Terms And Conditions

1. Background

(a) OMC Group is a supplier and distributor of solar products and related services in Australia, and it facilitates the trading of STCs through a collaborative digital platform accessible through its website.

(b) By registering for an online account with OMC Group (Account), placing an order for Products or Services, and/or otherwise accessing the Website, you confirm that you have read, understood, and consented to the following terms and conditions (Terms), as well as our privacy policy, which is available on the Website.

(c) You recognise and agree that these Terms constitute a legally binding agreement between you and OMC Group. If you are agreeing on behalf of a corporation, you represent to us that you have the legal authority to bind the corporation. If you do not agree to these Terms, you may not use the Website or purchase additional Products.

2. Offering of Products

This section 2 applies whenever you order Products from us, whether through our website or otherwise.

2.1 Purchase Orders

(a) By placing an order for Products on the Website or otherwise submitting an order to OMC Group (Purchase Order), you make an offer to enter into a legally binding contract to purchase the Product(s) in that order.

(b) We will make every effort to ensure that the stock listings on our website are always accurate. However, occasionally there may be unanticipated shortages, so all items listed on the website are subject to the availability of the manufacturer.

(c) You are responsible for ensuring that the Products specified on the Purchase Order are accurate; OMC Group is not liable for incorrectly ordered Products.

(d) We are not required to accept any order. Purchase Orders are not considered accepted by us until we have confirmed acceptance via a Sales Order or otherwise notified you that the Products have been dispatched or made available for collection.

(e) You may not modify or cancel a Sales Order once we have accepted it, unless otherwise agreed to in writing.

2.2 Costing

(a) The price of the Products listed on the Sales Order is based on the current price quoted by our suppliers at the time the Sales Order is generated.

(b) We reserve the right to modify the Price of the Goods on a Sales Order at any time prior to the shipment of the Products from our warehouse. We will only revise the price in response to a change in the price of products supplied by our suppliers or in response to unavoidable market and currency fluctuations. The final price of the Products will be detailed on the tax invoice that is issued at the time of shipment from our warehouse.

(c) You must review all invoices and notify OMC Group immediately of any errors or omissions. If OMC Group does not receive notification from you that the invoice contains errors or omissions, the invoice may be deemed accepted. Unless otherwise specified, all prices will be charged in Australian dollars.

(d) Unless otherwise specified, quantities listed in a Sales Order or elsewhere on the Site do not include GST.

(e) You are responsible for any customer, import, or other duties imposed on the sale and importation of the Products into your country of residence or the country to which the Products are delivered.

(f) We reserve the right to change or alter prices displayed on the website at any time and without notice.

2.3 Payment

(a) Payment is due by the due date indicated on the invoice.

(b) In all other cases (including when no date is specified on an invoice), you must pay for all Products upon delivery or collection, or before, whichever occurs first.

(d) We reserve the right to withhold delivery of any Products until full payment has been received in confirmed funds.

(e) Prior to delivery or collection, we may request a confirmation of purchase.

(f) You may not offset amounts owed to you against amounts owed by you to OMC Group.

(g) We reserve the right to assess credit card surcharges for payments made with credit, debit, or charge cards (including Visa, MasterCard, and American Express).

(h) If you fail to pay invoices by the due date, and after OMC Group sends you a written demand requesting payment by the date specified in the written demand, and without prejudice to any other rights OMC Group may have under these Terms or at law, OMC Group will be entitled to either:

(i) terminate your Sales Order; or

(ii) charge a 10% administration fee on the amount of the bill due.

2.4 Shipping of Products

(a) If you choose to have the Products delivered to you, the delivery costs will be as displayed on our website or on an invoice. We will make every effort to deliver the Products to the address you specify within the estimated delivery period; however, shipping times will differ based on your location, and there may be delays if a Product is out of stock.

(b) You acknowledge and agree that any delivery or supply estimates provided by OMC Group are merely estimates. If we become aware of a delay in the delivery of the Products, we will use reasonable commercial efforts to notify you and provide you with a new estimated date and time for delivery. We shall not be liable for any losses, liabilities, costs, damages, fees, or expenses resulting from late delivery, to the extent permitted by law.

(c) You agree that we may deliver the products in installments and collect payment for each installment according to these terms.

(d) You acknowledge that OMC Group will deliver the Products at your solitary risk if you request that they be delivered to an unattended location, left outside, or left outside OMC Group’s premises for collection.

(e) If we are unable to complete delivery within the agreed upon timeframe due to your absence or other negligence, you will be responsible for all charges and costs incurred, including, but not limited to, warehousing, transportation, and redelivery.

(f) If you arrange delivery independently from OMC Group, OMC Group is not responsible for non-delivery, late delivery, or loss or damage to the Products during transit.

(g) You must inspect the Products promptly upon delivery and, within 24 hours of the date of inspection, notify OMC Group in writing with specifics of any claim that the Products do not conform to this agreement. If you fail to give notice within this 24-hour period, the Products must be regarded as accepted by you and you must pay for the Products in accordance with these Terms, to the extent permitted by law.

(h) Estimated delivery time frames for Brisbane metro, Gold Coast, Sunshine Coast is 1- 2 business days. Same day delivery service is available if the order is requested before 10am, however additional charges may incur. Sydney and Melbourne metro delivery timeframes are between 3-5 business days.

2.5 Damage in transit

(a) If you believe that any Products were damaged in transit, you must submit a request to OMC Group for a replacement of the damaged Products within 5 days of receiving the Products in person, by phone, or by email.

(b) The Replacement Request must include the details of the affected Products (including the product serial number), a detailed description of the damage, photographs of the damage, an electrician’s report if there is no visible damage, and/or other evidence to support the claim that the damage occurred in transit.

(c) If, after examining the evidence provided in the Replacement Request, OMC Group agrees that the Products were damaged during shipment, OMC Group may replace the damaged Products.

2.6 Pick up

(a) If you and OMC Group agree that you will collect the Products directly from OMC Group’s warehouse, you must notify OMC Group within three business hours in advance of the agreed pick-up time on the day of the collection.

(b) Prior to collection, OMC Group will require a receipt as proof of purchase.

2.7 Storage

On your written request, OMC Group may, at its sole discretion, agree to store Products on your behalf. You agree that Products stored at OMC Group’s warehouse on your behalf are stored solely at your own risk, and OMC Group is not responsible for any damage or loss caused to the Products while they are stored at OMC Group’s warehouse.

2.8 Risk and title

Upon shipment of the Products from OMC Group’s warehouse, or when you collect the Products directly from OMC Group’s warehouse, the risk in the Products will transfer to you. We will not transfer ownership of the Products to you until we have received full payment.

2.9 Product characteristics

(a) OMC Group strives to provide accurate product descriptions and specifications on its website and in other communications with customers. Nevertheless, you acknowledge that photographs, drawings, illustrations, weights, dimensions and any other particulars accompanying, associated with or given in a quotation, descriptive literature or catalogue are based on information provided by manufacturers and suppliers and, as such, OMC Group does not guarantee that these descriptions and specifications are accurate or error- free. OMC Group reserves the right to make corrections to Product descriptions and specifications without prior notice.

(b) To the extent permitted by law, any performance data provided by OMC Group or its suppliers and manufacturers are estimates only, and OMC Group assumes no responsibility for any failure of the Products to comply with such performance data.

2.10 Regulatory conformity

You acknowledge that it is your responsibility to verify and test all Products for compliance with all applicable relevant standards and regulatory bodies prior to use, sale, or application. You must use or apply the Products in accordance with all applicable standards, regulations, and guidelines, as well as all recommendations and directions from the manufacturer and proper business practise.

2.11 Producer guarantee

(a) All Products sold by OMC Group may be accompanied by the manufacturer’s standard warranty period, as indicated on the serial number of the Product, in the Product manual, or elsewhere on the Website.

(b) Where defective products are from a manufacturer that provides after-sales and warranty support in Australia, OMC Group will not issue a replacement and will instead direct you to the manufacturer.

2.12 Refunds and returns

(a) If, for any reason, you are dissatisfied with your Product purchase, please contact us using the information listed on our website.

(b) To the extent permitted by law, OMC Group will only replace returned Products if the following conditions are met:

(i) the Products are defective and you comply with this clause’s provisions; or

(ii) OMC Group agrees in writing to accept the return of the products at its discretion.

(c) You assume all risk of loss, theft, or damage to your shipment during transit; therefore, we recommend that you purchase shipment insurance from your postal carrier. OMC Group is not liable for packages that are lost or damaged in transit.

(d) If we have agreed to replace or refund any Products (whether or not they are defective), you must do the following within two (2) weeks of delivery or collection (unless otherwise directed by OMC Group:

(i) place the Products in their original packaging, including any included accessories, manuals, documentation, or registration;

(ii) return the Product to OMC Group either in-store or via courier in its original condition, where original condition means undamaged and uninstalled products; and

(iii) be responsible for any fees associated with returning the Product to OMC Group.

(e) If, upon inspection, OMC Group agrees that the Products are defective or, at its sole discretion, agrees to accept the Products in the event of a change of mind, OMC Group may replace the Products or issue a refund.

(f) You are not entitled to a refund or replacement under this clause 2.12 if the Product has been damaged after delivery or if an unauthorised attempt has been made to modify the Product. All returned Products must be in their original condition. All shipping and insurance costs are your responsibility. Shipping and handling fees paid on the original order are non-refundable.

(g) When Products are returned due to a change of mind, OMC Group may assess a restocking fee of up to 3% of the total purchase price of the returned Products.

3. STC Trading

This clause 3 applies to the sale, purchase, and/or transfer of STCs by a Retailer, Installer, or Homeowner.

3.1 Emerging Energy Solutions Group Pty Ltd

OMC Group is cooperating with Emerging Energy Solutions Group, an STC trading agent, to facilitate the STC application and assignment procedure through Emerging Energy Solutions Group’s online trading platform.

3.2 Orders

(a) You acknowledge and agree that by submitting a written request to assign STCs to OMC Group (STC Order), you accept the price and terms proposed by OMC Group. Once accepted, the transfer date and agreed price under the STC Order cannot be modified. You acknowledge that the quantity of STCs under an STC Order may change after acceptance to reflect the actual number of solar panels installed on the property.

(b) Occasionally, OMC Group may provide a fixed rate proposal for spot purchases of STCs, which is subject to change based on market conditions. Alternately, you may request in writing that OMC Group agree to a fixed price for the purchase of STCs (Fixed Price), which OMC Group may approve or reject at its sole discretion. You acknowledge that the Fixed Price is based on the utmost number of STCs that may be created for the applicable System under applicable law and the monetary value of that number of STCs.

(c) If OMC Group agrees to a Fixed Price in the STC Order, you must submit sufficient Assignment Agreements to OMC Group by the date specified in the STC Order to generate the quantity of STCs specified in the STC Order.

(d) If you submit an Assignment Agreement that will generate STCs in excess of the expected volume specified in the STC Order, you will pay the offer price listed on the Emerging Energy Solutions platform at the time OMC Group accepts the Assignment Agreement.

(e) Upon accepting an STC Order to assign STCs to OMC Group, you assign to OMC Group, and must ensure that the System Owner assigns to OMC Group, all existing and future rights, title, and interest in and to all STCs that can be created in connection with the System.

(f) You must do whatever OMC Group reasonably requests to perfect, confirm, or evidence this assignment of STCs, including providing information and executing documents.

(g) When you accept the offer outlined in the STC Order, you warrant to OMC Group that neither you nor the System Owner have previously created or assigned the right to create STCs for the System.

(h) You and your personnel are prohibited from doing or failing to do anything that:

(i) obstructs or avoids assignment in accordance with a valid STC Order;

(ii) decreases the utmost number of STCs that can be generated for the System; or

(iii) disqualifies the System for the creation of STCs.

(i) You warrant that you and your personnel hold all applicable licences, permits, consents, and approvals, and that you will submit to OMC Group all agreements, forms, photographs, declarations, and other documents or evidence required by any applicable law or CER to make the System eligible for the creation of STCs and to comply with this clause 3.

(j) You indemnify and must keep indemnified OMC Group on demand from and against all claims against, or loss or suffered or incurred by, OMC Group arising out of or in connection with a breach of the warranties in this clause 3, including but not limited to loss associated with the surrender of the STCs and/or cost of rectification and legal fees on a full indemnity basis.

3.3 Payment

(a) Assigning STCs to OMC Group on the Emerging Energy Solutions does not incur any processing or up-front fees.

(b) Payments made by OMC Group to Retailers may be made in currency or through the provision of credit notes that may be applied to the purchase of OMC Group’s products.

(c) If STCs are rejected by the CER after an STC Order has been accepted, or if the CER seeks the surrender of any STCs created based on information provided by Retailers or due to an error attributable to Retailers, then:

(i) OMC Group reserves the right to void unutilised Credit Notes issued;

(ii) if Credit Notes have already been used to purchase Products, OMC Group may issue an invoice to the Retailer for the amount of the used Credit Notes, which must be paid within seven days of the invoice date.

(iii) if STCs were paid out in cash, the Retailer must repay OMC Group in cash the amount of cash paid out to the Retailer within seven days of the invoice date.

(d) If you choose to receive a Credit Note but later change your mind and request a cash amount equal to the Credit Note’s value, OMC Group may, at its sole discretion, agree to grant you a refund, provided that the CER has approved the STC application.

(e) OMC Group agrees to make a cash payment or issue the Credit Note within 2 Business Days after assignment of the STC (including live STCs and Registered STCs) has passed the CER audit, provided that you have provided OMC Group with accurate and correctly rendered invoices and/or trade invoices (where applicable) for the STCs, and the STC’s validity can be determined.

(f) If, for any reason, you choose to cancel an STC Order prior to the assignment of the STCs, you will be charged an early termination fee equal to the STC volume multiplied by the contract unit price (exclusive of GST), as specified in the STC Order. You must pay the early termination fee to OMC Group within seven days of the invoice date.

(g) If you fail to submit the entire quantity of STCs committed to in the STC Order by the deadline specified in the STC Order, you will be charged an additional fee equal to the STC volume multiplied by the contract unit price (exclusive of GST). The additional fee must be paid to OMC Grou within seven days of the date of the invoice.

(h) If you fail to pay any outstanding amounts owed to OMC Group under this clause 3.3 within 14 days of the request for payment, OMC Group may charge you 10% per annum interest on the outstanding amount. If OMC Group holds any funds, STCs, or other property, rights, or interests on your behalf, or is otherwise obligated to make a payment, OMC Group may use, apply, or retain these items to satisfy any outstanding amounts due under an STC Order. This right is in addition to any other rights created by these Terms.

3.4 Disputable sums

(a) In the event of a dispute involving an STC Order, OMC Group may withhold any amounts owed to the Retailer and/or installer that it disputes in good faith, until the dispute is resolved between the parties.

(b) If OMC Group believes, based on reasonable grounds, that you have a contingent liability to OMC Group, it may withhold the amount due and payable to the Retailer in order to satisfy the contingent liability. This amount may be used to satisfy any such obligation.

3.5 Disclaimer

OMC Group, its representatives, officers, and staff:

(a) make no representations, express or implied, regarding the accuracy of the information and data on the Emerging Energy Solutions Platform, and all information is provided “as is”; and

(b) makes no guarantees regarding the accessibility of the Emerging Energy Solution.

4. Industrial Property

OMC Group or its third-party licensors retain all intellectual property rights pertaining to the Website and any Products or Services offered by OMC Group on the Website. You must comply with all reasonable requests made by OMC Group to perfect OMC Group’s right, title, and interest in our intellectual property rights. You must use reasonable efforts to prevent any infringement of our intellectual property rights when using our website, and you must promptly notify us of any such infringement that comes to your attention.

5. Dismissal or Suspension

(a) We reserve the right, at our sole discretion, to terminate or suspend your Account and/or access to our Products and Services at any time if:

(i) you commit a material breach of these Terms and (if such breach is remediable) fail to remedy that breach within fourteen days of receiving written notice to do so;

(ii) you repeatedly violate these Terms in a manner that reasonably justifies the conclusion that your conduct is inconsistent with your intent or ability to comply with these Terms; or

(iii) your insolvency is imminent or imminently imminent.

(b) In the event that your access to your Account or Services is terminated pursuant to paragraph 5(a):

(i) you must promptly pay us all amounts that you owe us or that otherwise relate to Products or Services supplied prior to the termination date; and

(ii) all access to your Account is promptly revoked, as are any licences granted under these Terms.

6. Exclusion of Liability

(a) Subject to any non-excludable consumer guarantees and other consumer protection provisions set out in the Australian Consumer Law, any Product descriptions or other content displayed on the Site is provided without any guarantees, conditions, or warranties as to its accuracy.

(b) OMC Group excludes, to the maximum extent permitted by applicable law, all liability to any person for loss or damage of any kind, however arising, whether in contract, tort (including negligence), statute, equity, indemnity, or otherwise, arising from or in any way relating to this agreement or any goods or services provided by OMC Group.

(c) Products sold by OMC Group will only be covered by manufacturer-provided warranties. All other express or implied representations and warranties are excluded to the fullest extent permitted by law. Where a law implies a condition, warranty, or guarantee into these Terms that may not lawfully be excluded, OMC Group’s liability for breach of that non-excludable condition, warranty, or guarantee will be limited, at OMC Group’s discretion, to the maximum extent permitted by applicable law.

(i) in the case of goods, replacement, supply of equivalent goods, or repair; and

(ii) in the case of services, the resupply of the services or the cost of having them resupplied.

(d) To the maximum extent permitted by law, OMC Group hereby expressly excludes all warranties and other terms that might otherwise be implied by statute, common law, or the law of equity, and is not liable for any damages whatsoever, including but not limited to direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods or services.

(e) If the Australian Consumer Law applies to the supply of goods and/or services under these Terms, OMC Group acknowledges and agrees that its goods and services include a guarantee that cannot be excluded under the Australian Consumer Law, and that the following mandatory notice under section 102(1) of the Australian Consumer Law that must be provided to you will apply: Our goods and services include guarantees that cannot be excluded under the Australian Consumer Law. For significant service failures, you are entitled to:

to terminate your service agreement with us; and
entitled to a refund for the unused portion or compensation for its diminished value.

You are also entitled to a refund or replacement for significant product defects. If a defect in the goods or service does not constitute a significant defect, you are entitled to have the defect corrected within a reasonable timeframe. If this is not done, you are entitled to a refund for the products, cancellation of the service contract, and a refund for any unused portion of the service. You are also entitled to compensation for any other loss or damage that was reasonably foreseeable as a result of the failure of the product or service.

7. Indemnity

You indemnify OMC Group, our directors, employees, and agents against any liability, loss, claim, and expense incurred by OMC Group in connection with or deriving from:

(a) any use not authorised by you of your Account;

(b) any use of the Website and/or the Emerging Energy Solution Platform by you or your personnel;

(d) any claim that any information you provide to us or submit or make available on the Website or the Emerging Energy Solutions Platform, or its use, storage, reproduction, or transmission, violates the rights of a third party; and

(e) any breach of your responsibilities under these Terms.

8. Acceptable Use

You must use our Services, the Website, the Emerging Energy Solutions Platform, or their hosting infrastructure lawfully and ethically, and you must ensure that your personnel do so as well. Without limiting the scope of this clause’s generality:

(a) you are required to use the Services and Website in accordance with Australian law;

(b) you must respect the Intellectual Property rights of any third party;

(c) you must use anti-virus software commercially available on every device that connects to our Website and/or Emerging Energy Solutions Platform;

(d) you must comply with any request from us to delete or remove any content that, in our opinion, violates these Terms or is the result of a legal request from us to remove content;

(e) You are not permitted to mirror or frame any portion of the Website;

(f) You may not modify or remove any copyright or proprietary notices from any materials downloaded from the Website or any other site accessible through the Services.

(g) You may not upload or distribute any content that:

(i) contains any virus, trojan horse, worm, or other programme that is detrimental to our Website or Services, the hosting infrastructure, or the internet;

(ii) poses a threat to the integrity and security of the Website or Services, the hosting infrastructure, the Internet, or other Website users and their systems; or

(iii) is menacing, abusive, offensive, dangerous, illegally discriminatory, or immoral.

9. Non-disparagement

(a) You agree that you will not directly or indirectly (and will ensure that your officers, directors, employees, and consultants do not):

(i) disparage us, our officers, employees, representatives, or affiliated corporations;

(ii) make any oral or written statement or publication (including on any social media platform or online discussion forum) that brings us or any of our officers, employees, representatives, or affiliated corporations into disrepute or derision; or

(iii) make any oral or written statement or publication (including on any social media platform or online discussion forum) that adversely affects or is likely to adversely affect our reputation or public perception, or that of our officers, employees, representatives, or affiliated corporations.

(b) You acknowledge and agree that this provision is material and that we may pursue injunctive or similar equitable relief to prevent you from causing material harm to our reputation and failing to comply with this clause 9.

10. Privacy

(a) Each party must comply with all privacy legislation applicable to the use and handling of any information submitted to, extracted from, or otherwise collected by OMC Group, including the Privacy Act 1988 (Cth) and any ancillary regulations as amended from time to time.

(b) By consenting to these Terms, you acknowledge and consent to the terms of our website-hosted privacy statement. We will only use, manage, and disclose any information we collect about you in accordance with our privacy policy.

11. Linked Terms

The Website may contain links to third-party websites (Linked Sites), including those of our business partners. We have no control over the Linked Sites and assume no liability for them or any loss or damage that may result from your use of them. Your use of the Linked Sites is subject to the terms set forth on each individual site.

12. Modifications to Terms

We may modify or alter these Terms at any time by providing you with written notice. You agree that if you continue to submit Sales Orders after receiving notice of the revised terms, you will be deemed to have accepted the revised terms.

13. Applicable Law and Jurisdiction

If a dispute arises concerning these Terms, Queensland, Australia law applies. If you access the Website from a jurisdiction other than Queensland, Australia, or if we ship you Products from a jurisdiction other than Queensland, Australia, you are responsible for compliance with the laws of that jurisdiction.

14. Invalidity

If any provision of these Terms is found to be unenforceable (including any provision in which we exclude our liability to you), the enforceability of any other provision will not be affected, and the remaining clauses will remain in full force and effect.

15. Communication

If you wish to contact us in writing, or if any of these terms require you to give us notice in writing, you may do so via email. We will contact you in writing, usually via email, to confirm receipt of this. If we must contact you or provide you with written notice, we will do so by email or by pre-paid mail to the address you provide or confirm.

16. Definitions

Unless a different interpretation is required by the context:

(a) Assignment Agreement means a contract between OMC Group and a System Owner in which the System Owner assigns to OMC Group its rights to create STCs.

(b) Australian Consumer Law means schedule 2 to the Competition and Consumer Act 2010 (Cth).

(d) Credit Note has the meaning given in section 3.3.

(e) Emerging Energy Solutions means Emerging Energy Solutions Pty Ltd ACN 152 953 412.

(f) GST indicates GST as defined by the A New Tax System (Goods and Services Tax) Act 1999 (Commonwealth).

(g) Linked Sites has the meaning given in section 11.

(h) OMC Group refers to One Mission Group Pty Ltd ACN 664 546 338 and its affiliated corporations.

(i) Personnel refers to any of a party’s employees, consultants, suppliers, subcontractors, or agents.

(j) Product refers to the solar products and accoutrements sold by OMC Group.

(k) REC Registry means the public information registry maintained by the CER in accordance with section 13 of the Renewable Energy (Electricity) Act 2001 (Cth).

(l) Registered STC refers to STCs that have been registered in the REC Registry prior to being transferred or surrendered.

(m) Replacement Request has the meaning specified in section 2.5.

(n) Retailer refers to solar retailers and/or solar installers who conduct business on the Emerging Energy Solutions Platform.

(o) Services means the provision of Products, the purchase of STCs, and/or any other services provided by OMC Group on the Website or otherwise.

(p) STC is short for small-scale technology certificates.

(q) STC Order has the meaning given in section 3.2(a).

(r) System refers to solar equipment that can be installed or withdrawn in order to generate STCs.

(s) System Owner means, with respect to a particular System, the individual authorised to create or assign STCs associated with the System.

(t) Website means each website operated by OMC Group in connection with the provision of the Services, including https://omcgroup.au/.

(u) you refers to the person who purchases Products, visits the Website, and/or engages in transactions on the Emerging Energy Solutions.