Rewatt Credit Program Terms and Conditions

ALBERTA TIER OFFSET PROGRAM PARTICIPANT AGREEMENT

Last Updated: October 12, 2023

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE PARTICIPATING IN THE REWATT SOLAR CREDIT PROGRAM

The Agreement

These terms and conditions for your participation in the Rewatt Solar Credit Program (defined below) together with the privacy policy found at Rewatt Privacy Policy (the “Privacy Policy”) and any additional terms and conditions that are expressly incorporated by reference (collectively, the “Agreement”) constitute a legal agreement and are entered into by and between you (the “Participant”) and Rewatt Power Inc., a corporation incorporated under the federal laws of Canada (“Rewatt”). The Agreement sets out the terms and conditions upon which Rewatt is prepared to allow Participants to participate in the Rewatt Solar Credit Program.

BY SIGNING THE LETTER AGREEMENT OR CLICKING ACCEPT TO THE ELECTRONIC VERSION, THE PARTICIPANT ACCEPTS AND AGREES TO BE BOUND AND COMPLY WITH THE AGREEMENT. IF THE PARTICIPANT DOES NOT AGREE TO THE TERMS AND CONDITIONS SET OUT IN THE AGREEMENT, THE PARTICIPANT MUST NOT PARTICIPATE IN THE REWATT CREDIT PROGRAM.

Changes to the Agreement

Unless otherwise provided herein, Rewatt reserves the right to, in its sole discretion, amend the terms and conditions of the Agreement from time to time. Any and all such amendments are effective immediately upon posting to Rewatt Website and apply to all access to and continued participation in the Rewatt Solar Credit Program. The Participant agrees to periodically review the terms and conditions in order to be aware of any such amendments, and the Participant’s continued participation in the Rewatt Solar Credit Program shall be deemed acceptance of the amended Agreement.

Rewatt Solar Credit Program

The Participant will utilize Rewatt’s platform to develop credits from distributed solar generation under the Alberta TIER Offset System on the terms and conditions set out in this Agreement.
The Participant acknowledges that Rewatt will exercise its sole discretion to determine the site’s eligibility for the Rewatt Solar Credit Program. If a site meets the eligibility criteria to participate in the Rewatt Solar Credit Program, Rewatt will proceed to register the site in the Aggregated Solar Credit project, referred to as an “Aggregated Project”, then:
1. The Participant will agree to Rewatt Platform terms and conditions appointing Rewatt as the Authorized Representative/Registered Creator.
2. Rewatt and an Authorized User will, for and on behalf of the Participant:
  - Onboard sites onto the Rewatt Platform.
  - Review the Site Details.
  - Verify and Report Assets.
  - Facilitate the sale, assignment, transfer, and conveyance by the Participant of the Emission Credits.
The Participant further acknowledges and understands that the Participant must participate exclusively in the Rewatt Solar Credit Program commencing on the date the application is received and ending in accordance with the termination clause, as outlined in Section 6 of the agreement.

Authorized Users and Payees

To access and use the Services, the Participant must first sign up for, open and maintain an account with Rewatt online at Rewatt Account (a “Rewatt Account”).
The person or entity participating can choose to authorize individuals or organizations to act on their behalf.
The Participant has the ability to designate a payee to receive payments on their behalf.
Each Authorized User must provide the requisite information, which is accurate, valid, and complete, to create an account to access and use the Services.
The Participant agrees to retain and safeguard their Login Credentials and to notify Rewatt of any unauthorized access.
The Participant is liable for all activities associated with any Authorized User Account.

Fees and Compensation

For Transactions completed, the Participant agrees to pay to Rewatt 25% of the gross proceeds from such Transaction (the “Fees”).
The earning disbursement for each calendar year shall become due and payable by Rewatt to the Payee, within 30 days after monetization.
Rewatt does not guarantee the pricing of Distributed Renewable Offsets.

Term and Termination

The Agreement Term: The Participant agrees to participate in the Rewatt Credit Program commencing on the Effective Date and ending on the 10th anniversary of the Effective Date unless otherwise extended or terminated.
The Agreement may be terminated by either Party under certain conditions such as material breach or bankruptcy.

Representations and Warranties of the Participant

The Participant hereby represents and warrants to Rewatt that:

The Participant is duly incorporated or formed and organized under applicable laws.
The Participant has the power to enter into the Agreement.
There are no requirements to obtain third-party approvals for the Participant to perform its obligations under this Agreement.

Participant Acknowledgements

The Participant acknowledges that Rewatt has the right to continuously upgrade the Rewatt Platform.

Notice

The Participant assumes the responsibility to notify Rewatt of any significant changes impacting integration or functionality.
Notices must be in writing and delivered to the addresses specified in accordance with the Agreement.

Limitation of Liabilities

Rewatt shall not be liable for certain types of damages arising out of the Agreement.

Miscellaneous

The Agreement shall be governed by the laws of the Province of Alberta.
The Agreement constitutes the entire agreement between the Parties regarding the Rewatt Credit Program.

Definitions

“Aggregated Project”: A project that involves aggregating the Distributed Renewable Offset assets from multiple Participants.
“Authorized Users”: Individuals authorized to access and use the Services.
“Effective Date”: The date the participant agrees to the terms during the application process.
“Payee”: The legal entity assigned to receive payment for the credits.

Rewatt Power is a financial technology company that aggregates and brokers carbon credits.