback option made available under the GOODZERO™ Pro Agreement is subject to the strict fulfilment of such Eligibility Criteria, including the Company’s determination of Deemed Generation, Deemed Generation Loss, and all related performance parameters, which shall be final and binding.

1.2.       Any request for buyback made by the Customer without meeting such criteria or without establishing such underperformance shall be invalid and unenforceable, unless otherwise agreed in writing by the Company. Further, the Company may, at its sole discretion, accept deviations of up to 3 % from such requirements, which shall be determined by the Company. Any deviation beyond such tolerance shall render the System ineligible for buyback, and the Company shall have no obligation to proceed with the transaction.

1.3.       Any buyback invoked and approved in accordance with the GOODZERO™ Pro Agreement shall be undertaken strictly in accordance with Clause 10 (Buyback Option) and Schedule D (Buyback Terms and Conditions) of the GOODZERO™ Pro Agreement.

1.4.       The Company shall not be liable for any indirect, incidental, or consequential loss suffered by the Customer in connection with any refusal to entertain a buyback request that does not meet the criteria specified in Clause 2 (Eligibility Criteria) of the GOODZERO™ Pro Agreement.

2.           INSPECTION OF SYSTEM

2.1.       All inspection, performance verification, monitoring, and assessment of the System for the purpose of determining the Customer’s eligibility for buyback shall be carried out in accordance with Clause 10 (Buyback Option) of the GOODZERO™ Pro Agreement. The Customer acknowledges that such inspection and verification under the GOODZERO™ Pro Agreement shall be final and binding for determining eligibility.

2.2.       The Customer shall provide or cause to be provided, full access to the System, including but not limited to operational data, maintenance records, and related documentation, and shall reasonably cooperate to facilitate such inspection. The Customer shall ensure that the System is made available in a safe and operable condition for the purpose of inspection.

2.3.       Prior to acceptance of any buyback request, the Company shall be entitled to conduct a physical and technical inspection of the System, at its own cost, to verify compliance with the requirements of this Agreement. The Customer shall provide full cooperation and access to the premises to enable such inspection. Further, In the event an inspection reveals that the Customer has failed to meet the Eligibility Criteria or has otherwise made an invalid or frivolous buyback request, the Customer shall reimburse the Company for all reasonable costs and expenses incurred in connection with such inspection.

2.4.       The results of the inspection and performance verification carried out by the Company shall be final and binding on the Customer for the purposes of determining eligibility for buyback, unless otherwise established by an independent third-party expert mutually appointed by both Parties.

3.           BUYBACK PRICE AND PAYMENT

3.1.       Subject to Eligibility Criteria, the consideration payable by the Company for the purchase of the System (“Buyback Consideration”), together with the manner, sequence and timelines of its payment, shall be as set out in Clause 10 (Buyback Option) along with Schedule D (Buyback terms and Conditions) of the GOODZERO™ Pro Agreement. The payment sequence, mode, and routing of such Buyback Consideration for execution of the buyback involving the NBFC shall be as set out in Schedule A (Buyback Price and Payment Schedule) to this Agreement.

3.2.       The Customer acknowledges that the System is financed under a loan facility from the NBFC and is subject to the terms of the Loan Agreement. Title and rights in the System shall remain encumbered until the Customer discharges all outstanding dues under the Loan Agreement or the Company takes upon those obligations.

3.3.       Notwithstanding of anything contained in this Agreement  but subject to the Eligibility Criteria, the Company may, at its sole discretion, agree to proceed with a buyback prior to full discharge of the loan, provided that:

a)          Upon approval of the buyback by the Company, the Company shall pay the Buyback Consideration which shall be up to an amount equal to the outstanding principal and accrued interest payable under the Loan Agreement as on the buyback settlement date (“Outstanding Loan Amount”), directly to the NBFC towards settlement of the Customer’s loan account. Such payment shall constitute the sole, complete, and maximum financial liability of the Company in respect of the Customer’s loan;

b)          any balance amount remaining after such settlement (if any) shall be paid to the Customer; and any amount payable to the Customer, if any, after settlement of the Outstanding Loan Amount with the NBFC shall be limited strictly to the Buyback Consideration determined in accordance with the applicable buyback compensation slab under Clause 10 and Schedule D of the GOODZERO™ Pro Agreement, and only where such Buyback Consideration exceeds the Outstanding Loan Amount; it being expressly clarified that no amount shall be payable to the Customer beyond such eligible Buyback Consideration.

c)           upon such payment, the NBFC shall issue a no-dues/loan closure certificate, and the Customer shall transfer clear title of the System to the Company.

   Any payment made by the Company to the NBFC pursuant to Outstanding Loan Amount shall be strictly subject to the NBFC’s written confirmation of the amount outstanding under the Loan Agreement, which shall be confirmed by the Company and the NBFC. Upon receipt of the final payment from the Company in accordance with such confirmed outstanding dues, and subject to the NBFC’s prior approval and provision of a detailed loan working, the NBFC shall, within 30 working days, issue a no-dues certificate and a loan closure letter, without any delay. .

3.4.       The Parties agree that payment of the Buyback Amount in accordance with Schedule A (Buyback Price and Payment Schedule) shall constitute full and final settlement of the Customer’s entitlement in respect of the System

3.5.       All costs and expenses in relation to the inspection, dismantling, removal, transportation and repossession of the System shall be borne exclusively by the Company.

3.6.       All applicable taxes, duties, levies, or charges arising in connection with the buyback shall be borne by the Customer, unless expressly provided otherwise in Schedule A (Buyback Price and Payment Schedule).

3.7.       The Company’s obligation to proceed with the buyback shall be conditional upon: (a) receipt of a written confirmation from the NBFC specifying the Outstanding Loan Amount and applicable Foreclosure Charges (as defined below), if any; and (b) the NBFC’s confirmation that, upon receipt of the Outstanding Loan Amount (and Foreclosure Charges, if applicable), it shall issue a no-dues certificate and release its charge over the System.

3A.   FORECLOSURE AND LOAN SETTLEMENT

3A.1.   The Parties acknowledge that the System is subject to an exclusive charge in favour of the NBFC under the Loan Agreement and that any buyback of the System by the Company may require foreclosure or pre-closure of the Customer’s loan account with the NBFC.

3A.2. Where the Company agrees, in accordance with Clause 3.3 (a) of this Agreement, to settle the Outstanding Loan Amount with the NBFC as part of the buyback transaction, such settlement shall be limited strictly to the Outstanding Loan Amount expressly confirmed in writing by the NBFC and the Company, and shall be subject to the terms and conditions imposed by the NBFC, including any applicable foreclosure or prepayment charges.

3A.3. Any foreclosure charges, prepayment penalties, documentation charges, taxes, or other costs levied by the NBFC in connection with the foreclosure or closure of the loan account (“Foreclosure Charges”) shall be borne exclusively by the Company, unless expressly agreed otherwise in writing by the Company and NBFC.

3A.4. Except as expressly provided in this Agreement, the Company shall not be deemed to have assumed, novated, or otherwise taken over the Loan Agreement or any obligations of the Customer towards the NBFC, and the Customer shall remain solely responsible for all liabilities arising thereunder.

3A.5. Nothing contained in this Agreement shall prejudice or restrict the NBFC’s rights under the Loan Agreement until the loan is fully foreclosed and its charge over the System is formally released.

4.           TRANSFER OF TITLE AND RISK

4.1.       Title to the System shall remain vested in the Customer, subject to the NBFC’s charge/encumbrance under the Loan Agreement, until such time as the loan liability has been fully discharged in accordance with this Agreement. Further, upon complete payment of the Buyback Consideration by the Company the title shall vest with the Company.

4.2.       Risk of loss, damage, deterioration, or destruction to the System shall remain with the Customer until the earlier of: (a) the actual physical handover of the System to the Company; or (b) the commencement of dismantling, removal, or repossession of the System by or on behalf of the Company. Thereafter, such risk shall pass to the Company.

4.3.       The Customer represents and warrants that, save for the NBFC’s charge, the System is free from all other liens, charges, pledges, or encumbrances. The Customer shall indemnify and hold harmless the Company and NBFC against any claims, losses, or liabilities arising from undisclosed encumbrances.

4.4.       The Customer shall indemnify and hold harmless the Company and the NBFC against any claims, losses, or liabilities arising from any assertion that the System forms part of, or is subject to, any such mortgage or lien.

4.5.       Until transfer of both title and risk in accordance with this Clause, the Customer shall: (a) keep the System in safe, non-tampered, and operable condition in accordance with the Customer obligations set out in the GOODZERO™ Pro Agreement; (b) not sell, lease, transfer, assign, pledge, or otherwise encumber the System (other than the NBFC charge) without the prior written consent of the Company; and (c) allow the Company or its representatives reasonable access to inspect the System and related records upon prior notice.

4.6.       The Customer’s obligations under this Clause shall be interpreted consistently with the operational and maintenance responsibilities set out in the GOODZERO™ Pro Agreement.

5.           REPRESENTATIONS AND WARRANTIES

5.1.       The Customer hereby represents and warrants to the Company and the NBFC that:

(a)         the Customer is the sole and lawful owner of the System and has full right, title and authority to sell the same under this Agreement;

(b)        the System is free and clear of all liens, charges, encumbrances and claims, save and except for the charge of the NBFC under the Loan Agreement;

(c)         the Customer has not sold, transferred, assigned, leased or otherwise created any third-party rights or interests in the System;

(d)        the System has been duly installed, commissioned and is operational as of the date of this Agreement and no material defect or alteration exists except as disclosed in writing to the Company;

(e)         the Customer is not in default under the Loan Agreement, other than in respect of the amounts intended to be settled under this Agreement; and

(f)         all information, particulars and documents furnished by the Customer to the Company and the NBFC in connection with the buyback are true, correct and complete in all respects.

5.2.       The NBFC represents and warrants that it is duly registered with the Reserve Bank of India as a non-banking financial company, is entitled to carry on the business of financing, and has full corporate power and authority to enter into and perform this Agreement.

5.3.       The Company hereby represents and warrants that it is duly incorporated, validly existing and in good standing under applicable law, and has full corporate power and authority to enter into and perform this Agreement.

6.           CUSTOMER RESPONSIBILITIES

6.1.       From the date of this Agreement until completion of the buyback, the Customer shall comply with all responsibilities, obligations, restrictions and prohibitions as stipulated and as applicable to the Customer under the GOODZERO™ Pro Agreement, including obligations relating to the condition, operation, and permitted use of the System.

6.2.       Without prejudice to the foregoing, the Customer shall:

(a)         not sell, assign, transfer, lease, mortgage, pledge, hypothecate or otherwise create any encumbrance or third-party rights in respect of the System, other than the subsisting charge of the NBFC;

(b)        not remove, dismantle, tamper with or make any material alterations to the System without the prior written consent of the Company;

(c)         permit the Company and its representatives’ reasonable access to the premises for the purposes of inspection, dismantling, removal and repossession of the System in accordance with this Agreement;

(d)        cooperate fully with the Company and the NBFC in completing all formalities required for settlement of the Outstanding Loan Amount and release of the NBFC’s charge; and

(e)         promptly notify the Company and the NBFC of any event, circumstance or claim which may affect the ownership, condition or operation of the System.

7.           INDEMNITY

7.1.       The Customer shall indemnify, defend and hold harmless the Company, and its respective directors, officers, employees and representatives from and against any and all losses, liabilities, damages, claims, costs and expenses, including reasonable legal fees arising out of or in connection with:

(a)         any breach of the representations, warranties, covenants or obligations of the Customer under this Agreement;

(b)        any undisclosed encumbrance, lien, claim or third-party right over the System;

(c)         any misrepresentation or suppression of material facts by the Customer; and

(d)        any act or omission of the Customer that adversely affects the Company’s rights under this Agreement.

7.2.       The NBFC shall indemnify and hold harmless the Company from and against all losses, damages, costs and expenses arising out of any breach of its obligations under this Agreement, including any failure to release its charge over the System upon receipt of the Outstanding Loan Amount, or any act or omission that prevents or delays completion of the buyback.

7.3.       The indemnity obligations of the Customer under this Clause shall survive the termination or expiry of this Agreement and the consummation of the transactions contemplated herein.

7.4.       Limitation Of Liability: The liability of the Company under this Agreement shall, in all circumstances, be limited to the Buyback Consideration actually payable by the Company in accordance with the provisions of the Agreement. Neither party shall be liable for any indirect, consequential, incidental, special or punitive damages, including but not limited to loss of profit, loss of business, or loss of opportunity, whether arising in contract, tort or otherwise.

8.           TERM AND TERMINATION

8.1.       This Agreement shall remain in force until completion of the buyback in accordance with Clause 3 (Buyback Price and Payment) of this Agreement, unless terminated earlier in accordance with this Clause.

8.2.       The Company may terminate this Agreement immediately by written notice to the Customer and the NBFC upon the occurrence of any of the following events (“Events of Default”):

(a)         failure of the Customer to discharge the outstanding loan liability towards the NBFC in accordance with the Loan Agreement (“Unsuccessful Completion”);

(b)        any breach by the Customer of its representations, warranties, or obligations under this Agreement, including failure to cooperate in the inspection, dismantling, or transfer of the System;

(c)         any misrepresentation, concealment, or provision of materially false information by the Customer;

(d)        any encumbrance, lien, or third-party claim (other than the NBFC’s charge) being created or asserted over the System;

(e)         any insolvency, bankruptcy, liquidation, or dissolution proceedings being initiated against the Customer; or

(f)         default or failure by the NBFC to release its charge over the System upon receipt of the outstanding loan amount from the Company.

8.3.       Upon termination of this Agreement for any reason: (a) the Customer shall refund to the Company any amounts received from the Company under this Agreement, together with interest at the rate of 15% per annum from the date of receipt until repayment in full; (b) the Company shall be released from any obligation to purchase or buy back the System; (c) the NBFC shall continue to hold its charge over the System until the outstanding loan amount is fully discharged; (d) the accrued rights, remedies, and indemnities of the Parties shall survive termination; and (e) the provisions of this Agreement which by their nature are intended to survive, including without limitation Clauses 4 (Transfer of Title and Risk), Clause 6 (Customer Responsibilities), Clause 7 (Indemnity), Clause 10 (Governing Law and Dispute Resolution), and this Clause 8 (Term and Termination), shall so survive.

8.4.       Termination of this Agreement shall be without prejudice to any other rights or remedies available to the Company or the NBFC under applicable law or equity.

9.           FORCE MAJEURE

9.1.       Neither Party shall be liable for any failure or delay in the performance of its obligations under this Agreement if such failure or delay results from or is attributable to any event beyond the reasonable control of such Party, including acts of God, flood, fire, earthquake, epidemic, pandemic, explosion, war, terrorism, governmental action, labour unrest, strikes, lockouts or interruption of utilities or transportation (“Force Majeure Event”).

9.2.       The affected Party shall promptly notify the other Parties in writing of the occurrence of a Force Majeure Event and shall use reasonable efforts to mitigate the effect of such event. The obligations of the affected Party shall stand terminated by giving written notice to the other Parties, which shall relieve all the parties from their obligations under this Agreement.

10.        GOVERNING LAW AND DISPUTE RESOLUTION

10.1.    This Agreement shall be governed by and construed in accordance with the laws of India. The courts at Mumbai shall have exclusive jurisdiction over all matters arising out of or in connection with this Agreement.

10.2.    The Parties shall attempt in good faith to resolve any dispute, controversy or claim arising out of or in connection with this Agreement through mutual consultation for a period of 30 (thirty) days from the date a Party notifies the other Party of the existence of such dispute.

10.3.    If the dispute is not resolved within such consultation period, the same shall be referred to and finally resolved by arbitration in accordance with the provisions of the Arbitration and Conciliation Act, 1996, as amended from time to time. The arbitral tribunal shall consist of a sole arbitrator mutually appointed by the Parties. The seat and venue of arbitration shall be Mumbai, and the language of the arbitration shall be English.

11.        GENERAL:

11.1.        Notices: All notices, requests, demands, and other communications required or permitted to be given under this Agreement shall be served by email or registered post to the addresses specified in the title of this Agreement. Any notice sent by email shall be deemed received on the date of transmission, provided that no failure or undeliverable message is received. Notices sent by registered post shall be deemed received within 10 (ten) days of dispatch. Each Party shall ensure that its contact details remain up to date and notify the other Party of any changes promptly.

11.2.        Assignment: Neither Party shall assign, delegate, or transfer any of its rights or obligations under this Agreement to any third party without the prior written consent of the other Party, except the Company may assign this Agreement to its affiliates, sister concerns, subsidiaries without requiring consent.

11.3.        Modification: No modification, amendment, or waiver of any provision of this Agreement shall be binding unless agreed to in writing and executed by duly authorized representatives of both Parties.

11.4.        Entire Agreement: This Agreement, including all annexures, schedules, and any amendments executed in writing, along with the corresponding GOODZERO^TM Pro Agreement executed between the Parties, constitutes the entire and final agreement between the Parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, representations, or understandings, whether written or oral, relating to such subject matter.

11.5.        Survival: Any and all obligations under this Agreement which, by their very nature should reasonably survive the termination or expiration of this Agreement, will so survive.

11.6.        Severability: If any provision of this Agreement is held to be illegal, invalid, or unenforceable under applicable law, such provision shall be deemed modified to the extent necessary to make it enforceable, and if modification is not possible, it shall be severed from this Agreement. The remaining provisions shall continue in full force and effect without being impaired in any way.

11.7.        Non-Waiver: The failure of either Party to enforce any right or provision of this Agreement shall not be deemed a waiver of such right or provision. A waiver shall only be valid if provided in writing and shall apply solely to the specific instance for which it is given, without limiting the waiving Party’s rights to enforce such provision in the future.

11.8.        Specific Performance: In the event of breach of the terms of this Agreement by either Party, damages may not be an adequate remedy to the non-defaulting Party and, therefore the non-defaulting Party shall be entitled to enforce specific performance of this Agreement against the defaulting Party, and also be entitled to injunctive and other equitable relief in addition to any other remedy to which it may be entitled, under Applicable Law or in equity.

11.9.        Counterparts: This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. The exchange of copies by electronic means, including scanned PDFs or digital signatures, shall be deemed valid execution.

11.10.      Costs and Expenses: Each Party shall bear its own legal, professional, and administrative costs incurred in relation to the negotiation, execution, and performance of this Agreement, unless otherwise agreed in writing.

(The rest of the page has been left blank intentionally)

SCHEDULE E

Maintenance Services

1. Preventive Maintenance Services (PM):

• Preventive Maintenance is regular maintenance of the plant. PM shall be provided by SolarSquare on a periodic basis, commencing in subsequent days from the date the plant is commissioned and made operational at the site by SolarSquare.

• SolarSquare shall provide the Customer with 8 (eight) working hour advance notice (via Email/SMS/WhatsApp) regarding the scheduled visit for Preventive Maintenance.

• The Customer shall endeavor to make the plant available to SolarSquare for necessary maintenance.

• In the event, the Customer seeks to re-schedule the scheduled PM, such request must be promptly communicated in writing or via SolarSquare customer care, within 4 (four) hours before scheduled time of maintenance as informed through Email/SMS/WhatsApp. SolarSquare shall attempt to accommodate such rescheduling, subject to the convenience of both the Customer and SolarSquare.

• In the event the Customer fails to comply with Schedule A (Obligations of the Customer), including untimely requests for rescheduling of Preventive Maintenance (PM), SolarSquare shall have the right to reschedule the PM at its discretion, and such visit may be chargeable to the Customer at INR 1,500/- (Indian Rupees One Thousand Five Hundred Only) per visit. The Customer may request rescheduling only once per PM cycle and up to a maximum of 04 (four) times in a calendar year. Beyond this permitted flexibility, any failure by the Customer to make the plant available for PM, whether due to untimely rescheduling, non-cooperation, or lack of access, shall result in (i) the PM visit being considered completed for the purpose of the GOODZERO^TM Pro Plan, (ii) any resulting generation loss being treated as Deemed Generation under Clause 7, and (iii) SolarSquare bearing no responsibility for such loss. Repeated non-compliance may entitle SolarSquare to terminate the guaranteed generation plan.

• Any generation loss due to Customer ‘s failure to make the plant available for PM shall not be covered under the guaranteed generation.

1. Corrective Maintenance (CM):

• Corrective Maintenance shall be scheduled in the event there are any corrective actions required to fix issues reported or observed at the plant by the monitoring team of SolarSquare.

• In the event any issue is identified by SolarSquare team and requires assistance of the Customer over phone, for correcting the issues, for instance, switching on or switching off the system, etc., the Customer shall be duty bound to provide the necessary assistance to SolarSquare. This call shall be made by SolarSquare team tentatively in the hours between 09:00 AM and 07:00 PM.

• SolarSquare shall notify the Customer 2 (two) working hours in advance (via Email/WhatsApp/SMS) regarding the scheduled visit for any Corrective Maintenance.

• The Customer shall make the plant available to SolarSquare for necessary corrections.

• In the event Customer seeks to reschedule the scheduled CM, such request must be communicated in writing or via SolarSquare Customer Care up to 4 (four) hours before scheduled time of maintenance as informed through Email/WhatsApp. SolarSquare on receipt of such email/intimation at Customer Care from Customer, shall try to reschedule the CM at the earliest possible date as convenient to both Customer and SolarSquare.

• In the event due to re-scheduling of CM by the Customer, CM is not possible within 24 (twenty-four)  hours from the date when SolarSquare first scheduled date of CM visit to the Customer, in that case, no fault for same would be attributable to the SolarSquare and generation for the said period (that is, between date when CM was suggested by SolarSquare and the date on which CM is actually completed) would be excluded from being considered under the present generation guarantee.

• Failure of the Customer to timely reschedule the CM or failure to comply with Schedule A (Obligations of the Customer) may result in SolarSquare rescheduling the CM, which may be chargeable to the Customer at INR 1500/- (Indian Rupees One Thousand Five Hundred Only) per visit and deemed generation.

1. Customer Initiated Service Request:

• Any Customer initiated service request shall be addressed on the SolarSquare customer care at 98 3000 3000 and escalated to the field team based on the severity of the issue. The Customer will extend his/her full cooperation to SolarSquare team, to resolve issues relating to the plant over phone.

• In case reported issues is not rectifiable over the phone, SolarSquare shall schedule a visit to the site and intimate Customer on Email/WhatsApp/SMS, within 72 (seventy-two) hours from the date when any issue is reported by the Customer.

• For the physical visit of SolarSquare team, condition of CM under this Schedule E (Maintenance Services) would be read and be applicable as its for Customer initiated service request.

•      In the event that any Service Request results in a wasted visit due to reasons attributable to the Customer, including but not limited to unavailability of the Customer or its authorized representative at the scheduled service address, inability to provide necessary access, failure to provide required information or Remote Troubleshooting Support when requested, or cancellation, the Company shall be entitled to levy a visit fee of INR 500 (Indian Rupees Five Hundred only) as Visit Charges.

SCHEDULE F

TRANSFER-ASSIGNMENT FORM 

(To be filled when the house / property ownership changes)

Declaration by Existing Customer

I confirm that:

1. I have sold / transferred the house / property / office / property where the Solar Plant is installed.
2. I understand that the Solar Plant is fixed to the property and goes to the new owner.
3. I give up all rights and benefits under the SolarSquare plan once the property is transferred.
4. I confirm that there are no dues pending (unless mentioned separately).
5. I understand that any delay in informing SolarSquare will not increase or extend the Agreement.

Declaration by New Owner

I confirm that:

1. I now own this property.
2. I have understood the SolarSquare plan that applies to this Solar Plant.
3. I agree that the same plan continues from the date it originally started.
4. I agree there is no restart / renew / reset of service period.
5. I will follow all usage and service conditions.
6. I shall stand in the same position as the previous Owner under this Agreement and shall assume all rights and obligations in respect of the Solar Plant from the effective date of transfer.

   Schedule G : Insurance Coverage

NEW INDIA – Bharat Flexi Griha Raksha (Base Policy)

UIN: IRDAN190RPPR0032V02202223 What is Covered vs What is Not Covered

Note: This document is a simplified extract of the Bharat Flexi Griha Raksha Base Policy. Coverage is subject to complete policy terms, conditions, exclusions, deductibles and sum insured as issued by The New India Assurance Co. Ltd.