Variablegrid Plus Terms and Conditions — Legacy Equipment Enrolment

Version 1.1, September 2026

These Terms and Conditions (the “Agreement”) govern your participation in the Variablegrid Plus program (the “Program”), offered by Variablegrid Adaptive Power Inc. (“Variablegrid”, “Company”, “we”, “us”, or “our”). This Agreement takes effect on the date of your signature or the date you begin participation (see Section 2) in the Program, whichever is earlier (the “Effective Date”).

This Agreement is for customers enrolling an electric vehicle charger they already own or are authorized by its owner to enrol, and that is already installed, at their home or at a parking stall assigned to them. Your charger does not have to be Variablegrid equipment, provided it is a model Company supports. The purchase and installation of your equipment were governed by separate arrangements, and nothing here alters them.

Section 7 explains what personal information we collect, who receives it, how long we keep it, and how you can access it or withdraw your consent. Please read it before you enrol. For the purpose of this Agreement, personal information is information about an identifiable individual.

By enrolling, you agree to be bound by this Agreement.

1. DEFINITIONS

“Charger” means an electric vehicle supply equipment unit that you own or are authorized by its owner to enrol and use in the Program, that is already installed at your installation address, and that is of a model Company supports for the Program. It may or may not have been manufactured or supplied by Company.

“Compliance Credits” means credits created under the Clean Fuel Regulations, each representing a lifecycle greenhouse gas emission reduction of one tonne of CO2-equivalent, generated under Compliance Category 3 based on eligible residential EV charging activity successfully transmitted by Enrolled Equipment, and created, registered, and transferred through the Credit Tracking System (“CATS”) administered by Environment and Climate Change Canada, either by the Credit Aggregator on Company’s behalf or by Company directly.

“Credit Aggregator” means the third party engaged by Company to register, aggregate, and transfer Compliance Credits on its behalf. As of the Effective Date this is FUSE (e-Mission Control). Company will give Notice if it changes.

“Eligible Charging Activity” means electricity, in kilowatt-hours, delivered through Enrolled Equipment and successfully transmitted to Company servers. It does not include energy that is not successfully transmitted, or energy associated with testing, diagnostic use, tampering, or fraud.

“Enrolled Equipment” means your Legacy Equipment once registered in the Home App and accepted into the Program.

“Home App” means the Variablegrid mobile or web application used to connect your Charger and view Program data.

“Installation Date” means the date your Charger first successfully transmitted charging session or operational data to Company servers.

“Legacy Equipment” means your Charger, and any energy management system installed with it, that you owned or were authorized by its owner to enrol and use, and that was installed before you enrolled. All equipment enrolled under this Agreement is Legacy Equipment.

“Notice” means written communication from Company by email, in-application notification in the Home App, or posting on its website.

“Variablegrid Equipment” means Legacy Equipment manufactured or supplied by Company.

“VarianCLOUD Participant” means a Program participant whose Charger is connected to the Variablegrid platform through VarianCLOUD, without a VarianHOME energy management system.

“VarianHOME Participant” means a Program participant whose Charger is connected to the Variablegrid platform through a VarianHOME energy management system.

“VarianPRO Participant” means a Program participant whose Charger is connected to the Variablegrid platform through VarianPRO, whatever the setting in which the Charger is installed.

2. ENROLMENT, TERM, AND ELIGIBILITY

Participation begins when Company accepts your enrolment and your Charger is registered and active in the Home App, and continues month to month until it ends under Section 9 or on withdrawal of your consent under Section 7.4. There is no minimum participation period and no penalty or repayment obligation on cancellation.

To participate you must:

Company maintains a list of supported charger models and may decline equipment it does not support or cannot reliably obtain charging data from. The list may change on Notice, and a change does not affect equipment already enrolled and successfully transmitting. Company may verify eligibility and may end participation if these requirements are no longer met, except that loss of connectivity is dealt with under Section 4 alone.

You may enrol up to four (4) Chargers under a single Program account, each tracked independently. Where several Chargers are located at one address, for example at separate stalls in the same building, each Charger is enrolled by and earns for the participant who owns it or is authorized by its owner to enrol and use it in the Program, and one participant’s enrolment does not limit another’s.

3. YOUR EQUIPMENT AND ITS USE

You own your Charger or are authorized by its owner to enrol and use it in the Program. Enrolment gives Company no interest in title to it. Your Charger may be installed at your home or at a parking stall or space assigned to you, whether or not that location is owned or managed by another party.

The Charger must be used only to charge your own electric vehicle or one belonging to your household. Commercial fleet charging, resale of electricity or of charging services, sub-metering resale, and revenue-generating public charging are prohibited without Company’s written consent.

Company does not supply electricity. Electricity is supplied by your local utility or, where your Charger draws on a building supply, by or through the owner, manager, landlord, or condominium or strata corporation responsible for it. Company is not a utility, energy retailer, or electrical distributor, and is not responsible for how the electricity your Charger consumes is metered, billed to you, or recovered from you.

Your Legacy Equipment was installed before you enrolled, at your own cost or that of the Charger’s owner, under arrangements separate from this Agreement, and Company does not assume responsibility for that installation. To the best of your knowledge it was installed by a licensed electrician, in accordance with applicable electrical codes and requirements, and under any permits, inspections, and approvals required by law.

Any work needed to bring your installation into compliance with Program requirements, including connectivity, is your responsibility and at your cost. This includes electrical work, panel modifications, cabling, network equipment, permits, and internet service.

4. CONNECTIVITY AND CONFIGURATION

Your Enrolled Equipment must remain connected to the internet and communicating with the Variablegrid platform, using a connection method Company supports. Supported methods are hardwired ethernet and wireless connection to your local network. Hardwired ethernet is materially more reliable and is recommended where available. Where a wireless connection is used you are responsible for signal strength and network availability at the Charger, including any router, repeater, extender, or access point required, and Company is not responsible for interruptions caused by your internet service, network, or equipment. If your Charger is installed with an energy management system supplied by Company, it must remain connected to that system in a supported configuration.

Your Enrolled Equipment must be configured to communicate with the Variablegrid platform using connection settings established by Company. Those settings are what allow your charging activity to be successfully transmitted and to earn. Where your Enrolled Equipment is not Variablegrid Equipment, this requires a change to its OCPP configuration, being the setting that determines the network address it reports to. You must make that change yourself following Company’s instructions, or authorize Company or your electrician to make it, and you are responsible for providing any manufacturer account, application access, or credential needed.

Directing your Enrolled Equipment to the Variablegrid platform may disable or limit features, application functionality, firmware updates, support, or warranty coverage provided by its manufacturer. Company does not compensate you for any such loss, and it is your responsibility to determine what you are giving up before you enrol.

While you participate you must not change, or permit anyone else to change, the OCPP configuration or other settings directing your Enrolled Equipment to the Variablegrid platform, and must not configure it to report to any other charging network, platform, or management system. Company may update the connection settings, firmware, and configuration of Variablegrid Equipment remotely to maintain the operation, security, and regulatory compliance of the Program. For equipment that is not Variablegrid Equipment, Company may do so only to the extent the equipment and its manufacturer permit, and you must make any configuration change Company requests within a reasonable period after Notice.

4.1 If your equipment goes offline

Your Enrolled Equipment must be online to earn. Charging activity not successfully transmitted to Company servers is not Eligible Charging Activity and earns nothing, whatever the cause or length of the interruption. Earnings resume for activity successfully transmitted once connectivity is restored. If your Enrolled Equipment is configured to report to another platform, nothing is transmitted and nothing accrues for that period.

Loss of connectivity, for any length of time, does not end your participation and does not reduce a balance you have already accrued. Company will not remove your Enrolled Equipment from the Program because it has been offline. Your participation ends only if you cancel it, if you withdraw your consent, or on the limited grounds in Section 9.

5. COMPLIANCE CREDITS

You irrevocably assign to Company, its affiliates, and successors all rights, title, and interest in any Compliance Credits generated through your Charger from the date of your first activity or January 1 of the current year if your first activity occurred in an earlier year, until the termination or expiry of this Agreement (the “Assignment Period”). The assignment applies to all Eligible Charging Activity successfully transmitted during the Assignment Period, includes the right to aggregate, register, transfer, and monetize the credits, and survives the end of this Agreement in respect of credits generated during the Assignment Period. It does not affect your right to withdraw consent under Section 7.4 in respect of future charging activity.

6. EARNINGS AND PAYMENT

Company will credit your Program balance at $0.10 per kWh of Eligible Charging Activity, subject to the following treatment of charging activity that occurred before your enrolment in the Program:

VarianHOME and VarianCLOUD Participants: Eligible Charging Activity during the Assignment Period, including Eligible Charging Activity that occurred before your enrolment date, will be credited at $0.10 per kWh.

VarianPRO Participants: Eligible Charging Activity that occurred before your enrolment date may be used by Company to generate, register, transfer, and monetize Compliance Credits under Section 5, but does not accrue earnings. Eligible Charging Activity on or after your enrolment date will be credited at $0.10 per kWh.

That $0.10 per kWh rate applies to all Eligible Charging Activity entitled to earnings under this Section, whatever the model of Charger and whether or not an energy management system is installed with it.

Earnings are not guaranteed. They depend on Company’s participation in the Clean Fuel Regulations or a similar program, on market pricing of Compliance Credits, and on the continued operation of the Program. Company may adjust the rate on Notice if that program changes, if credit market conditions change materially, or if Program economics require it. An adjusted rate applies only to Eligible Charging Activity successfully transmitted on or after its adjustment effective date and does not affect earnings already accrued.

If the Clean Fuel Regulations or a similar program on which the Program depends is altered, suspended, or terminated, Company may modify or discontinue earnings and future accruals may cease. Accrued balances remain. Company has no obligation to replace a discontinued program.

Your balance is shown in the Home App. Once it reaches $50 you may request your first payout through the Home App using a secure link to a third-party payment provider, and afterwards you may request payout of your available balance at any time. Company may change the payout threshold on Notice, and a change applies only to payouts requested after its payout effective date and does not affect earnings already accrued. Company is not responsible for delays, errors, or failed transactions caused by your financial institution or by inaccurate or incomplete payment information you provide.

You are solely responsible for reporting and paying any tax on amounts you receive under the Program. Those amounts may be taxable income, and Company does not give tax advice.

7. PRIVACY

Company acts independently as the controller of personal information collected under the Program.

7.1 What we collect, and why

Company collects information about you including your name and contact details, installation address, payment details, equipment data such as serial number, model, firmware version, configuration, and connectivity status, and charging session data such as energy delivered, timestamps, session duration, and metering values. It collects this directly from you when you enrol and use the Home App, automatically from your Enrolled Equipment, which transmits directly to Company servers and not through the systems of your equipment’s manufacturer, and from the payment provider that processes your payouts.

Company uses this information to administer the Program and your enrolment, to generate, register, transfer, and verify Compliance Credits, to calculate and pay your earnings, to meet regulatory reporting, audit, and verification obligations, to operate and support your equipment and the Variablegrid platform, and to comply with law. The Program does not collect vehicle telematics, GPS location, or driving behaviour data.

Generating Compliance Credits is a purpose separate from operating your Charger. Your consent to it is requested separately at enrolment and may be withdrawn at any time under Section 7.4.

7.2 Who receives it, where it is held, and for how long

Company communicates your information to the Credit Aggregator, currently FUSE (e-Mission Control), which receives charger serial number, province, and metered energy volumes and does not receive your name, address, email address, or payment details; to Environment and Climate Change Canada through CATS for credit registration, transfer, and verification; to Company’s cloud hosting, customer relationship management, and support providers, which process it on Company’s behalf under contract; to the payment provider that processes your payouts; and to any party where disclosure is required or permitted by law. Company does not sell your personal information and does not give it to third parties for their own marketing. Company may publish aggregated, anonymized Program statistics that do not identify individual participants.

Your information is stored in Canada. Some service providers and authorized Company personnel may access it from outside Quebec, and in limited cases from outside Canada. Company applies the same safeguards to personal information regardless of where it is accessed. Before communicating personal information outside Quebec, Company will assess whether it would receive protection equivalent to that afforded under Quebec law and will put a written agreement in place governing the transfer. Your personal information may be subject to the laws of a foreign jurisdiction, including access by government authorities in that jurisdiction according to those laws. Within Company, access is limited by role to personnel who need it for enrolment and program administration, customer support, or the operation and security of the platform.

Company retains personal information in accordance with its internal retention policies and applicable law. Company may retain certain personal information it collects under the Program for ten (10) years from the date of the last charging activity successfully transmitted by your Enrolled Equipment. This period supports the verification and audit of Compliance Credits under the Clean Fuel Regulations, and applies to your contact and payment information as well, because Company must be able to establish who generated the activity underlying each credit, whether or not you cancel your participation.

7.3 Your rights

Subject to the conditions and exceptions in applicable law, you may request access to the personal information we hold about you, request inaccurate, incomplete, or equivocal information to be corrected, and withdraw your consent under Section 7.4.

To exercise a right or ask a question, contact:

Privacy Officer, Variablegrid Adaptive Power Inc.
211B-276 Carlaw Ave., Toronto, ON M4M 3L1
privacy@variablegrid.com | 1-800-645-2314

Access and correction are free of charge, although a reasonable fee may apply for transcription, reproduction, or transmission, and you will be advised before it is incurred. If you are not satisfied with our response to your request, you may file a complaint with the relevant Privacy Commissioner in your jurisdiction.

7.4 Withdrawing your consent

You may withdraw your consent to the collection and use of your charging data for the purpose of generating Compliance Credits at any time, at no cost, by Notice to the Privacy Officer or through the Home App. Company takes commercially reasonable efforts to give effect to your withdrawal within thirty (30) days after Company receives your request.

When it takes effect, your participation ends, accrual stops, any accrued but unpaid balance remains payable under Section 6, the assignment of Compliance Credits already generated survives and Company may continue to register, transfer, and monetize them, Company continues to hold the records described in Section 7.2, your Charger continues to operate, and no repayment obligation or penalty applies.

Withdrawal under this Section and cancellation under Section 9 are separate routes and you need not do both.

Consent to the collection of information strictly necessary to operate your Charger and to provide the Home App cannot be withdrawn while you continue to use them. To stop that collection, you must stop using the Home App and disconnect your Enrolled Equipment from the Variablegrid platform.

7.5 Privacy Policy

Company’s Privacy Policy is provided to you when you enrol, is available at variablegrid.com, and gives further detail on the matters in this Section. It forms part of this Agreement. Where the Privacy Policy and this Agreement conflict on the handling of personal information, the Privacy Policy governs.

8. CHANGES TO THE PROGRAM

Company may modify or discontinue the Program, including earning rates and eligibility criteria, on thirty (30) days’ Notice. Continued participation after Notice constitutes acceptance. A modification does not reduce or remove earnings you have already accrued.

9. ENDING YOUR PARTICIPATION

You may end your participation either by cancelling under this Section or by withdrawing your consent under Section 7.4. To cancel, give written notice to Variablegrid Adaptive Power Inc., 211B-276 Carlaw Ave., Toronto, ON M4M 3L1, support@variablegrid.com, 1-800-645-2314.

Company may suspend your participation at any time without notice if it reasonably suspects a breach of this Agreement including submission of fraudulent data or misuse of equipment. A suspension does not reduce or remove earnings you have already accrued.

Company may end your participation immediately on written notice for material breach of this Agreement that is incapable of remedy or that you fail to remedy within ten (10) days of notice, or for repeated breaches of a similar nature. Company reserves the right to terminate your participation immediately without notice for submission of fraudulent data or misuse of equipment. Loss or absence of connectivity is not, on its own, a ground for Company to end your participation and is not treated as a material breach.

When participation ends, future earnings cease, any accrued but unpaid balance remains payable under Section 6, the assignment of Compliance Credits generated during participation survives, your personal information is handled as described in Section 7.2, and no repayment, penalty, or termination charge applies.

If you move your Charger to a new address, update your details in the Home App or notify Company promptly. Continued participation depends on the new installation meeting Program requirements.

Participation is not transferable. If you transfer ownership of, or cease to be entitled to occupy or use, the property, unit, or parking stall where your Enrolled Equipment is installed, or cease to be entitled to use the Charger, your participation ends on that date unless the new owner or occupant enrols and assumes it in accordance with Company requirements. No repayment obligation arises for Company.

10. WARRANTY AND DISCLAIMER

Company provides an equipment warranty only for Variablegrid Equipment. If your Enrolled Equipment is not Variablegrid Equipment, Section 10.2 applies instead.

10.1 Variablegrid Equipment

Your Variablegrid Equipment carries a limited warranty against defects in materials and workmanship under normal use for personal electric vehicle charging, for a minimum of three (3) years from the Installation Date (the “Base Warranty Period”). Because Legacy Equipment was installed before you enrolled, part or all of that period may already have elapsed when you enrol, and enrolment does not restart, extend, or reset it.

If your participation ends during the Base Warranty Period, coverage continues for the remainder of the three (3) years measured from the Installation Date. After the Base Warranty Period expires, coverage continues only while your Variablegrid Equipment remains registered as Enrolled Equipment in good standing, and ends if participation ends.

The warranty does not cover improper installation or failure to use a licensed electrician; installation without permits, inspections, or approvals required by law, or any damage, removal, fines, or corrective work resulting from that failure; electrical surges, water intrusion, misuse, or modification; connectivity interruptions not caused by a hardware defect; cosmetic damage; or commercial fleet use, resale of electricity or of charging services, or use as public charging.

Company’s sole obligation under this warranty is, at its discretion, to repair or replace defective Variablegrid Equipment. Replacement units may be new or refurbished, of equal or greater functionality.

10.2 Equipment that is not Variablegrid Equipment

Company gives no warranty of any kind for Enrolled Equipment that is not Variablegrid Equipment. Any warranty is provided by its manufacturer or seller, any claim under it is between you and them, and Company has no obligation to repair, replace, service, or support the equipment or to assist with such a claim. Enrolling it and configuring it to communicate with the Variablegrid platform may affect that warranty or support, and Company is not responsible for any resulting loss. Company also gives no warranty for electrical equipment, wiring, or network equipment at your installation address that it did not supply.

Company’s role in respect of Enrolled Equipment that is not Variablegrid Equipment is limited to the connection settings that allow it to transmit charging data to Company, and Company will use reasonable efforts to assist you with those settings. Company does not diagnose faults, repair or service the equipment, supply parts or firmware, or act as an intermediary between you and its manufacturer or seller.

Company is not responsible for any change made by the manufacturer of that equipment, including a firmware update or a change to its configuration, that affects its ability to communicate with the Variablegrid platform or affects earnings you would otherwise have accrued.

Except as stated in Section 10.1, and except to the extent prohibited by applicable consumer protection or other mandatory law, Legacy Equipment and the Program are provided “as is” and “as available”, and Company disclaims all other warranties, express or implied, to the maximum extent permitted by law.

11. GENERAL

Liability. To the maximum extent permitted by law, Company is not liable for indirect, incidental, or consequential damages arising from the Program or from the use of your equipment. Company’s total liability under this Agreement will not exceed the greater of the Program earnings paid or payable to you in the twelve (12) months before the event giving rise to the claim, and one hundred dollars ($100). Nothing in this Agreement limits liability that cannot be limited by law, including liability for a failure to protect personal information.

Force majeure. Company is not liable for failure or delay caused by events beyond its reasonable control, including regulatory change, grid failure, cyberattack, internet or network outage, natural disaster, labour disruption, or suspension of credit markets.

Assignment. Company may assign this Agreement to a successor or replacement administrator in connection with a merger, acquisition, financing, or sale of assets, and rights and obligations may transfer to a replacement administrator on insolvency or restructuring. You will be notified in advance. Personal information communicated in such a transaction is subject to a written agreement restricting its use to the purposes for which it was collected and requiring its protection under applicable law.

Severability. If a provision of this Agreement is invalid, illegal, or unenforceable, it is severed and the rest remains in force to the maximum extent permitted by law.

Governing law. This Agreement is governed by the laws of Ontario and the federal laws of Canada applicable there. Nothing in it limits any right, remedy, or protection available to you under applicable consumer protection legislation, including, for Quebec residents, the Consumer Protection Act and the Act respecting the protection of personal information in the private sector. Where arbitration is permitted under that legislation, disputes may be resolved by binding arbitration in accordance with applicable law.

Entire agreement. This Agreement and Company’s Privacy Policy are the entire agreement between you and Company regarding the Program.

Language. This Agreement is provided in French and in English. The French version is presented to you first. Where the French and English versions conflict, the version more favourable to you prevails.