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  1. Definitions

The following definitions apply, except where the context otherwise requires:

Applicable Law means all laws, regulations, directives, statutes, subordinate legislation, common law and civil codes of any jurisdiction, all judgments, orders, notices, instructions, decisions and awards of any court or competent authority or tribunal having jurisdiction over the Parties or the location where the Services is performed and all codes of practice having force of law, statutory guidance and policy notes and any amendments thereto.

Claim means any actions, claims, causes of action, demands, debts, losses, damages, costs (including legal costs) expenses and liabilities, in law, contract or tort relating to, arising from or in connection with the Contract.

Claim Procedure means the forms required to be completed for claim submissions

Consequential Loss means (a) any consequential, indirect, punitive or special losses under the Applicable Law, and (b) any loss of product, loss of actual or anticipated profit or revenue, loss of contract, business interruption or increased cost of working, whether direct or indirect.

Contract means the Invoice issued by EasyPower together with these Standard GTCs and specific T&Cs with any appendices, schedules and/or amendments agreed in writing.

Customer means the buyer, person, company, firm, or legal entity who purchases the Goods and/or Services.

EasyPower means EasyPower Solar South Africa (PTY) Ltd company constituted under the laws of South Africa with its head office located at 54 Malta Road Cosmos Business Park Johannesburg South Africa.

Goods means any product or material as agreed in the Invoice issued by EasyPower to Customer.

GTCs means the General Terms and Conditions containing the provisions of this document, which are an integral part of the Contract.

Invoice means a document issued by EasyPower to specify Goods y/o Services to be provided and their corresponding cost.

Normal working hours means between 8 a.m. and 5 p.m. Monday to Friday excluding Public Holidays.

Party means EasyPower or the Customer; and Parties means both.

Price means the amount as set out in the Quotation or Invoice. The amount shall be exclusive VAT, Withholding Tax, and importation taxes when applicable.

Quotation means the offer issued by EasyPower to sell Goods and or Services, valid for a period of 30 days from the day of issue thereof, provided that EasyPower has not previously withdrawn it.

RoE means the exchange rate used to calculate the Price.

T&Cs means the general warranty policy.

Third Party means any person who is not a member of EasyPower or its customer.

Warranty means the warranty conditions applicable as per T&Cs


  1. Application of Terms

    1. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of EasyPower which is not set out in the Contract.

    2. Any claim against EasyPower (or its duly authorized agents) for harm (physical or economical) suffered by a person or property due to the failure, defect or hazardous nature of the Goods sold by EasyPower must provide full details of the extent and cost of such harm and include particulars of the steps taken (by all parties) to avoid or limit such harm.

    3. If there is any conflict between the terms of (i) the Invoice and (ii) the Standard GTCs or any other document forming part of the Contract, the terms of the Invoice shall prevail.

    4. Each Quotation shall be deemed to be an offer subject to these GTCs and T&Cs.

    5. No order placed by the Customer shall be deemed to be accepted until a written acknowledgement of the order is issued by EasyPower or EasyPower delivers the Goods to the Customer; whichever is the earlier.

    6. The Customer shall ensure that the terms of its order and any applicable specification/s are complete and accurate.

    7. The Contract relates to the supply of Goods and is not extended to any advice or assistance sought by the Customer including but not limited to, any advice or assistance concerning the storage, installation, commissioning use, maintenance, or suitability of any Goods. If the Customer requests for EasyPower to provide any advice or assistance which falls outside the scope of the Contract and EasyPower agrees to provide such advice or assistance, this shall be strictly undertaken on the basis that  EasyPower is endeavoring to help as a first point of reference only. It is entirely the Customer's responsibility to ensure that the suitability of the Goods, for the intended application and the installation commissioning, use, and maintenance of electrical or mechanical services are dealt with by a suitably qualified engineer to ensure all applicable standards and regulations have been complied with.


  1. Description

    1. The quantity and description of the Goods shall be as set out in the Quotation or Invoice

    2. Except where indicated otherwise, all samples, drawings, descriptive matter, specifications and advertising issued by EasyPower,  any descriptions or illustrations contained in EasyPower's catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods described in them (“examples”).

    3. The examples described herein shall not form part of the Contract and the sales effected by the EasyPower are not sales by sample. EasyPower will not be held liable for any inaccuracies described/ featured in these examples.

    4. All examples are property of EasyPower and EasyPower shall retain all rights to the copyright therein.


  1. Price

    1. Price of the Goods shall be the amount as set out in the Quotation and shall be exclusive VAT, Withholding Tax, and importation taxes when applicable.

    2. Price of the Goods shall be exclusive costs or charges in relation to packaging, loading, unloading, carriage and insurance, all which amounts will be payable by the Customer at the same time with the price to allow delivery and collection.

    3. Price has been calculated based on the RoE detailed in the Quotation. Any fluctuation on the RoE will entitle EasyPower to index the price of the Goods at the time of order placing and payment.

    4. EasyPower reserves the right to increase the price of the Goods to reflect any increase in the cost of the Goods. This increase will be due to factors including but not limited to foreign exchange fluctuations, taxes, duties, cost of logistics or labour, materials, or any manufacturing cost. In this event, the Customer has the right to cancel the Contract within 3 days of any of such notice by EasyPower.


  1. Payment

    1. Customer shall pay the price for the Goods in accordance with Quotation issued by EasyPower.

    2. If any sum due under the Contract is not paid by Customer within the 7 days of becoming due, then Customer shall pay interest to EasyPower on the amount outstanding of 2% per month.

    3. No payment due to EasyPower under the Contract shall be deemed to have been paid until EasyPower receives and clears the funds.

    4. Customer shall be liable for all costs incurred by EasyPower in the recovery of any amount or the enforcement of any rights which it has hereunder on an attorney and own Customer scale and cost of counsel as on brief whether incurred prior to or during institution of the legal proceedings or if judgement has been granted in connection with the enforcement of such judgement.


  1. Delivery

    1. Goods quoted ExStock, custom made and or large quantities are subject to availability and lead times. Availability will be confirmed by EasyPower to Customer upon reception of the payment.

    2. Incoterms® 2010 shall at all times apply to the procurement of Goods.

    3. Unless otherwise agreed in writing in the Invoice, delivery and collection of the Goods shall take place at EasyPower’ s place of business.

    4. The date of the delivery will be as agreed between the Parties. If no such date is specified, delivery and collection shall take place within a reasonable time from the date of full or partial payment of the Goods.

    5. If for any reason, the Customer fails to collect or accept delivery of the Goods, the Goods shall be deemed to have been delivered and any risk shall pass to the Customer. EasyPower may store the Goods at the Customer's risk until delivery or collection takes place, where upon the Customer shall be liable for all related cost and expenses relating to the delivery and storage of the Goods.

    6. The parties may agree that delivery of the Goods may take place in separate instalments. Each separate instalment falls in accordance with the provision of the Contract under the same GTCs. Each instalment shall be a separate Contract and no cancellation or termination of any Contract related to an instalment shall entitle the Customer to repudiate or cancel any other Contract or instalment.

    7. If the Goods are not in accordance with the Contract and the Customer intends to reject the Goods, the Customer may do so within 7 days after Delivery or Collection. After 7 days have lapsed, the Goods shall be deemed to been accepted by Customer.

    8. In the event of the Customer rejecting the Goods, the Goods shall be returned to EasyPower at the Customer's expense, in the same conditions and package delivered to or collected by the Customer.

    9. Any Goods collected or delivered to the Customer will be accepted for return with the prior written notice by the Customer to EasyPower and with the written acceptance of EasyPower to the Customer for the return of such Goods. The terms for the return will be determined at the absolute discretion of EasyPower.

    10. It is the responsibility of the Customer to ensure that all the Goods delivered by Easypower are in accordance with the Invoice. If there is any shortage or discrepancy, the Customer must notify EasyPower within 7 days, if no notice has been given to EasyPower of any shortage of Goods, the Goods including the shortage will be deemed to have been accepted by the Customer.


  1. Quality

    1. Where Easypower is not the manufacturer of the Goods, EasyPower shall endeavor to transfer to the Customer the benefit of any Warranty or guarantee given to EasyPower by the corresponding manufacturer as indicated in the T&Cs.

    2. EasyPower reserves the right to change the technical data and/or specifications of the Goods, either to comply with any applicable safety or statutory requirements, or which do not materially affect the quality of or performance of the Goods.

    3. EasyPower shall not be liable for a breach of the warranty unless (i) Customer gives written notice of the defect (ii) if the defect is as a result of damage in transit to the carrier, within 3 days of the time when the Customer discovered or ought to have discovered the defect; and EasyPower is given a reasonable opportunity after receiving the notice of examining such Goods and the Customer (if asked to do so by the EasyPower) returns such Goods to EasyPower's premises of business at the Customer's cost for the examination to take place there.

    4. EasyPower will not be liable for breach of the Warranty if (i) Customer makes any further use of such Goods after giving notice to EasyPower or (ii) the defect arises because Customer failed to follow EasyPower’s oral or written instructions regarding the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice; or (iii) the Customer alters or repairs such Goods without the written consent of EasyPower.

    5. If any of the Goods do not conform with the Warranty conditions, EasyPower shall at its discretion repair or replace such Goods (or the defective part) or refund the Price.

    6. The Customer shall, at its own expense, return the Goods or the part of such Goods which are defective to EasyPower.


  1. Risk

    1. The risk of the goods is borne by the Customer (i) upon Customer's full or partial payment of the Goods or (ii) at the time of the delivery or collection of the Goods whichever occurs first. 


  1. Title

    1. Ownership of the Goods shall not pass to the Customer (notwithstanding that EasyPower shall always retain full legal, equitable and beneficial ownership in any part of the Goods) until EasyPower has received in accordance with Invoice issued, all sums due to it whit respect to the Goods.

    2. Until Ownership of the Goods has passed to the Buyer through full payment plus delivery or collection, EasyPower may store the Goods at Buyer’s expense and risk.

    3. On termination of the Contract, howsoever caused, EasyPower’s (but not the Customer's) rights under this clause shall remain in effect.


  1. Warranty

    1. Warranty of the products will be in accordance with T&Cs general warranties policy available at


  1. Intellectual Property

    1. All intellectual property associated with design, calculations, plans or any other product developed by EasyPower in relation to the Goods will be owned by EasyPower. The Customer is fully aware that usage of these products for purposes not authorized in this GTCs or without previous EasyPower’s approval will generate unquantified damage to EasyPower.


  1. Confidentiality

    1. Any information disclosed by or on behalf of EasyPower to the Customer shall be treated as confidential by the Customer and shall be used only in connection with the Contract.


  1. Indemnities

    1. EasyPower shall indemnify, defend and hold Customer harmless against all Claims in respect of: (i) loss of or damage to property of EasyPower whether owned, hired, leased or otherwise provided by EasyPower  (ii) personal injury including death or disease to any person employed by EasyPower; (iii) injury  or sickness, disease or death of any Third Party or loss of or damage to any property of any Third Party (in both instances to the extent caused by EasyPower); and (iv) any Consequential Loss of EasyPower arising out of or in connection with the Contract.

    2. The Customer shall indemnify, defend and hold EasyPower harmless against all Claims in respect of: (i) loss of or  damage to property of Customer whether owned, hired, leased or otherwise provided by Customer  (ii) personal injury including death or disease to any person employed by Customer ; (iii) injury to or sickness,  disease or death of any Third Party or loss of or damage to any property of any Third Party (in both instances to the extent caused by Customer); and (iv) any Consequential Loss of Customer  arising out of or in connection with the Contract.

    3. All exclusions and indemnities given under this clause, apply irrespective of whether any claim is made in tort, contract or otherwise at law and apply irrespective of cause and notwithstanding the negligence (including gross negligence) or breach of duty (whether statutory or otherwise) of the indemnified party or any other entity or party.


  1. Limitation of Liability

    1. EasyPower limits their liability to (i) replacing the Goods within a reasonable time or (ii) issue a credit note at the pro rata Contract rate against any invoice raised for such Goods.


  1. Termination

    1. Should the Customer fail, refuse or neglect to make payment of any amounts due and payable in term of the Contract, EasyPower shall be entitled, in addition to any other rights or remedies it might have in Applicable Law, to (i) immediately cancel the Contract on written notice, (ii) remove its equipment without hindrance (iii) institute an action for damages.

    2. If the Contract is cancelled by the Customer for any reason whatsoever after reception of any payment, the payment will be considered as a deposit and it will be forfeited to EasyPower and the balance of the Contract price as listed in the invoice shall become due and payable by Customer.


  1. Force Majeure

    1. If EasyPower is prevented from or delayed in the carrying out its obligations under the Contract due to circumstances beyond the reasonable control of EasyPower including, without limitation acts of God, governmental actions, war or national emergency, acts of terrorism, protest, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either Party’s workforce) default on the part of any subcontractor, restraints or delays affecting


  1. Governing Law

    1. The Contract is governed by, construed, interpreted and applied in accordance with the laws of South Africa.


  1. Dispute Resolution

    1. Any dispute or controversy arising out of or in connection with the Contract or the subject matter hereof, including any dispute concerning: (a) The existence, validity, breach, termination or cancellation and effect of the Contract or the rectification thereof (b) damages in contract, tort, equity or compensation for unjust enrichment or any other Claim, whether or not the rest of this Contract apart from this clause is valid and enforceable, which is not amicably settled by the Parties within thirty (30) days of the dispute first arising, shall be finally settled by arbitration under the rules of AFSA in South Africa.

    2. The seat of the arbitration shall be South Africa. The language of the arbitration shall be English.

    3. The Parties agree that the decision or award of the arbitrator will be final and binding on the Parties.

    4. This clause  is a separate, divisible agreement from the rest hereof and shall: (a)not be or become void, voidable or unenforceable by reason only of any alleged misrepresentation, mistake, duress, undue influence, impossibility (initial or supervening), illegality, immorality, absence of consensus, lack of authority or other cause relating in substance to the rest hereof and not to this clause. The Parties intend that any such issue shall be subject to arbitration in terms of this clause; (b) be governed by and construed in accordance with the governing law in clause 20; and (c)remain in effect even if the Contract terminates for whatever reason.


  1. General

    1. Acceptance by the Customer of these terms and conditions shall be deemed to have taken place if the Customer places an order and pays for the Goods in accordance with the Quotation issued by EasyPower.

    2. The Contract constitutes the entire agreement between the Parties concerning the supply and installation of the System and supersedes all prior negotiations, representations or agreements either written or oral. The Parties will not be bound by any statement, representation, promise, inducement or understanding of any kind or nature not recorded herein.

    3. No amendment or consensual modification of, or to, this Contract, shall be effective unless made in writing and signed by the Parties.

    4. If any provision of the Contract is found by any court, arbitrator or entity of competent jurisdiction to be invalid or unenforceable, the invalidity or unenforceability shall not affect the other provisions of the Contract and all provisions not affected by the invalidity or unenforceability shall remain in full force and effect.

    5. The Contract does not create a partnership, joint venture or similar association between the Parties, and neither shall have the authority to represent or bind the other unless specifically agreed.

    6. EasyPower reserves the right in its sole discretion to vary these terms and conditions.

    7. Any notice under the Contract shall be delivered in writing in the English language personally, by email to the other Party.


  1. Interpretation

    1. The headings are for convenience only and do not affect the interpretation or construction of the Contract.

    2. The word “including” is not limiting, irrespective of whether non-limiting language such as” without limitation” are used with reference thereto.

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