|PLEASE CAREFULLY READ THESE TERMS AND CONDITIONS BEFORE USING THIS APPLICATION AND CONTRACTING|
1. General Provisions and Definitions
1.1 These General Terms and Conditions („GTCs”) regulate the access to and use by you, as an individual („Consumer” or „you”) of certain functionalities of the RED application that offers access to a trading platform of green tokens (the “Application”) and which allows you to change the electricity and / or natural gas supplier as a result of receiving a personalized offer from your phone contacts and / or contacts from social networks, by concluding and executing the Supply Agreement.
1.2 The application is provided by Restart Energy Democracy Platform SRL, a limited liability company with the registered office in Timișoara, 11 Gheorghe Doja Street, registered with the Trade Registry under no. J35/3221/2021, sole registration code 44729118 („RED”), these GTCs governing the relationship between RED and the Consumer in connection with the access to and use of the Application for the functionalities described below.
1.3 The capacity of Consumer subject to these GTC is without prejudice to the general terms and conditions applicable to you as a User, since the initial use of the Application, available here and which remain in full force throughout the entire period you have the capacity of User. For the avoidance of any doubt, the termination of the capacity as User entails the termination of the capacity as Consumer.
1.4 Definitions. Unless the context otherwise requires, the following terms shall have the following meaning:
|“Application”||the website / mobile application allowing access to a trading platform for conventional Green Tokens and which allows the Consumer to change the electricity and/or natural gas supplier as a result of receiving a personalized offer from phone contacts and/or contacts from social networks, by concluding and executing the Supply Agreement.|
|“Franchise User”||the person who by accepting the specific terms and conditions acquires the RED V-LEC Franchise and the right to access and use certain functionalities of the Application, including the right to create its own virtual company and to receive the related commission when its contacts to whom personalized offers have been submitted become Consumers.|
|“Consumer”||means the person who agrees to change the supplier and concludes an agreement for the supply of electricity and/or natural gas with one of the Suppliers registered in the Application and to whom these GTC apply.|
|“Place of consumption”||enclosure or area in which are placed the consumption facilities of the Consumer, including its sub-consumers, where electricity or gas supplied through one or more connection installations is consumed. A Consumer can have several places of consumption.|
|“Supply Agreement”||means the agreement concluded by the Consumer with the chosen Supplier.|
|“ECF Fund”||Renewable energy community fund, namely a MWAT fund belonging to the community of users of the Application, where the total amount of staked MWAT can be visualized. This ECF Fund is automatically funded when the Users exercise their right for staking the tokens.|
|“Supplier”||means the legal person authorized as a supplier of electricity and/or natural gas, who is registered and uses the Application.|
|“MWAT”||an ERC-20 fungible token having utility only in the Application as a virtual battery for Green Tokens storage and a conventional token for the acquisition of Green Tokens as well as for other functionalities / rights in the Application.|
|“RED”||Restart Energy Democracy Platform SRL, a limited liability company registered in Timișoara, 11 Gheorghe Doja Street registered with the Trade Registry under no. J35/3221/2021, CUI 44729118.|
|“Terms and conditions” or “GTCs”||these terms and conditions applicable to RED and Consumer.|
1.5 After concluding a Supply Agreement with one of the Suppliers registered in the Application and creating an account in the Application, you will become a Consumer and as such, you confirm that you have read, understood and agree to these GTC. If you do not agree, please do not continue to access and use this Application.
1.6 Each Consumer shall assume responsibility for the use of this Application. Thus, you agree that you shall at all times act according to the law, to these GTCs and to the User’s Guide when using and accessing this Application and that you shall not undertake any action that will deteriorate, prevent, disturb access to, discontinue or affect the operation of this Application.
1.7 RED reserves the right to add, make changes or delete, in whole or in part, the information presented through this Application. Any such change shall be effective from the moment of posting it. Any further accessing of the Application by the Consumer after any such change shall represent the Consumer’s approval to accept and comply with the changes brought to these GTCs. If necessary, we reserve the right to suspend access to this Application or close it for an indeterminate period.
2. Change of electricity and / or natural gas supplier and conclusion of a Supply Agreement with one of the Suppliers registered in the Application
2.1 Accessing the link
The link received from your phone contacts and/or your contacts from social networks (“Franchise Users“) contains a personalized offer and you can accept, negotiate or compare the offer received.
Based on this link, you can create an account in this Application and accept one of the offers received. From the moment of creating the account, you will have the capacity of User and the specific terms and conditions for Users, available here, shall apply to you.
Thus, you will change the electricity and / or natural gas supplier with one of the Suppliers registered in the Application and you will conclude a Supply Agreement, under the conditions of the applicable legislation.
For the avoidance of any doubt, the creation of an account and the use of the Application as a User is free of charge, this aspect not affecting the obligations of the Consumer to pay the tariffs according to the Supply Agreement. Also, the Supply Agreement shall be concluded according to the applicable legal provisions, the relationship between the Supplier and you as a Consumer being governed by the Supply Agreement, and not by these GTC.
The Consumer will establish together with the chosen Supplier the conditions of cooperation between them, RED having no responsibility in this respect. The Consumer shall upload in the Application the documents requested by the Supplier, the agreement being concluded by means of distance communication, without the simultaneous physical presence of the Supplier and the Consumer, according to the procedure communicated by the Supplier. RED does not assume any obligation related to the conclusion of the Supply Agreement or its execution.
2.2 The User who also wishes to become Consumer
As an alternative to point 2.1, if you already have an account in the Application as a User, you can view the RED Franchise User energy supply offers in the “Energy Marketplace” Section, with the possibility to filter / sort / search and select a specific offer according to several criteria, respectively: country, price, rating, name, services included.
Accessing the offers leads to a personalized landing page of the respective Franchise User, from where you can access the “Online change of supplier” or you can request the “Negotiation of the offer” with the Franchise User.
2.3 Conclusion of the Supply Agreement
After accepting the personalized offer, between the Consumer and the Supplier chosen according to the Consumer’s options, the establishment of contractual relations distinct from the contractual relationship arising from these GTC will be possible.
By accepting the offer, the Consumer agrees with the form of communication (respectively through the Application, phone or e-mail) through which the Supplier carries out its commercial operations.
The Supply Agreement shall be considered concluded upon receipt by the Supplier from the Consumer, through the Application, of the signed Supply Agreement and the related documents. The documents and information provided by the Consumer through the Application will be the basis for concluding the Supply Agreement, meaning that the Consumer agrees that all data provided by him, necessary for the contracting process, are correct, complete and true.
By signing the Supply Agreement, the Consumer agrees that the Supplier may contact him by any available means, in any situation where it is necessary to contact the Consumer based on the execution of the Supply Agreement.
Without prejudice to other provisions of these GTC, the Consumer acknowledges and accepts that:
- The Suppliers have the capacity of economic operators independent from RED;
- RED is not responsible for the status of the Suppliers (legal, economic, financial, commercial, technical, compliant with the law and of any other nature), nor for the contractual or extra-contractual conduct of the Suppliers towards the Consumer;
- RED is not and will not be a party to the contractual relationship between the Supplier and the Consumer;
- The Consumer has the option to choose between the Suppliers registered in the Application or any other suppliers on the market and acknowledges and accepts that RED is not responsible for the choice of the Consumer to contract with the Suppliers registered in the Application.
The Consumer has the right to withdraw from the Supply Agreement within the legal term of 14 days, respectively to give up the services provided at any time during the agreement, without invoking any reason and without incurring other costs.
If the Consumer decides to withdraw from the Supply Agreement, he will directly address a request to the Supplier that is part of this Supply Agreement.
2.4 Price and payment method concerning the electricity / natural gas consumption
The price, payment method and payment term shall be specified in each Supply Agreement. The Supplier shall issue to the Consumer an invoice for the delivered services and shall send it through the Application to the account created by the Consumer, the Consumer’s obligation being to provide all the information necessary for issuing the invoice in accordance with the legislation in force.
For a correct communication of the invoice, the Consumer has the obligation to update its account data whenever necessary and to access the information and related documents existing in its account.
Through this method of communication, the Consumer, by accessing its account, shall keep a record of the invoices issued by the Supplier, being able to save and archive them as well at any time and in any manner it wishes and shall consult the consumption history recorded at the place of consumption.
2.5 Functionalities made available to the Consumer
As a Consumer, the Application provides you with a series of features and functionalities, for example:
- Uploading documents for the purpose of verifying the Consumer according to the legal know-your-customer requirements;
- Viewing, accepting and negotiating the personalized offers received;
- Change of supplier and analysis of potential savings;
- Ordering and installing RED Meter, for visualizing consumption in real time;
- Viewing the details regarding the Supply Agreement;
- Viewing the details regarding the consumption point;
- Viewing the energy consumption and savings;
- Viewing the invoices and payments;
- Making payments;
- Direct communication with other Users;
- Other functionalities, as provided at a certain moment in time in the Application.
In addition, after the Consumer signs the Supply Agreement directly with the chosen Supplier (and after the 14-day period, which represents the legal right to withdraw from the contractual relationship), the Consumer may, as well, create a virtual company and may enter into a Collaboration Agreement with RED, under the terms of the GTC applicable to Franchise Users, available here or undertake other roles in the Application, at its own choosing.
3. Rights over Application
3.1 Ownership of Application. The Application and all the rights related thereto shall be and remain RED’s property. The provisions of these GTCs and the use of the Application by the Consumer shall not confer or grant the Consumer any right over the Application or any right related thereto, except for a limited right of use, subject to the restrictions set forth under Art. 3.2.
3.2 The right to use the Application. Pursuant to these GTCs, subject to Consumer’s meeting the obligations incumbent upon them under these GTCs, RED grants the Consumer a limited, non-exclusive right of use (license) that may be not sub-licensed or transferred and which may at all times be revoked by RED, in order to access and use the application on Consumer’s personal device. To access and use the Application, the Consumer must strictly observe the following restrictions. Thus, they shall not:
- reproduce, amend, make derivative works, distribute, license, lease, sell, re-sell, transfer, publicly display, publicly represent, send, make a streaming, broadcast or otherwise exploit the application;
- decompile, reconstruct through reverse engineering or disassemble the application;
- make links, mirrors or frames to any portion of the Application;
- cause or launch programs or scripts that scrape, index, analyze, or perform any data extraction operations from any portion of the Application or which hamper or prevent in any respect the operation and/or functionality of the Application;
- attempt to obtain unauthorized access to or affect any aspect of the Application or of the systems or networks connected thereto;
- remove copyright marks, trademarks or other proprietary markings from any document issued by RED or from any portion of the Application.
3.3 IP Claims: During the contractual relationship, the Consumer will notify RED, as soon as possible, about: (a) any actual or suspected infringement by any third party of the intellectual property rights in connection with the license granted; (b) any threat, accusation or claim of infringement of the intellectual property rights of any third party with respect to Consumer’s use of the Application under the granted license; (c) any procedure initiated by any third party that questions the ownership, validity or registration of the Application; (each “IP Claim“). In the event that an IP Claim totally or partially affects the functionality of the Application, the Parties shall negotiate to what extent it is necessary to terminate these GTC.
4. Nature and Accuracy of Information provided Through the Application
RED shall take all the measures to ensure that the information posted in the Application is updated, actual and accurate. Although the Application is also available to users from other countries, the posted information is only valid on Romania’s territory.
Neither RED nor any other party involved in the creation and functioning of the Application shall be liable for any error, prejudice (whether direct or indirect), loss of data or content error or for shortcomings of the Application, which can directly or indirectly or incidentally occur through the use of the Application.
5. Access to and Use of Application
The Application offers a 24/7 accessibility, except during maintenance and reconstruction operations. RED assumes no responsibility for delays in or impossibility to access/use the Application.
In this respect, the Consumer agrees that (i) in technical terms, it is impossible for the Application to avoid errors and RED may not be held liable in this respect, (ii) errors may cause the temporary unavailability of the Application and that (iii) the Application’s operation may be adversely influenced by circumstances beyond RED’s control such as, for instance, transmission and telecommunication connections between you and other systems and networks.
RED and/or its suppliers may at all times change or discontinue, temporarily or permanently, access to a part of the Application in order to carry on maintenance and/or upgrading and/ works or bring changes thereto. RED shall not be liable for changing, suspending or discontinuing access to the Application.
It is forbidden to use the Application for the purpose of loading, downloading, publishing or conveying any information whose content is illegal or immoral, disturbs in any way other individuals’ privacy, contains viruses, is contrary to accepted principles of morality or public order. RED shall not be liable for any prejudice caused by any type of communications from the categories mentioned above.
Furthermore, it is forbidden to use the Application for the purpose of sending any kind of material that is threatening, false, misleading, abusive, harassing, defamatory, vulgar, obscene, scandalous, instigating, pornographic or profanatory, or any other kind of material that can represent or encourage a behavior that may give rise to a criminal offense, may lead to civil liability or otherwise breach the law.
It is forbidden to use a fake e-mail addresses or unlawfully send electronic messages or any other communications in the name of another individual or legal entity or in the name of any other entity.
RED may not be held liable for any loss, destruction or expenses that may arise from your and/or any third party’s accessing or using the Application.
6. Authentication and Accessing the Personal Account
For authentication purposes, the Consumer will use / receive a username and a password to securely access the Application from the mobile phone or from another similar electronic device and will thus have an active personal user account for the Application.
A Consumer may only have one account. The Consumer may not authorize third persons to use their account. It is forbidden to assign or otherwise transfer the Consumer’s account to another person. The Consumer undertakes to comply with all the applicable laws when using the Application and may use it solely for lawful purposes.
If you choose to or have a user identification code, a password or any other information as part of our security procedures, you must treat this information as confidential and must not disclose it to other third parties.
We reserve the right to deactivate any user identification code or any password, whether chosen by or allocated to you, at any time, if in our opinion you have failed to comply with any of the provisions set forth under these GTCs. The Consumer shall be solely responsible for all the activities performed by the Consumer through the Application and shall be under the obligation to preserve at all times, with own means, the security and secrecy of the username and related password. You agree to promptly inform us once you have identified any disclosure or unauthorized use of the Consumer’s identification code and/or password.
7. Promotional Content
Any promotional content offered through the Application shall be provided in accordance with the applicable law.
From the perspective of the legal framework concerning the protection of personal data, RED shall send you commercial communications through the Application, by e-mail or by any other method that uses electronic communications services intended for the public, only if you have previously expressed your consent to receive such communications.
Notwithstanding the above, considering that RED obtained your e-mail address when you created an account and started using the Application, it shall be able to use your e-mail address for sending commercial communications regarding the rest of the existing functionalities in the Application. In this situation, you will be able to oppose by simple and free means whenever you receive such commercial communications opting in and out through platform settings
For the purpose of using the Application, you agree that any issues you may encounter regarding the promotional content will be first addressed to RED, for an amicable settlement.
RED shall not be liable for any financial loss or damage due to the promotional content provided or for any failure or inability to use that promotional content, for any reason whatsoever.
8. Access to Network and Devices
The Consumer shall be solely responsible for obtaining access to the data network necessary to use the Application. The transfer of data and messages may be subject to the tariffs and prices charged by the mobile network to which the Consumer has subscribed, to the extent that the Consumer accesses or uses the Application from a device that allows for wireless communication, and it is Consumer’s exclusive responsibility to pay these tariffs and prices.
The Consumer shall be solely responsible for procuring and updating the hardware equipment or the devices required for accessing and using the Application, as well as for procuring any updates thereof.
For the avoidance of any doubt, RED does not guarantee that the Application or any of its functionalities will be functional on a certain hardware equipment or on a certain device. Moreover, the Consumer acknowledges and accepts that the Application may be affected by malfunctions and inherent delays in the use of Internet or electronic communications for which RED assumes no responsibility.
9. Personal Data protection
10. Cookies Policy
11. Consumer’ Feedback
RED may, at its sole discretion, allow the Consumer to regularly send, load or provide to RED, through the Application, content and information in text format, including comments and opinions about the Application, the mechanism presented in these GTCs or about other users („Feedback”).
The entire Feedback will remain Consumer’s property. However, by providing content to RED, the Consumer grants RED a worldwide valid, perpetual, irrevocable, transferable, royalty-free license, with a sub-licensing right, to use, copy, amend, create derivative works, distribute, publicly display, publicly represent and exploit in any manner whatsoever the Feedback in question, in all formats and on all distribution channels currently known or to be created in the future, without the Consumer’s prior information or approval and without any payment being due to the Consumer or another person.
The Consumer represents and warrants as follows:
- The Consumer is either the sole and exclusive owner of the entire Feedback, or it holds all the rights, licenses, permits and authorizations necessary to grant RED a license for the Feedback; and
- neither the Feedback, nor the transmission, loading, publication or provision by the Consumer of such Feedback or the use by RED of the Feedback in question shall be deemed as a breach, unlawful appropriation or violation of a third party’s ownership rights or intellectual property rights, or a third party’s publicity or confidentiality rights, nor will it entail the breach of any applicable law or regulation.
- The Consumer undertakes not to send any Feedback that is derogatory, defamatory, hate inciting, violent, obscene, pornographic, illegal or offending, as may be decided by RED at its own discretion. RED has the possibility but not the obligation to examine, monitor or delete the Feedback, at RED’s exclusive discretion, at any time, regardless of cause, with no notification or any other information whatsoever of the Consumer being necessary for this purpose.
12. Representations and Warranties of RED
The Consumer expressly acknowledges that it is a party to these GTCs in consideration of the following representations and warranties made by RED in connection with its own business, as follows:
- RED is a legally established company, lawfully operating under the Romanian laws, meeting all the legal corporate requirements to carry on its business;
- RED holds all the legal authorizations to carry on its business pursuant to these GTCs and fully complies with all the requirements set forth under these authorizations;
- RED meets all the legal requirements necessary to enter into and be a party in this contractual relationship, and the fulfilment of its obligations does not and will not result in, conflict with, or constitute a breach of, any term or condition or of any other provision set forth under a contract or any other document or legal act, of any nature whatsoever, to which RED is or is to be a party or to which RED is subject under the Romanian legislation;
- RED has the required technical capacities and qualified staff to meet its obligations.
13. GTCs Duration. Termination
These GTCs shall be valid for the term of Consumer’s access and use of Application.
The Consumer shall at all times be entitled to withdraw from GTCs, i.e. to close the Application account, without invoking any reason and without bearing other costs. The rights born until the withdrawal date shall be fully acknowledged to the holder of the rights in question.
RED may promptly decide to terminate the contractual relationship with the Consumer by denying at any time their access to the Application, if the Consumer has breached any provisions of these GTCs, by simple notification and without any prior formalities. Also, RED may at any time unilaterally terminate these GTCs with a prior [10-day] notification.
The termination of these GTCs, is without prejudice to your rights and obligations, including RED’s limitations of liability in the terms and conditions related to other roles acquired through the Application. At the same time, at the moment of termination of these GTCs, the Supply Agreement concluded by the Consumer with the Supplier shall not automatically terminate.
The Application is provided in “as is” condition and “depending on availability”. RED does not accept any of the representations and warranties, whether express, implicit or imposed by the law, which are not expressly set forth in these GTCs, including the implicit warranties about merchantability, vulnerability, adequacy for a certain purpose and non-breach of third parties’ rights.
Moreover, RED does not make any representation or warranty about the reliability, punctuality, quality, adequacy or availability of the Application, neither does it represent or warrants that the Application or any related software will be free of any discontinuances or errors.
RED does not guarantee the quality, adequacy, safety or capacity of third-party Suppliers.
The Consumer acknowledges and accepts that the entire risk arising from Consumer’s use of the Application shall be fully incumbent on the Consumer, to the maximum extent permitted by the applicable legislation.
15. Limitation of RED’s liability
RED shall not be liable for any indirect, future, special, illustrative, punitive or other damages, including for the loss of profit, for any prejudice associated to or which otherwise arises from any use of the Application.
RED shall not be liable for any prejudice, damages or loss arising from:
- The manner in which the personalized offers were created and submitted to the Consumer;
- The non-compliance by the Franchise Users who submitted the personalized offers to the Consumer to any applicable legislation, including, but not limited to the personal data protection legislation;
- Consumer’s using or relying on the Application, or from Consumer’s incapacity or inability to access or use the Application;
- any transaction or relationship between the Consumer and any other third party, even if RED has been informed about the potential occurrence of such prejudice;
- Supplier’s failure to comply with its obligations according to the Supply Agreement;
- Consumer’s failure to comply with any instructions or recommendations sent by RED through the Application or in any other manner.
RED shall not be liable for any delayed functioning or non-functioning of the Application that is generated by causes beyond the reasonable control of RED, such as but not limited to:
- unavailability of mobile phone networks;
- Consumer’s use of functionalities that are not provided by RED;
- services and quality of services provided to the Consumer by third parties; and/or
- other circumstances provided by the law.
RED shall not be liable for access to the Application from countries whose laws prohibit or restrict or limit the access to and/or the use of a green tokens trading platform. Also, RED shall have no responsibility for the access to the Application from countries whose laws prohibit or restrict or limit any aspect of the Application’s content, including any of its functionalities. The Consumers who choose to access this Application from other countries will do so on their own initiative, on their own responsibility and shall be solely responsible for complying with the applicable laws.
Specifically, RED shall under no circumstances be liable and regardless of whether the prejudice is reasonably predictable, for, including but not limited to:
- the general risk of changing the electricity and / or natural gas supplier and the risk of choosing the supplier;
- availability or unavailability of personalized offers at a certain time;
- any damages arising from the violation of the personal data protection legislation by other users of the Application (Users, Franchise Users, Suppliers, etc.);
- any act or omission by other users of the Application (Users, Franchise Users, Suppliers, etc.);
- any information contained in the personalized offers or in the Supply Agreement;
- instructions received from the Consumer, regardless of whether they have acted or not based on such instructions;
- Consumer’s decision to enter into a contractual relationship pursuant to these GTCs;
- Consumer’s decision to use the functionalities provided through the Application;
- any delay, loss or prejudice of whatever nature suffered as a consequence of the services provided by any third-party service supplier or subcontractor hired by RED. Any complaints regarding the action or omission of any third-party services supplier or subcontractor shall be filed solely and directly against such party.
- any delays in concluding the Supply Agreements or in the processing of the related payments;
- lost profits, lost revenues, missed business opportunities, other intangible, punitive, special or incidental losses, regardless of whether they were direct or indirect, predictable or unpredictable and regardless of whether RED was informed or not about the potential occurrence of such losses;
- any loss occurring as a consequence of a requirement imposed by new laws or regulations or further to our obligations under the laws of any jurisdiction;
- compliance with any laws, rules and regulations from the Consumer’s specific jurisdiction that may be applicable in connection with the use of the Application or its functionalities;
To the maximum extent permitted by the applicable law, RED’s total liability to the Consumer in connection with the Application and/or the fulfilment of its obligations for all the prejudices, losses and damages shall in no case exceed the value of the amounts paid by the Consumer under these GTCs over a 3-month period preceding the event that triggered RED’s liability.
16. Consumer’s Liability
The Consumer undertakes to indemnify and exonerate RED and its shareholders, directors, officers, managers, employees and agents of any liability in the event of any indemnification claims, other claims, losses, damages and expenses (including lawyers’ fees) generated by the Consumer, which arise from or in connection with:
- Consumer’s use of the Application;
- Consumer’s failure to comply with or the breach of any of the provisions under these GTCs;
- the inadequate nature of the rights over the Feedback and/or its inadequate character; or
- breach by the Consumer of a third-party’s rights, including the Suppliers’ rights.
17. Parties’ Legal Status
RED shall act in capacity of independent economic operator in connection with any aspect regarding the fulfilment of its obligations under these GTCs.
For the avoidance of any doubt, each of RED and the Consumer acknowledges and accepts that neither the Consumer nor RED acts, in relation to the other party or any (third) party that uses the Application, in capacity of official in charge, attorney, representative or in any other subordinated legal capacity. In particular, each party acknowledges and accepts that the other party may not legally or otherwise bind the other party in any way whatsoever.
Notices between the parties may be addressed as follows:
Assistance Section within the Application
E-mail: [email protected]
These GTCs shall be supplemented with the following Schedules that are integral part thereof:
20. Governing law. Disputes
These GTCs shall be governed by and construed according to the Romanian legislation.
Any disputes that cannot be amicably settled by the parties shall be referred to the Romanian courts of competent jurisdiction.
The Consumer undertakes to comply in all respects that arise from these GTCs and the User’s Guide with any applicable law and RED shall have no liability for any breach of the law by the Consumer.
These GTCs apply in addition to the User specific terms and conditions, assumed upon registration as a user of the Application, available here.
For the avoidance of any doubt, the Consumer expressly acknowledges and accepts each and all the clauses and terms under these GTCs including but not limited to the provisions set forth under sections 1, 2, 3, 4, 5, 6, 7, 8, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20 and 21.