Soneil Spark Home Club
Master Terms of Service & Environmental Attribute Assignment Agreement
Last updated 15 October 2026
PLEASE READ THIS AGREEMENT CAREFULLY. IT CONTAINS BINDING OBLIGATIONS, AN IRREVOCABLE ASSIGNMENT OF CERTAIN ENVIRONMENTAL ATTRIBUTES, AND SPECIFIC CONDITIONS TO RECEIVE FINANCIAL REWARDS AND DEPOSIT REFUNDS. SEPARATE FORFEITURE AND SET-OFF PROVISIONS APPLY TO YOUR $299 DEPOSIT IF YOUR CHARGER REMAINS DISCONNECTED FOR 90 DAYS, SUBJECT TO APPLICABLE LAW.
A 30-DAY RETURN WINDOW APPLIES FROM THE DELIVERY DATE; A RETURN TERMINATES YOUR MEMBERSHIP AND FORFEITS ACCRUED EARNINGS, AND FAULTY OR DAMAGED HARDWARE IS NOT ELIGIBLE FOR RETURN (SECTION 4.10).
By downloading the Soneil Spark mobile application, checking the "I Agree to the Master Terms of Service & Environmental Attribute Assignment Agreement" box, and tapping "I Agree and Enroll" (or similar button), you (the "Customer" or "Member") enter into a legally binding contract with Soneil International Limited ("Soneil"). Before acceptance, Soneil will make this Agreement available for review, download, and retention, and will provide or make available an electronic copy after acceptance. You consent to contracting electronically, subject to your right to withdraw that consent as described in Section 6.3. You represent and warrant that you are of the age of majority in your province or territory of residence and are the legal owner of the installation site of the Soneil Level 2 Residential EV Charger (the "Hardware") or are authorized by the owner to install, connect, operate, and enroll the Hardware and to grant the rights set out in this Agreement. Nothing in this Agreement limits any non-waivable right or remedy under applicable law.
1. Irrevocable Assignment of Environmental Attributes & Carbon Credits
The financial rewards, bonuses, and deposit refunds offered through the Soneil Spark Home Club (the "Program") are made possible through the aggregation and monetization of environmental credits generated by the use of your Hardware.
1.1 Environmental Attributes Defined: In this Agreement, "Environmental Attributes" comprise transferable environmental, regulatory, or financial offsets, allowances, attributes, benefits, credits, and similar instruments arising from or associated with eligible electricity dispensed to an electric vehicle through the Hardware while the Customer is enrolled in the Program and that Customer owns or has the legal right to assign to Soneil. They include, as applicable, compliance credits under the federal Clean Fuel Regulations (CFR) administered by Environment and Climate Change Canada (ECCC), the British Columbia Low Carbon Fuel Standard (BC-LCFS), the California Low Carbon Fuel Standard (LCFS), and renewable energy certificates to the extent arising from eligible charging activity and owned by Customer. The definition also includes greenhouse gas (GHG) emission-reduction instruments recognized by national, provincial, state, or voluntary programs. Environmental Attributes do not include attributes generated before enrollment or after termination.
1.2 Irrevocable Assignment: In exchange for Customer’s participation in the Program and eligibility to earn the cash-back rewards, the $20 First-Charge Bonus, and the $299 deposit refund on the terms set out in this Agreement (the "Consideration"), Customer hereby irrevocably, absolutely, and unconditionally assigns, transfers, and conveys to Soneil, to the extent legally transferable, all of Customer’s right, title, and interest in and to the Environmental Attributes generated from eligible charging activity recorded through the Hardware while Customer is enrolled in the Program. Soneil may register, aggregate, verify, sell, transfer, retire, or otherwise monetize those Environmental Attributes and, as between Soneil and Customer, shall be the sole claimant and credit generator for them. Soneil will not knowingly make or permit duplicate claims for the same Environmental Attribute and will administer claims in accordance with applicable program requirements. Termination does not reverse any transfer of Environmental Attributes generated before the effective date of termination, but no Environmental Attributes generated after that date are assigned under this Agreement.
1.3 No Duplicate Claims: Customer shall not claim, register, retain, sell, transfer, or otherwise monetize the same Environmental Attributes assigned to Soneil under Section 1.2, whether through a government body, registry (including the ECCC Credit and Tracking System - CATS), utility, or third-party aggregator, and expressly waives any right to do so to the fullest extent permitted by applicable law. Nothing in this Agreement waives any right that cannot lawfully be waived.
2. Exclusivity & Prohibition on Dual-Registration
2.1 Warranty of Exclusivity: Customer represents and warrants that, as of the date of enrollment, neither the Hardware (by serial number) nor any Environmental Attributes generated through the Hardware are registered, claimed, or enrolled in another third-party, utility, or government program in a manner that would result in duplicate claims to the Environmental Attributes assigned under Section 1.2.
2.2 No Dual-Registration Covenant: During Customer’s enrollment in the Program, Customer shall not register, attempt to register, or authorize another person to register the Hardware or charging telemetry generated by the Hardware with another aggregator, utility program, or carbon offset platform to the extent doing so would create a duplicate claim to the Environmental Attributes assigned under Section 1.2. This restriction does not prohibit participation in a program that does not claim or conflict with those Environmental Attributes.
2.3 Indemnification & Remedies for Double-Claiming: Regulatory bodies (such as ECCC) prohibit the double-counting of carbon credits. ANY BREACH OF THIS SECTION 2 IS A MATERIAL BREACH OF THIS AGREEMENT. If Customer causes or permits a duplicate registration or claim, Customer must promptly cooperate to correct it, and Soneil may immediately: (a) suspend or terminate Customer’s membership; (b) freeze or forfeit pending wallet payouts to the extent permitted by law; (c) revoke Phase 2 earning status; (d) retain the Customer’s $299 deposit and apply it against amounts owing to Soneil; and (e) exercise any other available remedy. To the extent permitted by law, Customer will indemnify Soneil for reasonable direct losses, costs, regulatory clawbacks, and legally indemnifiable fines or penalties to the extent caused by Customer’s breach of Section 2, except to the extent caused by Soneil’s negligence or wilful misconduct. Soneil will give Customer prompt notice of an indemnified third-party claim where reasonably practicable, but a failure to do so will relieve Customer only to the extent materially prejudiced.
3. Data Transmission, Telemetry Consent & Privacy
3.1 Telemetry Data: To calculate cash-back rewards, administer the Program, support the Hardware, prevent fraud, and generate and verify Environmental Attributes, the Hardware must remain connected to the internet via Wi-Fi. Subject to applicable privacy law, Soneil will collect and process charger session telemetry consisting of kWh dispensed, charging duration, timestamps, charger serial number, connectivity and diagnostic information, and the installation location reasonably required for Program eligibility and regulatory reporting (collectively, "Telemetry Data"). Soneil will limit collection, use, and disclosure of Telemetry Data to what is reasonably necessary for the identified purposes or otherwise permitted or required by law.
3.2 Regulatory and Service-Provider Sharing: Subject to applicable privacy law, Soneil may disclose Telemetry Data to regulators (including ECCC and provincial ministries) and to auditors, verification providers, cloud and technology service providers, and credit aggregation brokers (such as Xpansiv or SRECTrade) as reasonably necessary to administer, operate, support, audit, improve, and enforce the Program and to validate, register, and monetize Environmental Attributes, or as permitted or required by law. Soneil will require service providers to protect personal information by contractual and other appropriate safeguards. Information may be processed outside Customer’s province or Canada and may therefore be accessible to courts, law-enforcement authorities, and regulators in those jurisdictions. Soneil will use reasonable administrative, technical, and physical safeguards, retain identifiable Telemetry Data only as long as reasonably necessary for the identified purposes and legal obligations, and then securely delete or de-identify it. Soneil’s privacy policy, as updated in accordance with applicable law, provides further information about access, correction, complaints, and Soneil’s privacy contact; this Agreement governs Program-specific data practices to the extent of any conflict, subject to applicable law.
3.3 Privacy Choices and Security Incidents: Customer may contact Soneil through the contact method stated in its privacy policy to request access to or correction of personal information, submit a complaint, or withdraw consent to processing that relies on consent, subject to legal and contractual restrictions. Withdrawal will not affect prior lawful processing, but if Soneil can no longer collect or use Telemetry Data required to verify charging activity, Customer will be ineligible for prospective rewards and Environmental Attributes from the effective time of withdrawal and Soneil may suspend or terminate the Customer’s Program participation. Soneil will investigate suspected unauthorized access to or use, disclosure, loss, or modification of personal information and will notify affected individuals and regulators when and as required by applicable law. Soneil does not require consent to collection, use, or disclosure beyond what is reasonably necessary to provide the Program unless that additional consent is optional and separately identified.
3.4 Privacy Compliance: Soneil will collect, use, disclose, retain, and protect personal information in accordance with PIPEDA and applicable provincial privacy legislation, in each case to the extent applicable. Soneil will not sell or rent Customer’s personal information to third parties for their own advertising or marketing purposes. Soneil’s current Privacy Policy will be made reasonably available before enrollment and within the Soneil Spark App. Soneil may update the Privacy Policy to reflect changes in law or its practices and will provide notice of a material change and obtain consent only where required by applicable law. The Privacy Policy does not reduce Soneil’s obligations under this Agreement or any non-waivable right under applicable law.
3.5 Hardware Activation and Offline-Session Limit: (a) Activation Conditions. The Hardware is designed to operate only as part of the Program and only after activation through the Soneil Spark App setup process. The Hardware will not operate, and will not start or complete a charging session or dispense electricity to a vehicle, unless and until all of the following activation conditions are met: (i) the Hardware is successfully connected to the internet by Wi-Fi (or such other method as the App supports); (ii) the Hardware is associated with Customer’s Soneil Spark App account; (iii) the Hardware is able to report Telemetry Data to Soneil; and (iv) Program enrollment is activated for the Hardware. Until activation is complete, the Hardware is not operational for charging, and a charging session will not dispense electricity. Customer is responsible for completing activation promptly after installation and shall not circumvent, disable, or interfere with the Hardware’s connectivity, telemetry, or activation controls. Hardware that has not completed activation is not defective for that reason.
(b) Offline Sessions. An “Offline Session” means a charging session in which the Hardware dispenses electricity to a vehicle but is unable to transmit the session’s Telemetry Data to Soneil, including because the Hardware is not connected to the internet. Electricity dispensed during an Offline Session does not constitute valid kWh and does not generate cash-back rewards or Environmental Attributes. Offline Sessions are counted consecutively, and the count resets to zero when the Hardware successfully transmits a charging session’s Telemetry Data to Soneil.
(c) Offline-Session Limit; Deactivation and Reactivation. If the Hardware records the number of consecutive Offline Sessions comprising the “Offline Session Limit” (fifteen (15) at launch, as Soneil may prospectively update in accordance with Section 6.5), the Hardware will automatically stop operating and will remain deactivated until (i) internet connectivity is restored and the Hardware is again able to transmit Telemetry Data to Soneil, and (ii) Soneil verifies the restored connectivity and reactivates the Hardware. Customer acknowledges and agrees that: (x) deactivation under this Section is a designed and necessary feature of the Program, required to protect the integrity and value of the Environmental Attributes, and is not a defect, malfunction, or breach of this Agreement; (y) Customer consents to Soneil remotely managing, disabling, and reactivating the Hardware as reasonably required to operate the Program and enforce this Section; and (z) to the fullest extent permitted by applicable law, deactivation under this Section does not entitle Customer to a refund, replacement, compensation, or other remedy, and the deposit remains subject to Section 4.6. Soneil may, but is not obligated to, send a warning through the App or by email before deactivating the Hardware, and a failure to send a warning does not affect Soneil’s rights under this Section.
(d) Exceptions; Statutory Rights. If and for so long as the Hardware is unable to activate, connect, or transmit Telemetry Data solely because of a verified Hardware defect or a failure of Soneil’s systems, this Section does not apply, and the affected sessions will not count as Offline Sessions. Soneil will not deactivate the Hardware under this Section where doing so would be prohibited by applicable law, and nothing in this Section limits any non-waivable right or remedy under applicable law.
4. Financial Mechanics: Deposits, Refunds & Cash-Back Phases
4.1 Purchase Payment and Deposit: At the time of Hardware purchase, Customer pays a $299 CAD refundable deposit plus a $25 CAD shipping fee, together with any applicable taxes disclosed before Customer submits the order. These amounts are payments for the transaction and are not an investment in Soneil or the Program. The shipping fee is non-refundable after shipment except where the Hardware is defective, Soneil does not fulfill the order, or applicable law requires a refund. The $299 deposit secures Customer’s obligations to maintain Hardware connectivity for telemetry collection and is refundable only as expressly set out in this Agreement, subject to applicable law. Soneil will maintain records sufficient to identify the deposit as a refundable obligation until it is refunded or lawfully applied. No interest is payable on the deposit unless applicable law requires otherwise.
4.2 $20 First-Charge Bonus: After successful installation, Wi-Fi connection, and completion of Customer’s first verified charging session recording at least 1 kWh, Soneil will credit a one-time $20 CAD cash-back bonus to Customer’s Soneil Spark digital wallet after Soneil verifies the charging session and Customer’s continued eligibility under this Agreement.
4.3 Phase 1 Earning (0 to 1,250 kWh): During Phase 1, Customer will earn cash-back rewards at a rate of $0.06 CAD per valid kWh dispensed by the Hardware, credited to Customer’s digital wallet after Soneil verifies the applicable charging session. A "valid kWh" is a kWh accurately measured and transmitted by the Hardware during an eligible charging session and not determined by Soneil, acting reasonably, to be duplicated, erroneous, manipulated, fraudulent, or ineligible under applicable Program or regulatory requirements.
4.4 Milestone Deposit Refund: When the Hardware has dispensed a cumulative total of 1,250 valid kWh (the "Milestone"), Customer will automatically graduate from Phase 1. After the Milestone is verified, Soneil will refund the $299 CAD deposit, less any amount Soneil is entitled to retain or set off under this Agreement or applicable law, by Interac e-Transfer to the email address registered on Customer’s account. Customer is responsible for maintaining accurate account and payment information and for accepting the transfer before it expires.
4.5 Phase 2 Earning (1,251+ kWh): After Customer surpasses the Milestone, Customer enters Phase 2 and will earn cash-back rewards at a rate of $0.11 CAD per valid kWh dispensed by the Hardware while the original Hardware remains in service and Customer maintains Program membership in good standing. For clarity, "lifetime" refers to that period and does not extend to replacement hardware unless Soneil confirms otherwise in writing. Phase 2 rewards will be credited to Customer’s digital wallet after verification and remain subject to any minimum redemption threshold, permitted redemption method, expiry rule, or other material wallet restriction disclosed in the Soneil Spark App, and to Soneil’s forfeiture, reversal, suspension, and set-off rights under this Agreement and applicable law.
4.6 Disconnection, Abandonment, Deposit Forfeiture & Termination Policy
The financial viability of the Program requires consistent Telemetry Data. If the Hardware loses Wi-Fi connectivity and ceases transmitting Telemetry Data, Soneil may apply the following schedule. Disconnection caused solely by a verified Hardware defect or failure of Soneil’s systems will not count toward the schedule for the period Soneil determines the condition prevented transmission. Customer is otherwise responsible for maintaining connectivity, promptly notifying Soneil of any issue, and cooperating with troubleshooting steps:
Early in an Offline period, a push notification, text message or email warning to restore connectivity may be sent by Soneil.
As the Offline period continues, Soneil may issue a formal warning and suspend prospective Program rewards while Telemetry Data cannot be verified.
If the Offline period remains unresolved, a formal default warning regarding impending termination, deposit forfeiture, set-off, and warranty reversion under this Agreement may be sent by Soneil.
The cadence, means and number of the messages described in this Section 4.6 are determined by Soneil and may be changed from time to time based on what is most effective. Except as required by applicable law, no notice is promised on any specific day.
Day 90 Offline (Abandonment and Termination): If the Hardware remains offline for 90 consecutive days counted under this Section 4.6, Soneil may deem the account abandoned and immediately suspend or terminate Customer’s membership without further notice, subject to applicable law.
CONSEQUENCES OF ABANDONMENT OR TERMINATION AFTER 90 DAYS OFFLINE: ON SUSPENSION OR TERMINATION UNDER THIS SECTION 4.6, SONEIL MAY STOP FUTURE PROGRAM REWARDS, FREEZE OR APPLY WALLET AMOUNTS AS PERMITTED BY THIS AGREEMENT, AND THE ENVIRONMENTAL-ATTRIBUTE ASSIGNMENT WILL END IN ACCORDANCE WITH SECTION 1.2. CUSTOMER WILL FORFEIT THE $299 CAD DEPOSIT TO SONEIL AS AN AGREED CHARGE REFLECTING PROGRAM ADMINISTRATION COSTS, LOST PROGRAM VALUE, AND THE CUSTOMER’S FAILURE TO SATISFY THE CONNECTIVITY CONDITION, AND SONEIL MAY SET OFF THE DEPOSIT AND ANY OTHER AMOUNTS PAYABLE AGAINST AMOUNTS OWING TO SONEIL, IN EACH CASE TO THE FULLEST EXTENT PERMITTED BY LAW. IF THE FORFEITURE IS NOT ENFORCEABLE, SONEIL MAY RETAIN OR APPLY THE DEPOSIT AGAINST ITS REASONABLE LOSSES AND COSTS ARISING FROM THE DISCONNECTION OR TERMINATION AND MAY PURSUE ANY DEFICIENCY. THE PROGRAM LIFETIME WARRANTY WILL END AND REVERT AS PROVIDED IN SECTION 5.2. NON-WAIVABLE STATUTORY RIGHTS ARE UNAFFECTED.
4.7 Wallet Records and Corrections: Soneil may make available through the App records of verified kWh, reward credits, redemptions, adjustments, and deposit status. Customer must promptly dispute an entry by contacting Soneil and providing supporting information. Soneil may investigate and correct an error, reverse a duplicate, erroneous, fraudulent, or ineligible credit, and deduct or set off amounts from the deposit, wallet, or rewards as expressly permitted by this Agreement or applicable law.
4.8 Consumer Cancellation and Refund Rights: Before Customer submits a Hardware order or enrolls, Soneil will disclose the total price, applicable taxes and fees, material delivery terms, and any applicable cancellation or return policy. Nothing in this Agreement limits a cancellation, return, refund, chargeback, or other remedy available under applicable consumer-protection law. If Customer lawfully cancels the purchase or Program, Soneil will process required refunds within the time and by the method required by applicable law.
4.9 Taxes and Required Reporting: Customer is responsible for determining any personal tax consequences of Program rewards and should obtain independent tax advice. Soneil may request information, withhold amounts, or report payments only to the extent reasonably required by applicable law, and will provide any statement or form it is legally required to provide. Soneil will not characterize Program participation as an investment or promise any tax treatment.
4.10 Returns Within 30 Days of Delivery; Effect on Membership and Deposit
(a) Return Window. Customer may request to return the Hardware within thirty (30) days after the Delivery Date (the “Return Window”). “Delivery Date” means the date the carrier first records delivery of the Hardware to the Customer’s ship-to address. Return requests must be made through the App or under Section 6.6 within the Return Window and require a return authorization (RMA) and shipping instructions from Soneil; Hardware sent without an RMA may be refused. Customer must ship the Hardware with tracking and insurance no later than ten (10) days after the RMA is issued.
(b) Termination of Membership; Forfeiture of Earnings. A return under this Section 4.10 constitutes Customer’s termination of Customer’s Program membership and of this Agreement, effective on the date of the return request. ON THAT TERMINATION, CUSTOMER FORFEITS ALL ACCRUED AND UNPAID EARNINGS, REWARDS, WALLET BALANCES AND BONUSES (INCLUDING THE $20 FIRST-CHARGE BONUS), WHICH ARE NOT REDEEMABLE, PAYABLE OR TRANSFERABLE, TO THE FULLEST EXTENT PERMITTED BY LAW. Environmental Attributes generated before the effective date of termination remain assigned under Section 1.2.
(c) Return Shipping. Customer bears all return shipping, packaging, insurance and handling costs, and bears the risk of loss or damage until the Hardware is received and accepted by Soneil. The $25 CAD shipping fee paid at purchase remains non-refundable as set out in Section 4.1.
(d) Condition Requirements; Ineligible Hardware. To be eligible for return, the Hardware must be received through the RMA process in good working order and undamaged, with all original accessories, cables, documentation and packaging, and free of unauthorized modification. Hardware that is faulty, defective or damaged (including damage arising in transit on return, or from use, misuse, accident or improper installation), or that is missing components, is not eligible for return under this Section 4.10 and receives the same treatment as non-carbon-credit chargers: THE $299 CAD DEPOSIT IS NOT REFUNDED THROUGH THE RETURN PROCESS, and the Hardware is addressed exclusively under Section 5 (warranty) to the extent a covered defect exists. Soneil may, at its option, return ineligible Hardware to Customer at Customer’s cost or hold it for collection for thirty (30) days.
(e) Deposit Refund on Accepted Return. Where a return is accepted under subsection (d), Soneil will refund the $299 CAD deposit, less any amounts Soneil is entitled to retain or set off under this Agreement or applicable law, within thirty (30) days after Soneil’s receipt and acceptance of the Hardware, by Interac e-Transfer or the original payment method at Soneil’s option. No interest is payable. Acceptance of a return does not restore membership or revive forfeited amounts.
(f) After the Return Window. After the Return Window, returns are not accepted, and the deposit is refundable only through the Milestone refund (Section 4.4) or as otherwise expressly provided in this Agreement or required by applicable law.
(g) Statutory Rights. Nothing in this Section 4.10 limits any cancellation, return, refund or other remedy available under applicable consumer-protection law, including any non-waivable statutory remedy in respect of Hardware that fails to conform to this Agreement at delivery.
5. Program Lifetime Warranty & Hardware Conditions
5.1 Program Lifetime Warranty Eligibility: As a primary benefit of the Home Club, Customer receives a Program Lifetime Warranty on the original Hardware against defects in materials and workmanship for so long as the original Hardware remains in service and Customer continuously meets the following conditions, subject to Section 4.6:
Customer maintains active Program membership in good standing;
The Hardware maintains an active Wi-Fi connection transmitting Telemetry Data to Soneil; and
The Hardware logs a minimum charging volume of 30 kWh per calendar month.
5.2 Suspension or Termination of Program Lifetime Warranty: If Customer’s Program membership is suspended or terminated for any reason, the Program Lifetime Warranty immediately ends and is revoked. The Hardware will revert to Soneil’s Standard 5-Year Limited Hardware Warranty, calculated from the original purchase date, to the extent its term has not expired. Suspension or termination does not affect a claim based on a defect reported before its effective date or any warranty, condition, right, or remedy that cannot lawfully be excluded or restricted.
5.3 Warranty Claims and Remedies: Customer must promptly notify Soneil after discovering a suspected defect and provide requested proof of purchase, serial number, diagnostic information, and access for remote troubleshooting. Soneil will determine whether the claim is covered. For a covered defect, Soneil will, at its option, repair the Hardware, replace it with the same or a functionally equivalent new or refurbished unit, or provide any other remedy required by applicable law. Shipping, diagnostic, removal, and reinstallation costs are governed by the applicable warranty terms and applicable law. Replacement hardware will be covered for the remainder of the applicable warranty period or any longer minimum period required by law.
5.4 Warranty Exclusions: To the extent permitted by law, the Program Lifetime Warranty does not cover damage caused by accident, abuse, unauthorized modification or repair, installation or use contrary to Soneil’s documented instructions or applicable electrical codes, external electrical supply events, or ordinary cosmetic wear that does not impair operation. An exclusion applies to the extent the excluded circumstance caused or contributed to the claimed defect. This Section is in addition to, and does not replace, any non-waivable statutory warranty or condition.
6. General Provisions
6.1 Governing Law & Jurisdiction: This Agreement and any dispute arising under it are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. Subject to any mandatory consumer-protection law that entitles Customer to rely on the law of, or bring proceedings in, another jurisdiction, the courts located in Ontario will have exclusive jurisdiction. Nothing in this Section prevents Soneil from seeking urgent injunctive or equitable relief in any court of competent jurisdiction.
6.2 Severability: If any provision of this Agreement is found invalid, illegal, or unenforceable, it will be severed or modified only to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect, without limiting any mandatory statutory right.
6.3 Electronic Agreement & Signature: By checking the acceptance box and tapping "I Agree and Enroll", Customer provides an electronic signature and consents to enter into this Agreement electronically. Soneil may identify and record the version accepted and the date and time of acceptance and will provide or make available a copy in a form Customer can retain. Customer may withdraw consent to future electronic communications by giving notice under Section 6.6; withdrawal does not affect the validity of prior electronic acceptance, and Soneil may suspend or terminate Program participation if electronic communications are reasonably required to administer the Program, subject to applicable law.
6.4 Term, Suspension, and Termination: This Agreement begins when Customer accepts it and continues until terminated. Customer may request termination through the App or by notice under Section 6.6, effective when processed by Soneil. Soneil may suspend or terminate Customer’s participation immediately for breach of this Agreement, suspected fraud, duplicate claiming, loss of eligibility, failure to maintain connectivity, a safety, cybersecurity, legal, regulatory, reputational, or operational risk, or any other reason Soneil reasonably determines could harm Soneil, the Program, another participant, or the integrity or value of Environmental Attributes. Soneil may modify, suspend, or discontinue all or any part of the Program on notice where reasonably practicable. On termination, prospective rewards and the assignment of Environmental Attributes generated after the effective termination date will end. Soneil may freeze, reverse, forfeit, retain, or set off wallet amounts, rewards, and the deposit as permitted by this Agreement and applicable law. Sections 1.2, 2.3, 3, 4, 5.2, and 6, all accrued rights and obligations, and any other provision intended by its nature to survive will survive termination to the extent necessary to give them effect.
6.5 Changes to this Agreement or the Program: Soneil may prospectively change this Agreement or the Program to comply with law, address security, technical, regulatory, commercial, or operational requirements, protect Program integrity, or otherwise administer the Program. Soneil will provide notice of a material change in the manner and within the period required by applicable law. Where permitted by law, continued participation after the effective date constitutes acceptance. Soneil will obtain affirmative consent only where required by applicable law. No change will reverse an assignment of Environmental Attributes generated before the change takes effect, and all rewards, deposits, and other amounts remain subject to Soneil’s rights under this Agreement.
6.6 Notices: Customer may send notices using the support or legal-contact method identified in the App or on Soneil’s website. Soneil may send notices to the email address associated with Customer’s account or through an in-App message or push notification. Customer must keep contact information current. A notice from Soneil is effective when sent, unless applicable law requires a different time or method. Soneil is not responsible for a failure caused by Customer’s inaccurate contact information, spam filtering, device settings, or failure to access the App or account.
6.7 Assignment and Changes to the Installation Site: Customer may not assign or transfer this Agreement, the Hardware’s Program enrollment, or any right or benefit under the Program, or enroll replacement hardware, without Soneil’s prior written consent, which Soneil may withhold in its discretion. Customer must notify Soneil before moving, selling, transferring, replacing, or materially modifying the Hardware or installation site so that eligibility, telemetry, privacy, and Environmental Attribute ownership can be reassessed. Soneil may assign or transfer this Agreement, in whole or in part, without Customer’s consent, including to an affiliate, financier, successor, service provider, or purchaser of assets or Environmental Attributes, and Customer will remain bound by the Agreement following the assignment.
6.8 Force Majeure: Soneil is not liable for any delay, interruption, suspension, reduction, or failure of the Hardware, App, connectivity, Program, rewards, Environmental Attribute generation or monetization, payment systems, registries, or other performance caused by an event beyond Soneil’s reasonable control, including a utility, telecommunications, internet, cloud-service, registry, market, or supplier failure; natural disaster; labour disruption; cyber incident; governmental action; change in law or program rules; or similar event. Soneil may suspend affected performance for the duration of the event. Customer’s accrued payment and cooperation obligations are not excused, and connectivity relief applies only as expressly provided in Section 4.6.
6.9 Entire Agreement, Priority, and Waiver: This Agreement, the order disclosures accepted by Customer, and the Privacy Policy constitute the entire agreement regarding the Program and supersede prior statements on that subject. If they conflict, the order disclosures control price and transaction-specific terms, and this Agreement controls Program, Environmental Attribute, payment, deposit, warranty, and Program-specific data terms, subject to applicable law. A waiver by Soneil must be express and in writing, applies only to the specific instance, and is not continuing. Delay or failure to enforce a right is not a waiver.
6.10 Service Availability and Limitation of Liability: Soneil does not guarantee that the Hardware, App, connectivity, payment systems, regulatory registries, credit markets, Environmental Attributes, rewards, or Program will be available, uninterrupted, error-free, or commercially viable. TO THE FULLEST EXTENT PERMITTED BY LAW, SONEIL AND ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, SAVINGS, DATA, OPPORTUNITY, GOODWILL, ENVIRONMENTAL ATTRIBUTE VALUE, OR EXPECTED REWARDS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, THEIR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE HARDWARE, PROGRAM, OR THIS AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO SONEIL FOR THE HARDWARE AND PROGRAM, LESS REFUNDS, DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY. THESE LIMITATIONS DO NOT LIMIT CUSTOMER’S INDEMNITY, PAYMENT, ASSIGNMENT, OR OTHER OBLIGATIONS AND DO NOT APPLY TO LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED OR LIMITED.
6.11 Complaints and Disputes: Before starting court proceedings, Customer must give Soneil written notice describing the dispute, the relevant facts, and the requested resolution and allow Soneil at least 30 days to investigate and respond, unless applicable law requires otherwise. Soneil may seek urgent injunctive or equitable relief at any time. Nothing in this Section limits a non-waivable right to contact a regulator or use a mandatory consumer process.
6.12 Interpretation: Headings are for convenience only. “Including” means “including without limitation,” and “written” includes an electronic record. No rule of construction or presumption will apply against Soneil as drafter. The English-language version governs to the extent permitted by law and subject to any mandatory language rights.
By checking the acceptance box and tapping "I Agree and Enroll" in the App, you acknowledge that you have had an opportunity to review, and have read and understood, this Master Terms of Service & Environmental Attribute Assignment Agreement and unconditionally agree to be bound by it, subject to applicable law.
