PWReady Program Terms and Conditions (“T&Cs”)
Between Customer and Generac Grid Services LLC
Welcome to the PWReady Program (the “Program”) presented by Generac Grid Services LLC (“Generac”). Throughout these T&Cs, the references to “you” and “your” refer to you as the undersigned Generac customer, participant in the Program, account holder with Arizona Public Service (“Utility”), and owner of a Generac PWRcell™ Solar + Battery Storage System (“PWRcell”) that is connected to the electrical system of your home. Your participation in the Program is governed by these T&Cs.
THIS PROGRAM IS VOID WHERE PROHIBITED BY LAW.
How the Program Works. The Program utilizes energy stored in your PWRcell batteries to help distribute power to the electric grid during times of peak energy use. For participating in the Program in accordance with these T&Cs, you will receive either: (i) an upfront discount on the purchase of your PWRcell battery; or (ii) a payment of $4,000, as reflected on the attached Schedule A (“Payment”). The calculation of your Payment reflects the usable capacity of your PWRcell battery.
The length of the term of the Program will be from the date of your enrollment through 2029 (“Term”). These T&Cs shall be in effect for the Term, unless terminated earlier in accordance with these T&Cs. At the end of the Term, Generac may contact you about future incentive programs for which you may be eligible at that time, including reenrollment in the Program or other Generac programs. You are also free to withdraw from the Program at any time by submitting your request here. If you withdraw from the Program prior to the completion of the Term, you will be responsible for returning a pro-rated share of the payment your received or the upfront discount you received on your battery purchase at enrollment, as applicable (“Early Withdrawal Fee ”). The Early Withdrawal Fee will be calculated as follows: Number of Months Remaining in your Term divided by Total Number of Months in your Term multiplied by the Payment. Generac will calculate the Early Withdrawal Fee and email you upon receiving your request to unenroll from the Program. If you decide at that time that you would like to unenroll, Generac will mail you an invoice for the Early Withdrawal Fee.
During the Program, Generac and your Utility will initiate a number of demand reduction and/or load-shifting events (“Events”). In response, Generac will remotely manage your PWRcell to prepare for and perform in these Events. The participation of your PWRcell in these Events is a required component of the Program, and you agree to use your best efforts to participate in the maximum number of these Events during the term of the Program. The number and nature of the Events will be decided by your Utility and Generac. Generac will provide a way for you to opt-out of specific Events. If you opt-out of more than five events during a calendar year, Generac reserves the right to remove you from the Program prior to the completion of your Term. If you are removed prior to your Term, Generac reserves the right to assess the Early Withdrawal Fee.
Participation in the Program will not affect your PWRcell warranty, which will remain in full force and affect in accordance with its terms.
Program Requirements.The following describes your additional requirements for participation in the Program. Your failure to comply, in the sole discretion of Generac, with any of these requirements below or any other obligation or requirement of these T&Cs or the Program, may at any time result in: (a) suspension or disqualification and unenrollment from the Program; (b) the imposition of an Early Withdrawal Fee, as described above, or (c) the termination of these T&Cs, and any such results shall be final and binding in all respects and without liability to Generac.
- You must apply, be accepted into, and continue to participate in the Program for the full Term.
- You must maintain an internet connection (“Connectivity”) to your PWRcell that is sufficient, in Generac’s sole discretion, to enable Generac to remotely manage and control your PWRcell.
- You must not in any way cause or permit any third party to cause any persistent or lasting interference with your PWRcell, its Connectivity, or any connected component or material system, including, maintaining the insolation of any connected solar system (as applicable), that, in Generac’s sole discretion, would negatively impact your PWRcell’s performance under the Program, including, any disruption or interference with the ability of Generac to remotely manage your PWRcell’s mode and operations, including, setpoint, minimum state of charge reservation, operating status, and charging or discharging your PWRcell before, during, and after an Event (“Interference”). In the event of an Interference, Generac reserves the right to seek full or partial reimbursement of your Payment.
- You must reasonably assist Generac’s technicians and support staff in diagnosing, troubleshooting, or remedying any problems with your PWRcell, its Connectivity, or any connected component or material system.
- You must not enroll or participate—or have your PWRcell or any connected component or material system enroll or participate—in any other distributed energy resource or demand response program that conflicts with the Program.
- You must be at least eighteen (18) years of age.
- You certify that you will not operate, or allow to be operated, any critical or essential medical life support equipment that is connected to the electrical system of your home and/or that you are not enrolled in Arizona Public Service’s Medical Care program or Energy Support with Medical program.
- Generac will reserve 20% of your battery for your use during Events. This means, Generac will not allow your battery reserve to dip below 20% and this 20% reserve will be available to you to provide power during an electrical outage.
- You must install the PWRview app and maintain the ability to receive in-app notifications from Generac through PWRview.
- You must not already be enrolled in the Arizona Public Service’s Residential Battery Pilot or Storage Rewards program.
- You cannot be enrolled on Arizona Public Service’s Rate Schedules R-TECH or Critical Peak Pricing (CPP), while enrolled in the Program.
Force Majeure. “Force Majeure” means an event or circumstance that prevents Generac from performing any obligation under these T&Cs and that was not previously anticipated or, if anticipated, was unavoidable, is not within Generac’s reasonable control, and not the result of Generac’s negligence or willful misconduct, and which, by the exercise of due diligence, is unable to be overcome or avoided. Events or circumstances on which a claim of Force Majeure may be based include acts of God (such as tornadoes, fires, earthquakes and floods), explosions, war, hostilities, riots and acts or threats of terrorism, pandemics, epidemics, vandalism, civil disturbances, protests or embargoes, or any such event or similar event not within the reasonable control of Generac. Generac shall not be considered in breach of these T&Cs or liable for any delay or failure to comply with these T&Cs to the extent that such breach, delay, or failure is attributable to the occurrence of a Force Majeure; provided that Generac shall use reasonable efforts to minimize the delay cause by such Force Majeure and resume performance of its obligations hereunder. If any Force Majeure event or circumstance disrupts, in Generac’s sole discretion, the ability of your PWRcell to properly discharge and fully perform during an Event, then Generac reserves the right to seek full or partial reimbursement of your Payment.
Release and Indemnity. To the maximum extent permitted by law, you agreed to indemnify, release, and hold harmless Generac and the directors, trustees, officers, shareholders, partners, members, agents and employees of Generac, and the respective affiliates of thereof (the “Indemnified Parties”), from and against all loss, damage, expense, liability and other claims, including court costs and reasonable attorneys’ fees (the “Liabilities”) resulting from any third party actions relating to your breach of these T&Cs and from injury to or death of persons, and damage to or loss of property arising out of your acts or omissions (or such acts or omissions of your contractors, subcontractors, affiliates, agents or employees) in connection with these T&Cs or related subject matter, including, any such Liabilities resulting from your participation in the Program; provided, however, that nothing herein shall require you to indemnify the Indemnified Parties for any Liabilities to the extent, and only to the extent, caused by or arising out of the negligent acts or omissions, or the willful misconduct, of the Indemnified Parties.
Limitation of Liability. To the maximum extent permitted by law, your and Generac’s liability in connection with these T&Cs will be limited by these T&Cs, and all other damages or remedies are hereby waived. With the exception of your indemnification obligations hereunder, your and Generac’s liability under this Agreement will be limited to direct, actual damages or costs only. Notwithstanding anything to the contrary, IN NO EVENT SHALL GENERAC BE LIABLE FOR ANY INCIDENTAL, PUNITIVE, SPECIAL, INDIRECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS AND BUSINESS INTERRUPTION DAMAGES, ARISING UNDER THESE T&Cs OR THE SERVICES CONTEMPLATED HEREBY. Notwithstanding anything to the contrary, Generac’s aggregate and cumulative liability arising out of or relating to these T&Cs from any and all causes, whether as a result of breach of contract, breach of warranty, tort liability (including negligence), strict LIABILITY, OR otherwise, shall in no event exceed the total aggregate Payments paid to you by Generac in the previous year.
Notices. All notices to you under these T&Cs shall be in writing by email to the most current email address that Generac has on record for you or to the most current address that Generac has on record for you. You must provide all notices to Generac in writing via email to GridProgramSupport@generac.com
Choice of Law.This Program is governed by the laws of the State of Wisconsin without giving effect to conflict of laws principles.
Non-Waiver. Failure to enforce any provision of these T&Cs shall not constitute a waiver of that or any other provision of these T&Cs.
Survival.The following sections will survive any termination of these T&Cs: Release and Indemnity, Limitation of Liability, Notices, Choice of Law, Non-Waiver, Severability, Entire Agreement, Information, No Class Action Procedure, Assumption of Risk, Dispute Resolution, Intellectual Property, Warranty Disclaimer, and Interpretation. In addition, those provisions that by their nature are intended to survive termination of these T&Cs shall so survive.
Severability.If any provision or portion of these T&Cs are found to be unenforceable, the remainder shall be enforced as fully as possible, and the unenforceable provision shall be deemed modified to the limited extent required to permit its enforcement in a manner most closely representing the intention of the parties as expressed herein.
Assignment.These T&Cs shall be binding on you and Generac and their respective successors and assigns. You may not transfer or assign these T&Cs to any third party. Generac may assign these T&Cs to any third party qualified to perform Generac’s obligations hereunder with or without your consent.
Entire Agreement.These T&Cs constitute the entire agreement between you and Generac regarding the subject matter hereof and supersedes all other such prior or contemporaneous oral and written agreements and understandings.
Changes to T&Cs.Generac may modify and amend these T&Cs at any time, in its sole discretion, and will use reasonable efforts to provide seven (7) days’ notice to you when Generac makes any material changes to these T&Cs. Continued participation in the Program shall constitute acceptance of any such modification of these T&Cs. Generac will also post these T&Cs at https://www.generac.com/vpp/aps/pwready-program-terms-conditions and encourages you to check them frequently. Generac is not responsible for any changes to the Program or the associated circumstances imposed by the Utility. You further agree that Generac may modify or terminate these T&Cs or the Program if there is any material change to, or termination of any associated law, rule, regulation, requirement, code, order, or decree, or any interpretation thereof, by your Utility or any governmental authority.
Withdrawal.You may withdraw from the Program at any time by submitting reasonable notice to Generac of your intent to withdraw here. Upon your withdrawal, if you have not completed your Term, these T&Cs will terminate and you will be invoiced for your Early Withdrawal Fee.
Acceptance of T&Cs.The use of an electronic signature process to accept and sign these T&Cs, including, your indication of acceptance of these T&Cs by a click-through or click-wrap process presented on Generac’s website or by acceptance via email, shall constitute effective execution and delivery of these T&Cs, and shall form a binding contract between you and Generac.
No Class Action Procedure.Notwithstanding anything to the contrary, class arbitration is not permitted under any circumstance. You and Generac agree that, by entering into these T&Cs, THE PARTIES MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR RESPECTIVE INDIVIDUAL CAPACITY, and not as a plaintiff or class member in any purported class or representative proceeding. Further, you agree that the arbitrator may not consolidate proceedings or more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding. Although the non-availability of any form of representative or class proceeding is clear from these T&Cs, should any dispute arise regarding or relating to the existence, validity, enforceability, or interpretation of the Dispute Resolution and No Class Action procedures provisions above, the arbitrator shall have the sole and exclusive jurisdiction to hear and determine the issue.
Assumption of Risk.You assume all risk of participation in the Program. Generac is not responsible for any changes in your electricity costs or other costs before, during, or after the Program.
Dispute Resolution. In the event of a dispute between you and Generac in connection with the Program, or these T&Cs, you and Generac will first attempt to resolve the dispute informally for at least forty-five (45) days from when you or Generac notifies the other in writing of any such dispute. Notwithstanding anything to the contrary, any dispute that cannot be resolved informally within the forty-five (45) day period shall be settled by arbitration administered by the American Arbitration Association in accordance with its commercial arbitration rules and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. SUCH AGREEMENT TO ARBITRATE MEANS THAT BOTH PARTIES HEREBY WAIVE THEIR RIGHT TO A JURY TRIAL. The Parties may, in arbitration, seek all remedies available to such Party under this Agreement as interpreted under the laws of the State of Wisconsin. The arbitrator(s) may award costs of the arbitration and fees, including reasonable attorney’s fees and expenses of travel to the arbitration to the prevailing Party subject to Generac’s absolute aggregate limitation of liability below. The arbitration will be held in Milwaukee, Wisconsin unless you and Generac agree to another location in writing.
Intellectual Property.You agree and acknowledge that your participation in the Program does not provide you with any right to or ownership interest in any of Generac’s confidential or proprietary information, including, any intellectual property, business plans, strategies, financial information, proprietary, patented, licensed, copyrighted or trademarked information, or technical information regarding the financing, design, operation and maintenance of the Program or of Generac’s services, business, or accounts.
Warranty Disclaimer.YOU AGREE AND ACKNOWLEDGE THAT THE PROGRAM AND ANY SERVICES OR PERFORMANCE PROVIDED TO YOU BY GENERAC PURSUANT TO THESE T&CS SHALL BE “AS-IS WHERE-IS” AND THAT GENERAC IS NOT OFFERING AND EXPRESSLY DISCLAIMS ANY WARRANTY TO YOU OR ANY OTHER PERSON, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, IN CONNECTION WITH THE PROGRAM OR ANY SERVICE OR PERFORMANCE PROVIDED HEREUNDER OR DESCRIBED HEREIN, AND YOU HEREBY EXPRESSLY Recognize such disclaimer.
Interpretation. Unless otherwise specifically defined or required by the context in which the term appears, in these T&Cs: (a) the singular includes the plural and vice versa; (b) the words “these T&Cs,” “herein,” “hereto” “hereof” and “hereunder” refer to these T&Cs as a whole, including all schedules or exhibits, and not to any particular section or subsection of these T&Cs; (c) unless qualified by “either,” “greater of,” “lesser of,” “later of,” “earlier of,” or other express language indicating that clauses are mutually exclusive, when “or” is used in these T&Cs it also contains “and” (i.e. or = and/or); (d) references to any agreement, document or instrument mean such agreement, document or instrument as amended, modified, supplemented, restated or replaced from time to time; (e) the words “include,” “includes” and “including” mean include, includes and including “without limitation.”; (f) the captions or headings in these T&Cs are strictly for convenience and shall not be considered in interpreting these T&Cs; (g) references to persons, parties, or entities include their permitted successors and assigns; (h) references to exhibits, schedules, or sections mean the exhibits to, schedules to, and sections of, these T&Cs; (i) references to approvals, consents or permissions shall refer to written approvals, consents, or permissions; (j) references to “unreasonable”, “reasonable”, “unreasonably”, and “reasonably” shall be deemed respectively to mean “commercially unreasonable”, “commercially reasonable” and “commercially unreasonably” and “commercially reasonably”; (k) any time period set forth herein that concludes on a non-business day shall be automatically extended to conclude on the next business day; and (l) any references to “annual”, “annually”, “year”, or “yearly” hereunder shall refer to the twelve (12) month period starting on the date that these T&Cs first go into effect and be distinct from calendar years, unless the context expressly indicates otherwise.
BY ELECTRONICALLY ACCEPTING THESE T&CS, YOU HEREBY CONSENT TO PARTICIPATE IN THE PWREADY PROGRAM AND AGREE TO THE T&CS DESCRIBED HEREIN.
[SCHEDULE A (Payment)]
Unless otherwise modified in accordance with the terms of the attached T&Cs, your upfront incentive Payment in anticipation of your participation in the full Term of the Program will either be $2,000 or $4,000, in accordance with the chart below:
|PWRcell Battery Size
||Kilowatt Hours (kWh)
|M3, M4 or M5
|M6 or greater