SolarCity Corporation

393 Vintage Park Drive

Foster City, CA 94404

CA CSLB 888104

 

Homeowner Name and Address Co-Owner Name (If any)

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Installation location:

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1.                   Solar Panel System Lease; Introduction.

This SolarLease (this "Lease") is the agreement between you and SolarCity Corporation (together with its successors and assigns, "SolarCity" or "we"), covering the lease to you of the solar panel system (the "System") described below. SolarCity agrees to lease to you, and you agree to lease from SolarCity, the System on the terms and conditions described in this Lease. The System will be installed by SolarCity at the address you listed above. This Lease will refer to this address as the "Property" or your "Home." This Lease is nine (9) pages long and has two (2) Exhibits. This is a legally binding agreement, so please read everything carefully. This Lease has disclosures required by the Federal Consumer Leasing Act and, where applicable, state law, as part of this Lease. If you have any questions regarding this Lease, please ask your SolarCity sales representative. This Lease is effective beginning on the day you sign it. SolarCity has provided you with a Performance Guaranty and Limited Warranty (the "Limited Warranty"). SolarCity has also provided you with a System guide entitled "Solar Operation and Maintenance Guide" (the "Guide"), which contains important operation, maintenance, service and warranty information. Please read the Limited Warranty and the Guide carefully.

2.                   Lease Term.

SolarCity agrees to lease you the System for years full calendar months), plus, if the Interconnection Date is not on the first day of a calendar month, the number of days left in that partial calendar month, including the Installation Date. We refer to this period of time as the "Lease Term." The Lease Term begins on the Interconnection Date. The Interconnection Date is the date that the System is fully up and running and generating energy.

3.                   Description of the Solar Panel System You Are Leasing.

Table.Lease.LeaseProperty,border=1

 


 

4.                   Lease Payments; Amounts.

A. Amount Due at Lease
Signing or Delivery
:

 

First Monthly Payment

$

 

Tax on First Monthly Payment

$

 

Delivery/Installation Fee

$ __0__

 

Total $

 

 

B. Monthly Payments (taxes not included):

 

 

Each Monthly Payment is due on the first day of a calendar month.

 

The total amount of Monthly Payments for the Lease Term will be $.

 

C. Other Charges: (not part of the Monthly Payments)

 

None.

 

D. Total of Payments:

(The amount you will have paid by the end of this Lease)

$ (total of Monthly Payments, and any other amounts specified in this Section 4; does not include any additional installation cost or taxes)

E. Purchase Option At End of Lease Term:

You do not have an option to purchase the System at the end of the Lease Term.

 

F. Other Important Terms: See Section 2 above for additional information on the Lease Term and also see below for additional information on termination, purchase options, renewal options, maintenance responsibilities, warranties, late and default charges, required insurance and prohibition on assignment without SolarCity's consent.


 

5.                   Lease Obligations.

(a)        You agree to:

                                           (i)            make the payments required by this Lease;

                                         (ii)            notify us within 24 hours if you discover that the System is not working correctly;

                                        (iii)            notify us immediately upon the discovery of an emergency condition relating to the System, damage to the System or theft of the System;

                                       (iv)            only have the System repaired pursuant to the Limited Warranty and reasonably cooperate with the person performing the repairs when repairs are being made;

                                         (v)            keep trees, bushes and hedges trimmed so that the System receives as much sunlight as it did when SolarCity installed it;

                                       (vi)            not modify your Home in a way that shades the System;

                                      (vii)            permit SolarCity, after we give you reasonable notice, to inspect the System for proper operation as we reasonably determine necessary;

                                    (viii)            not move the System, or permit anyone else to move the System, except as permitted by the Limited Warranty;

                                        (ix)            not do anything, permit or allow to exist any condition or circumstance which would cause the system not to operate as intended at the Property;

                                          (x)            not use the System to heat a swimming pool;

                                        (xi)            use the System primarily for personal, family or household purposes;

                                       (xii)            not remove any markings or identification tags on the System;

                                     (xiii)            keep the panels clean, pursuant to the Limited Warranty and the Guide;

                                     (xiv)            reasonably cooperate with SolarCity so that it may claim any tax credits, rebates or benefits from the System; this may include filing applications for rebates from the federal, state or local, government or a local utility and giving these tax credits, rebates or benefits to SolarCity. You agree that you will not claim, or take any action, or fail to take any action, including claiming any tax credits respecting the System on any tax return, that may jeopardize SolarCity's ability to receive, such tax credits, rebates or other benefits; and

                                      (xv)            be responsible for any non-code conditions at your Home that affect the installation and to allow SolarCity adequate time and access to complete the installation.

(b)       Return Fees; Late Charges; Checks. In addition to the other amounts you agree to pay in this Lease, you agree to pay the following:

                                           (i)            Returned Check Fee: $25 for any check or withdrawal right that is returned or refused by your bank.

                                         (ii)            Late payments accrue interest at twelve percent (12%) annually or the maximum allowable by applicable law.

(c)        Insurance. The System needs to be insured at all times.

You will need All Risk coverage against damage to or loss of the System in the amount of .

You agree to obtain and pay for the required insurance with a nationally recognized insurer of your choice. The required insurance may be provided through existing policies that you own or control (like your homeowner's policy). You also agree to name SolarCity and anyone else designated by SolarCity as a loss payee (someone who can recover directly from your insurance company in the event of a loss related to the System). The insurance policy must provide for at least thirty (30) days' advance notice to us of any cancellation or other material change in coverage. At our request, you will promptly provide us with written proof of insurance. You will promptly contact us in writing if any of the insurance provider information changes. You authorize us to endorse your name on any check or other instrument we receive for insurance proceeds. This will enable us to deposit a check we receive from your insurance company.

NO INSURANCE COVERAGE IS INCLUDED IN THIS LEASE OR PROVIDED BY SOLARCITY.

(d)       Estimated Taxes: You agree to pay any applicable sales or use taxes on the Monthly Payments due under this Lease. You also agree to pay as invoiced any applicable personal property taxes on the System that your local jurisdiction may levy. The total estimated amount you will pay for taxes over the Lease Term is $.

(e)        No Alterations. You agree that you will not make any modifications, attachments, improvements, revisions or additions to the System or take any other action that could void the Limited Warranty on the System without SolarCity's prior written consent. If you make any modifications, attachments, improvements, revisions or additions, they will become part of the System and shall be SolarCity's property.

(f)         Home Renovations. If you want to make any repairs or improvements to the Property that could interfere with the System (such as repairing the roof where the System is located), you may only remove and replace the System pursuant to the Limited Warranty.

(g)       Access to the Solar Panel System; Easement.

                                           (i)            You grant to SolarCity and its agents, employees and contractors the right to reasonably access all of the Property for the purposes of (a) installing, constructing, operating, owning, repairing, accessing, removing and replacing the System or making any additions to the System or installing complementary technologies on or about the location of the System; (b) enforcing SolarCity's rights as to this Lease and the System; (c) installing, using and maintaining electric lines and inverters and meters, necessary to interconnect the System to your electric system at the Property and/or to the utility's electric distribution system; or (d) as reasonably necessary in connection with the construction, installation, operation, maintenance, removal or repair of the System. This access right shall continue for up to ninety (90) days after this Lease expires to provide SolarCity with time to remove the System at the end of the Lease. SolarCity shall provide you with reasonable notice of its need to access the Property whenever commercially reasonable.

                                         (ii)            During the time that SolarCity has access rights you shall ensure that its access rights are preserved and shall not interfere with or permit any third party to interfere with such rights or access. If SolarCity requests, you will sign an easement that sets out in writing (i) SolarCity's right to access the Property; and/or (ii) that the System is not a fixture. SolarCity may record this easement in the appropriate manner in the public records. You also grant SolarCity the right to file any UCC-1 financing statement or fixture filing that confirms its interest in the System.

(h)       Indemnity. To the fullest extent permitted by law, you shall indemnify, defend, protect, save and hold harmless SolarCity, its employees, officers, directors, agents, successors and assigns from any and all third party claims, actions, costs, expenses (including reasonable attorneys' fees and expenses), damages, liabilities, penalties, losses, obligations, injuries, demands and liens of any kind or nature arising out of, connected with, relating to or resulting from your negligence or willful misconduct; provided, that nothing herein shall require you to indemnify SolarCity for its own negligence or willful misconduct. The provisions of this paragraph shall survive termination or expiration of this Lease.

(i)         Monthly Payments. The Monthly Payments section (Section 4(B)) describes your monthly payment obligations under this Lease. YOU AGREE THAT THIS IS A NET LEASE AND THE OBLIGATION TO PAY ALL MONTHLY PAYMENTS AND ALL OTHER AMOUNTS DUE UNDER THIS LEASE SHALL BE ABSOLUTE AND UNCONDITIONAL UNDER ALL CIRCUMSTANCES AND SHALL NOT BE SUBJECT TO ANY ABATEMENT, DEFENSE, COUNTERCLAIM, SETOFF, RECOUPMENT OR REDUCTION FOR ANY REASON WHATSOEVER, IT BEING THE EXPRESS INTENT OF THE PARTIES THAT ALL AMOUNTS PAYABLE BY YOU HEREUNDER SHALL BE AND CONTINUE TO BE PAYABLE IN ALL EVENTS INCLUDING BY YOUR HEIRS AND ESTATE AND, EXCEPT AS SET FORTH BELOW, YOU HEREBY WAIVE ALL RIGHTS YOU MAY HAVE TO REJECT OR CANCEL THIS LEASE, TO REVOKE ACCEPTANCE OF THE SYSTEM, OR TO GRANT A SECURITY INTEREST IN THE SYSTEM.

(j)         Lease Obligations Separate from Limited Warranty. You acknowledge that SolarCity's obligations under this Lease are separate and independent from its obligations under the Limited Warranty, that no breach of the provisions of the Limited Warranty will be a default by SolarCity under this Lease, and that a breach by SolarCity of its obligations under the Limited Warranty will not give rise to any rights or recourse against SolarCity or any right to offset amounts due under this Lease. You also acknowledge that this Lease may be assigned separately from the Limited Warranty.


6.                   Conditions Prior to Installation of the System.

SolarCity's obligation to install and lease the System are conditioned on the following items having been completed to its reasonable satisfaction:

(a)        completion of a physical inspection of the Property, including if applicable geotechnical work, and real estate due diligence to confirm the suitability of the Property for the construction, installation and operation of the System;

(b)       approval of this Lease by its financing partner(s);

(c)        confirmation that it will obtain all applicable benefits referred to in Section 9; and

(d)       receipt of all necessary zoning, land use and building permits.

(e)        SolarCity may terminate this Lease without liability if, in its reasonable judgment, any of the above listed conditions will not be satisfied for reasons beyond its reasonable control.

7.                   Warranty.

The Limited Warranty is separate from this Lease. No rights provided to you by the Limited Warranty may be asserted under this Lease. No warranty is made in this Lease. Therefore, any warranty claim must be made independently of this Lease and will not affect your obligations under this Lease.

YOU UNDERSTAND THAT THE SYSTEM IS WARRANTED UNDER THE LIMITED WARRANTY, AND THAT THERE ARE NO OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AS TO THE MERCHANTABILITY, FITNESS FOR ANY PURPOSE, CONDITION, DESIGN, CAPACITY, SUITABILITY OR PERFORMANCE OF THE SYSTEM OR ITS INSTALLATION, AND YOU LEASE THE SYSTEM "AS IS."

8.                   Transfer.

SolarCity may assign, sell or transfer the System and this Lease. Assignment, sale or transfer generally means that SolarCity would transfer certain of its rights and certain of its obligations under this Lease to another party. Upon such transfer, SolarCity Corporation shall retain, and the other party will have no obligation for, SolarCity Corporation's installation obligations under Section 1 and its obligations under the Limited Warranty or the Guide.

9.                   Ownership of the System; Tax Credits and Rebates.

You understand and agree that this is a lease and not a sale agreement. SolarCity owns the System for all purposes, including any data generated from the system. You shall at all times keep the System free and clear of all liens, claims, levies and legal processes not created by SolarCity, and shall at your expense protect and defend SolarCity against the same.

YOU UNDERSTAND AND AGREE THAT ANY AND ALL TAX CREDITS, INCENTIVES, RENEWABLE ENERGY CREDITS, GREEN TAGS, CARBON OFFSET CREDITS, UTILITY REBATES OR ANY OTHER NON-POWER ATTRIBUTES OF THE SYSTEM ARE THE PROPERTY OF AND FOR THE BENEFIT OF SOLARCITY, USABLE AT ITS SOLE DISCRETION. SOLARCITY SHALL HAVE THE EXCLUSIVE RIGHT TO ENJOY AND USE ALL SUCH BENEFITS, WHETHER SUCH BENEFITS EXIST NOW OR IN THE FUTURE.

10.                Options to Purchase the Solar Panel System Prior to the End of the Lease Term.

You may not purchase the System prior to the end of the Lease Term.

11.                Option to Renew Your Lease.

You have the option to renew your Lease Term for up to fifteen (15) years in three (3) five (5) year renewal periods. We will send you renewal forms three (3) months prior to the expiration of the Lease Term, which forms shall set forth the new Monthly Payments due under the renewal Lease, based on our assessment of the then current fair market value of the System. If you want to renew and you are in compliance with this Lease, complete the renewal forms and return them to us at least one (1) month prior to the end of the Lease. In the event that you do not agree to the new Monthly Payments or do not submit a renewal form, the Lease shall expire by its terms on the termination date.

12.                Selling Your Home.

(a)        If you sell your home you can:

                                           (i)            Transfer this Lease and the Monthly Payments. If the person buying your Home meets SolarCity's credit requirements, then the person buying your Home can sign a transfer agreement assuming all of your rights and obligations under this Lease.

                                         (ii)            Prepay this Lease and Transfer only the Use of the System. If the person buying your home does not meet SolarCity's credit requirements, but still wants the System, then you can (i) prepay the payments remaining on the Lease (See section 16(f)(i) and (ii)), (ii) add the cost of the Lease to the price of your home; and (iii) have the person buying your Home sign a transfer agreement to assume your rights and non-Monthly Payment obligations under this Lease. The System stays at your Home, the new owner of your Home does not make any Monthly Payments and has only to comply with the non-Monthly Payment portions of this Lease.

                                        (iii)            Prepay this Lease and Remove the System after Six Years. If your System has been installed for at least six (6) years (72 months) and the person buying your home does not want the System, you may prepay the payments remaining on the Lease (See section 16(f)(i) and (ii)). Your right to have the System removed at no cost to you in such case is covered by the Limited Warranty.

                                       (iv)            Move the System to your new Home. If you are moving to a new home in the same utility district, the System can be moved to your new home only pursuant to the Limited Warranty. You will need to pay all costs associated with relocating the System, execute and deliver to SolarCity an easement for the replacement premises (substantially in the form of Exhibit 3) and provide any third party consents or releases required by SolarCity in connection with the substitute premises.

(b)       You agree to give SolarCity at least one (1) month's but not more than three (3) months' prior written notice if you want someone to assume your Lease obligations. In connection with this assumption, you, your approved buyer and SolarCity shall execute a written transfer of this Lease. SolarCity may charge you a transfer review fee of two hundred fifty dollars ($250). Unless we have released you from your obligations in writing, you are still responsible for performing under this Lease. If your buyer defaults on this Lease and we have not yet signed the transfer agreement, you will be responsible for its default. We will release you from your obligations under this Lease in writing once we have a signed transfer agreement with the person buying your Home (provided such person has been approved as a transferee by SolarCity in writing).

(c)        If you sell your home and can't comply with any of the options in subsection (a) above, you will be in default under this Lease. Section 12(a) includes a home sale by your estate or heirs.

(d)       EXCEPT AS SET FORTH IN THIS SECTION, YOU WILL NOT SUBLEASE, ASSIGN, SELL, PLEDGE OR IN ANY OTHER WAY TRANSFER YOUR INTEREST IN THE SYSTEM OR THIS LEASE WITHOUT OUR PRIOR WRITTEN CONSENT, WHICH SHALL NOT BE UNREASONABLY WITHHELD.

13.                Loss or Damage.

(a)        You agree to bear all of the risk of loss, damage, theft, destruction or similar occurrence of any or all of the System during the time the System is (i) installed on the Property, (ii) while the System is being installed on the Property, or (iii) after a default under this Lease, while the System is being removed from the Property. Except as expressly provided in this Lease, no loss, damage, theft or destruction will excuse you from your obligations under this Lease, including Monthly Payments. The insurance you provide on the System will protect you from the financial burden of loss or damage to the System; this is why we require the System to be insured.

(b)       If there is loss, damage, theft, destruction or a similar occurrence affecting the System, and you are not in default of this Lease, you shall within thirty (30) days after such occurrence (a) continue to timely make all Monthly Payments and pay all other amounts due under the Lease and, within a commercially reasonable time at your sole cost and expense, have the System repaired pursuant to the Limited Warranty; or (b) if the System cannot be repaired (with insurance proceeds plus any additional monies required) pay SolarCity all amounts described in Section 16(f).

(c)        SolarCity shall have the right, but not the obligation, to repair or remedy any defective or dangerous condition with respect to the System and bill you for the reasonable cost and expense of such repairs. Some or all of these obligations may be covered by the Limited Warranty.


14.                Limitation of Liability.

(a)        No Consequential Damages. SOLARCITY'S LIABILITY TO LESSEE UNDER THIS LEASE SHALL BE LIMITED TO DIRECT, ACTUAL DAMAGES ONLY. LESSEE AGREES THAT IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR INDIRECT DAMAGES.

(b)       Actual Damages. Except for claims under section 5(h), neither party's liability to the other will exceed an amount equal to the maximum amount that could be payable by you under Section 16(f). Damages to your home or property during the installation of the System or resulting from the System are covered in the Performance Guaranty and Limited Warranty Agreement provided by SolarCity.

15.                Default.

You will be in default under this Lease if any one of the following occurs:

(a)        you fail to make any payment when it is due and such failure continues for a period of ten (10) days;

(b)       you fail to perform any material obligation that you have undertaken in this Lease (which includes doing something you have agreed not to do, like alter the System) and such failure continues for a period of fifteen (15) days after written notice;

(c)        you or your guarantor have provided any false or misleading financial or other information to obtain this Lease;

(d)       you assign, transfer, encumber, sublet or sell this Lease or any part of the System without SolarCity's prior written consent;

(e)        you fail to provide the required insurance on the System or fail to provide proof of such coverage after we request it; or

(f)         you or any guarantor makes an assignment for the benefit of creditors, admits in writing its insolvency, files or there is filed against you or it a voluntary petition in bankruptcy, is adjudicated bankrupt or insolvent or undertakes or experiences any substantially similar activity.

16.                Remedies in Case of Default.

If this Lease is in default, we may take any one or more of the following actions. If the law requires us to do so, we will give you notice and wait any period of time required before taking any of these actions. We may:

(a)        terminate this Lease and your rights to possess and use the System;

(b)       take any reasonable action to correct your default or to prevent our loss (including, for example, purchasing insurance that you agreed to provide); any amount we pay will be added to the amount you owe us and will be immediately due;

(c)        require you, at your expense, to return the System or make it available to us in a reasonable manner;

(d)       proceed, by appropriate court action, to enforce performance of this Lease and to recover damages for your breach;

(e)        take back the System by legal process or self-help, but we may not breach the peace or violate the law;

(f)         recover from you (i) all accrued but unpaid monthly payments, taxes, late charges, penalties, interest and all or any other sums then accrued or due and owing, plus (ii) the unpaid balance of the aggregate rent, each payment discounted to present value at 5% per annum, plus (iii) reasonable compensation, on a net after tax basis assuming a tax rate of 35%, for the loss or recapture of (A) the investment tax credit equal to thirty percent (30%) of the System cost, including installation; and (B) accelerated depreciation over five (5) years equal to eighty five percent (85%) of the System cost, including installation, and for the loss of any anticipated benefits pursuant to Section 9 of the Lease (SolarCity shall furnish Lessee with a detailed calculation of such compensation if a claim is made therefore); or

(g)       use any other remedy available to us in this Lease or by law.

You agree to repay us for any reasonable amounts we pay to correct or cover your default. You also agree to reimburse us for any costs and expenses we incur relating to the System's return resulting from early termination. By choosing any one or more of these remedies, SolarCity does not give up its right to use another remedy. By deciding not to use any remedy should this Lease be in default, SolarCity does not give up our right to use that remedy in case of a subsequent default.

17.                Returning the System at the End or upon Termination of This Lease; Early Termination.

(a)        Returning the Solar Panel System at the End or Termination of This Lease. If you don't renew this Lease, then there are three (3) possibilities with respect to returning or keeping the System at the end or termination of this Lease:

                                           (i)            If at the end or termination of this Lease Term you have not defaulted on this Lease, then within ninety (90) days:

                                                               (A)            SolarCity may at its choosing, remove the System from your home at no cost to you; or

                                                                (B)            if SolarCity does not tell you that it wants to remove the System and you want to have the System removed from your Home at no cost to you, you must make a claim under the Limited Warranty which governs your rights in this respect.

                                         (ii)            If at the end or termination of this Lease you are in default, and SolarCity chooses to remove the System from your Home then you agree to pay SolarCity the reasonable expense of removing the System from your Home.

                                        (iii)            If at the end or termination of this Lease SolarCity chooses not to remove the System and you do not require removal within 90 days pursuant to the Limited Warranty, then you will be considered to be the new owner of the System and it will automatically be conveyed to you AS IS, WHERE IS.

(b)       Early Termination after 6 years. If your System has been installed for less than six (6) years (72 months), you are not entitled to terminate the Lease. If your System has been installed for at least six (6) years (72 months) and you want to terminate the Lease, SolarCity will remove the System from your Home upon your payment of (x) an amount equal to the cost of de-installation and transportation, (y) the cost to repair any damage to the System for which you are responsible under this Lease, and (z) the amounts remaining on the Lease (See section 16(f)(i) and (ii)).

(c)        You will also have the right to terminate this Lease, without penalty or fee, if we determine after a site audit that we have misestimated the kilowatt size of the System your Home will require by more than ten percent (10%). Such termination right will expire at the earlier of (i) the date we commence installation of the System and (ii) one (1) month after we inform you in writing of the revised size estimate.

18.                Applicable Law; Arbitration.

The laws of the state where your Home is located shall govern this Lease without giving effect to conflict of laws principles. We agree that any dispute, claim or disagreement between us shall be resolved by arbitration. Judgment on an arbitrator's award may be entered in any court having jurisdiction. All statutes of limitations that are applicable to any dispute shall apply to any arbitration between us.

Each arbitration, including the selecting of the arbitrator, will be administered by JAMS/Endispute, LLC under its Commercial Arbitration Rules and, in addition, the Due Process Protocol for Mediation and Arbitration of Consumer Disputes most recently in effect. Arbitration will be governed by the Federal Arbitration Act (Title 9 of the U.S. Code). Either party can initiate an arbitration proceeding by filing the necessary forms with JAMS. To learn more about arbitration, you can call any JAMS office or review the materials at www.jamsadr.com. If a JAMS office does not exist in the county where you are located, another arbitrator will be agreed upon or if no other arbitrator can be agreed upon, then we will use the JAMS office closest to your Home.

You and we shall each bear our own costs and expenses, including attorneys' fees, with respect to any arbitration. However, if under the circumstances relating to the dispute it is determined by the arbitrator that it would be unconscionable or otherwise inappropriate for you to pay the JAMS filing and all other fees associated with the arbitration, we will pay those fees for you.

Only disputes involving you and us may be addressed in the arbitration. You agree that you cannot not pursue any dispute as a "class action" unless the amount in dispute between us is less than three thousand dollars ($3,000), not including any claim you might bring for attorneys fees or punitive or exemplary damages. This means that the arbitration may not address disputes involving other persons which may be similar to the disputes between you and us.

The arbitrator shall have the authority to award any legal or equitable remedy or relief that a court could order or grant. The arbitrator, however, is not authorized to change or alter the terms of this Lease or to make any award that would extend to any transaction other than your own. The prevailing party in any arbitration or court action will be entitled to recover as part of the award its costs and reasonable attorneys' fees and expenses.

Because we have agreed to arbitrate all disputes, neither of use will HAVE THE RIGHT TO LITIGATE THAT DISPUTE IN COURT, OR TO HAVE A JURY TRIAL ON THAT DISPUTE, OR ENGAGE IN DISCOVERY EXCEPT AS PROVIDED FOR IN THE JAMS RULES. FURTHER, YOU WILL NOT HAVE THE RIGHT TO PARTICIPATE AS A REPRESENTATIVE OR MEMBER OF ANY CLASS PERTAINING TO ANY DISPUTE UNLESS THE AMOUNT IN DISPUTE IS LESS THAN THREE THOUSAND DOLLARS ($3,000) NOT INCLUDING ANY CLAIM YOU MIGHT BRING FOR ATTORNEYS' FEES OR PUNITIVE OR EXEMPLARY DAMAGES. THE ARBITRATOR'S DECISION WILL BE FINAL AND BINDING, EXCEPT TO THE EXTENT IT IS SUBJECT TO REVIEW IN ACCORDANCE WITH APPLICABLE LAW GOVERNING ARBITRATION AWARDS. OTHER RIGHTS THAT YOU OR WE WOULD HAVE IN COURT MAY ALSO NOT BE AVAILABLE IN ARBITRATION.

If any portion of this section of this Lease is determined to be unenforceable, the remaining provisions shall be enforced in accordance with their terms or shall be interpreted or re-written so as to make them enforceable.

19.                Waiver.

Any delay or failure of a party to enforce any of the provisions of this Lease, including but not limited to any remedies listed in this Lease, or to require performance by the other party of any of the provisions of this Lease, shall not be construed to (i) be a waiver of such provisions or a party's right to enforce that provision; or (ii) affect the validity of this Lease.

20.                Notices.

All notices under this Lease shall be in writing and shall be by personal delivery, facsimile transmission, electronic mail, overnight courier, or certified, or registered mail, return receipt requested, and deemed received upon personal delivery, acknowledgment of receipt of electronic transmission, the promised delivery date after deposit with overnight courier, or five (5) days after deposit in the mail. Notices shall be sent to the person identified in this Lease at the addresses set forth in this Lease or such other address as either party may specify in writing. Each party shall deem a document faxed to it as an original document.

21.                Entire Agreement; Changes.

This Lease contains the parties' entire agreement regarding the lease of the System. There are no other agreements regarding this Lease, either written or oral. Any change to this Lease must be in writing and signed by both parties. If any portion of this Lease is determined to be unenforceable, the remaining provisions shall be enforced in accordance with their terms or shall be interpreted or re-written so as to make them enforceable. Provisions that should reasonably be considered to survive termination of this Lease shall survive, including, without limitation, Sections 5(c), 5(d), 5(e), 5(f), 5(g), 5(h), 14, 16 and 18.


22.                NOTICE OF RIGHT TO CANCEL IN CALIFORNIA.

IF THE SYSTEM IS INSTALLED IN CALIFORNIA YOU MAY CANCEL THIS LEASE AT ANY TIME PRIOR TO MIDNIGHT OF THE THIRD BUSINESS DAY AFTER THE DATE YOU SIGN THIS LEASE. SEE THE ATTACHED NOTICE OF CANCELLATION FORM ATTACHED AS EXHIBIT 1 FOR AN EXPLANATION OF THIS RIGHT.

23.                Additional Right to Cancel.

In addition to your right to cancel this Lease under Section 22, you may cancel this Lease at any time prior to 5 p.m. of the 30th calendar day after the date you sign this Lease. If that day is a holiday, you will have until the next day that is not a holiday to cancel this Lease. The notice of cancellation must be given pursuant to Section 20 to SolarCity at its address in this Lease, but must be actually received by SolarCity.

I have read this Lease and the Exhibits in their entirety and I acknowledge that I have received a complete copy of this Lease.


 

Owner's Name: Co-Owner's Name (if any):

Signature: _________________________ Signature: __________________________________

Date: _____________________________ Date: ______________________________________

 

SOLARCITY CORPORATION

By (signature): _____________________

Printed Name: Charles Ferer

Title: CFO

Date: _____________________________


Exhibit 1 (Customer Copy)

 

NOTICE OF CANCELLATION

STATUTORILY-REQUIRED LANGUAGE

(CC 1689.7(c))

 

"Notice of Cancellation"

 

 

Date of Transaction: __________________

 

You may cancel this transaction, without any penalty or obligation, within three business days from the above date. If you cancel, any property traded in, any payments made by you under the contract or sale and any negotiable instrument executed by you will be returned within 10 days following receipt by the seller (SolarCity Corporation) of your cancellation notice, and any security interest arising out of the transaction will be canceled. If you cancel, you must make available to the seller (SolarCity Corporation) at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller (SolarCity Corporation) regarding the return shipment of the goods at the seller's (SolarCity Corporation's) expense and risk. If you do make the goods available to the seller (SolarCity Corporation) and the seller (SolarCity Corporation) does not pick them up within 20 days of the date of your notice of cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller (SolarCity Corporation), or if you agree to return the goods to the seller (SolarCity Corporation) and fail to do so, then you remain liable for performance of all obligations under the contract.

To cancel this transaction, mail or deliver a signed and dated copy of this cancellation notice, or any other written notice, or send a telegram to SolarCity Corporation, 393 Vintage Park Drive, Foster City, CA 94404 not later than midnight of ______________________ [Date].

I, ______________________ [Name], hereby cancel this transaction on _________________________ [Date].

 

Lessee's Signature:

 

__________________________________________

 

 

Lessee's Signature:

 

__________________________________________

 


Exhibit 1 (SolarCity Copy)

 

NOTICE OF CANCELLATION

STATUTORILY-REQUIRED LANGUAGE

(CC 1689.7(c))

 

"Notice of Cancellation"

 

 

Date of Transaction: __________________

 

You may cancel this transaction, without any penalty or obligation, within three business days from the above date. If you cancel, any property traded in, any payments made by you under the contract or sale and any negotiable instrument executed by you will be returned within 10 days following receipt by the seller (SolarCity Corporation) of your cancellation notice, and any security interest arising out of the transaction will be canceled. If you cancel, you must make available to the seller (SolarCity Corporation) at your residence, in substantially as good condition as when received, any goods delivered to you under this contract or sale, or you may, if you wish, comply with the instructions of the seller (SolarCity Corporation) regarding the return shipment of the goods at the seller's (SolarCity Corporation's) expense and risk. If you do make the goods available to the seller (SolarCity Corporation) and the seller (SolarCity Corporation) does not pick them up within 20 days of the date of your notice of cancellation, you may retain or dispose of the goods without any further obligation. If you fail to make the goods available to the seller (SolarCity Corporation), or if you agree to return the goods to the seller (SolarCity Corporation) and fail to do so, then you remain liable for performance of all obligations under the contract.

To cancel this transaction, mail or deliver a signed and dated copy of this cancellation notice, or any other written notice, or send a telegram to SolarCity Corporation, 393 Vintage Park Drive, Foster City, CA 94404 not later than midnight of ______________________[Date].

I, ______________________ [Name], hereby cancel this transaction on _________________________ [Date].

 

Lessee's Signature:

 

__________________________________________

 

 

Lessee's Signature:

 

__________________________________________

 


Exhibit 2

Intentionally Deleted