1. Words and Phrases
The words and expressions used in the agreement have the meanings set out below:
- "Affiliated Company": means any holding company or subsidiary of ours or any company which is a subsidiary of a holding company of ours and "holding company" and "subsidiary" have the meanings set out in section 1159 Companies Act 2006;
- "Agreement": means the supply contract between us and you comprising the front sheet and these terms and conditions;
- "Bill": means an invoice or bill that contains details of the amount of money you owe us and which includes details of our charges;
- "Charges": means the contract rate (or where applicable in accordance with the agreement, the non DD rate or the out of contract rate), together with any other amounts payable by you to us in accordance with the agreement;
- "Chp Electricity": means "chp electricity", as defined in schedule 6 of the Finance Act 2000;
- "Climate Change Levy": means the tax of that name established pursuant to schedule 6 of the Finance Act 2000;
- "Commencement Date": the date of signature of this agreement;
- "Connection Point": means, in respect of each property, the point(s) at which the energy flows between the network and your equipment, pipes or wires;
- "Contract Rate": means the pence per unit charge for the supply of energy specified in the front sheet;
- "Disconnect": means to interrupt, cut-off, de-energise, disconnect or suspend a supply of energy, whether temporarily or on a permanent basis;
- "Distributor": means, as the case may be, either the electricity distribution network or the gas distribution network, through which you receive the supply of energy;
- "Energy": means either gas or electricity, as specified in the front sheet;
- "Front Sheet": means the cover sheet to which these terms and conditions are attached (or in which they are referred to) together with any schedule(s) attached to it;
- "Green Deal Plan": means a "green deal plan" as described in the Energy Act 2011, being an arrangement pursuant to which payments in instalments (green deal charges) are due to be paid to an authorised provider (green deal provider) and are collected by energy suppliers under energy supply contracts;
- "Industry Codes": means the codes and agreements referred to in our supply licence;
- "Metering": means, for each connection point, the appropriate metering (and related equipment) used for measuring energy consumption data at the connection point and for the collection and transmission of such data;
- "Network Operator": means, in respect of each property, the owner or operator of the network;
- "Notice of Objection": means an objection to a "proposed supplier transfer" (as defined in our supply licence);
- "Property": means each of the properties listed in the front sheet, as amended from time to time;
- "Supply Date": means the date upon which we intend to commence supply of energy to the premises under this agreement;
- "Supply Licence": means either, as the case may be, our electricity supply licence held under section 6 of the Electricity Act 1989 or the our gas supply licence held under section 7A of the Gas Act 1986;
- "Renewable Source Electricity": means "renewable source electricity", as defined in schedule 6 of the Finance Act 2000;
- "We/Us/Our": GB Energy Supply and
- "You/Your": the person, people, company or partnership which has entered into the agreement with us.
In the agreement any references to:
- (a) us, includes references to our employees, agents and contractors;
- (b) legislation includes references to that legislation as modified, amended, extended or re-enacted from time to time;
- (c) codes or agreements, includes those codes or agreements as amended from time to time;
- (d) clauses are references to the clauses of these terms and conditions;
- (e) the singular include references to the plural (and vice versa);
- (f) the terms "include" and "including" are without limitation to any other matters being included in or covered by the relevant provision; and
- (g) person or persons or other entities, are references to any legal or natural person including individuals, companies, sole traders, partnerships etc.
2. The Agreement Period
2.1 The agreement takes effect from the Commencement Date, and continues until it is ended in accordance with clause 10.
3. Energy Supply
- 3.1 We will supply energy to each property from the supply date.
- 3.2 The energy will be delivered to you by the distributor.
- 3.3 Responsibility for the energy will transfer to you at the connection point, and you will be responsible for maintaining all pipes, equipment, wires and cables, and all other fittings used in connection with the supply your side of the connection point and keeping them in good working order and in a safe condition at all times. You are responsible for energy losses which are incurred on your side of the connection point.
- The following applies only in the case of supplies of electricity: Your supplier is acting on behalf of your network operator to make an agreement with you. The agreement is that you and your network operator both accept the National Terms of Connection (NTC) and agree to keep to its conditions. This will happen from the time that you enter into this agreement and it affects your legal rights. The NTC is a legal agreement. It sets out rights and duties in relation to the connection at which your network operator delivers electricity to, or accepts electricity from, your home or business. If you want a copy of the NTC or have any questions about it, please write to: Energy Networks Association, 6th Floor, Dean Bradley House, 52 Horse ferry Road, London SW1P 2AF: phone 0207 706 5137, or see the website at http://www.connectionterms.co.uk.
4. Ending this Agreement or Disconnecting the Supply of Energy
- 4.1 You may end this Agreement at any time by changing to another agreement with GB Energy Supply or, subject to clause 10 switching to another supplier;
4.2 We may disconnect the supply of energy to any property if:
- (a) You do not make a payment when due under the agreement; or
(b) We believe that:
- (i) the energy intended to be supplied to you has been stolen or redirected;
- (ii) there has been interference with the network or metering;
- (iii) it is necessary to do so in order to avoid danger or a breach of an industry code;
- (c) we are obliged to disconnect the property under law, our supply licence or any industry code;
- 4.3 You agree that we (and our contractors) may access a property for the purposes of disconnecting the supply of energy to that property in accordance with clause 4.2. You also agree that we can disconnect the supply remotely if the metering provides for this.
4.4 If the energy supply to any property is (or arrangements are made for it to be) disconnected because of something you have done or not done (but should have done) you will:
- (a) compensate us for any losses or costs which we have incurred as a consequence of disconnecting the supply;
- (b) compensate us for any costs which we incur in re-establishing the supply; and
- (c) if we request, provide us with a performance bond in an amount which we reasonably determine to approximate to the value of three months' supply of energy.
- 4.5 We will give you notice of our intention to disconnect a supply to a property in accordance with our obligations under law, our supply licence and the industry codes.
5. Your Obligations
- 5.1 You confirm that none of the properties are a property at which a supply of energy is taken wholly or mainly for domestic purposes. Please contact us if you are unclear what this means.
5.2 You will notify us:
- (a) before you make changes to the properties that are likely to alter the amount of energy you consume or the time of day that you consume it;
- (b) if the agreement is for the supply of electricity, before you change the voltage at which you take the electricity supply.
5.3 You agree:
- (a) to provide us with the assistance and information that we reasonably require to enable us to comply with our obligations under the agreement, our supply licence and the industry codes;
- (b) to ensure that each property remains connected to the network at the relevant connection point, and to maintain and comply with all necessary agreements and consents for such connection; and
- 5.4 You agree that we can pass on to third parties information concerning the supply of energy or information you provide to us, and we will do so in accordance with law, our supply licence and the industry codes.
- 5.5 You confirm that all of the information provided by you (or on your behalf) in relation to the agreement is accurate and complete, and not misleading.
- 5.6 You agree that we may obtain from your previous energy supplier (or other relevant industry parties) any information we reasonably require in order to supply energy to the properties.
- 5.7 If you believe that there is (or may have been) an escape of gas, you must immediately call the network operator on 0800 111 999 and they will provide any emergency services for which you must allow them access.
- 5.8 You agree to us contacting you in relation to the agreement using any contact details you have provided to us.
6. Metering and Estimates
- 6.1 We will arrange for metering to be (or remain) installed at each property.
- 6.2 The metering will either belong to us or to another entity with which we have contracted.
- 6.3 You confirm that you are legally able to allow our representative's reasonable access at reasonable times to install, read, inspect, maintain, remove or replace the metering. You also agree that this right of access extends to the owner of the metering, and to any of our contractors.
- 6.4 You will not interfere with the metering, and will make sure that it is not damaged. You will compensate us for any losses or costs that we incur as a result of damage to the metering.
- 6.5 Where we agree to replace the metering at your request, you will reimburse us for any losses and expenses that we incur (including abortive visit charges) in connection with such change other than those arising due to our failure to meet our obligations.
- 6.6 We will arrange for the metering to be read. You may also provide us with readings.
- 6.7 If a meter reading is not available, or is in our reasonable belief inaccurate, we will estimate the amount of energy used by you and will charge you accordingly. Any such estimates shall be subject to reconciliations as actual or more accurate information becomes available.
- 6.8 If you reasonably believe that the metering at a property is not safe, reliable or accurate, you should contact us. If you ask us, we will arrange for the metering to be tested within a reasonable period. If the meter is unsafe or unreliable or the accuracy is found to be outside the limits prescribed by the industry codes, we will repair or replace the metering. If the accuracy of the metering is found to be outside the limits prescribed by the industry codes, we will also apply a reasonable adjustment (up or down) to the charges to reflect the inaccuracy.
- 6.9 If a property has smart metering, you consent to us obtaining, storing and using consumption data from the smart metering. We will only use this data for the purposes of optimising settlement and forecasting; identifying energy efficient savings and products; and the monitoring and control of potential energy theft.
- 7.1 You will pay us the charges.
- 7.2 Amounts set out in the agreement are stated exclusive of value added tax, climate change levy and green deal charges which will be payable by you (where applicable in accordance with law).
- 7.3 We will, each month or at such other intervals as we agree with you, send you an invoice in respect of the charges for the relevant period.
- 7.4 You will pay the charges shown in each invoice to us by Direct Debit (unless otherwise agreed) within 10 days of the date of an invoice or statement.
- 7.5 If you do not pay the charges by the payment date, we will charge you interest on the overdue amount at the rate prescribed by the Late Payment of Commercial Debts (Interest) Act 1988 (which is 8% above the Bank of England base rate). We may also charge you an administration fee. This clause applies in addition to any other rights or remedies we may have.
- 7.6 Where any credit amount is due to you, we may use the credit amount to set-off against any amounts that you owe us under this agreement (or that you owe to us or our affiliated companies under any other agreement.
- 7.7 Save as set out in clause 7.6, you will pay the charges in full without any deduction or set-off.
7.8 If you do not pay any of the charges by the payment date, and you are more than 10 days late in making payment, all our unpaid invoices under the agreement will be deemed to be immediately due and payable. In addition, we will be entitled to require you to:
- (a) pay the charges for each month in advance based on our estimate of likely energy consumption in that month (subject to a subsequent reconciliation against actual consumption at least once in every 12-month period); or
- (b) pay us a security deposit.
- 7.9 If you do not pay any of the charges by the payment date, we may pass information relating to you onto a credit reference agency.
- 8.1 We reserve the right to increase the charges at any time by giving you 30 days prior written notice.
- 8.2 Where we increase the charges pursuant to clause 8.1, you may end the agreement in accordance with clause 10.2.
9. Climate Change Levy and Green Deal Charges
- 9.1 This clause 9 only applies in the case of electricity supply.
- 9.2 If a property is (or becomes) subject to a green deal plan, we will collect green deal charges from you and pass these to the green deal provider (or its nominee). We will only collect green deal charges under the agreement that become payable after the date we commence supplying energy.
- 9.3 Despite the agreement ending, while you are the green deal bill payer under the green deal plan, you will remain liable for the green deal charges.
- 9.4 If the electricity supplied to any property is renewable source electricity or chp electricity, we will charge you an additional amount equal to the value of the climate change levy that would have applied if the electricity had not been renewable source electricity or chp electricity. We refer to this amount as a CCL Exempt Charge.
9.5 We are required by the Finance Act 2000 to make the following declarations, which do not create any contractual rights or obligations. We declare that, in each averaging period, the amount of exempt renewable supplies made by us will not exceed the difference between:
- (a) the total amount of renewable source electricity that during that period is either acquired or generated by us, and
- (b) so much of that total amount as is allocated by us otherwise than to exempt renewable supplies.
We further declare that, in each averaging period, the amount of chp electricity supplied by us will not exceed the difference between:
- (a) the total amount of chp electricity that during that period is either acquired or generated by us, and
- (b) so much of that total amount as is allocated by us otherwise than to exempt chp supplies.
10. Ending the Agreement
- 10.1 Where you intend to move premises you must inform us and, the agreement shall end in respect of that property from the date we enter into an energy supply agreement for that property with another person (which may be deemed to occur under law).
- 10.2 If we serve a notice under clause 8.1, you may end the agreement by informing us within 30 days after you receive the notice. In these circumstances, the agreement will end 30 days after the date that you so inform us.
10.3 We may end the agreement at any time for the property if:
- (a) you fail to pay your bills in full on time;
- (b) you are in material breach of any of the provisions of the agreement (other than failures to pay), and such breach is not remedied within 2 days after us informing you of such breach;
- (c) you are deemed in accordance with law to be unable to pay your debts, or any legal proceedings or other steps are taken in relation to: your winding-up or liquidation; the appointment of a liquidator, receiver, administrator, administrative receiver or similar officer in respect of you or your assets; a composition, assignment or arrangement with your creditors;
- (d) it becomes unlawful for you or us to comply with any material provision of the agreement;
- (e) you have not obtained landlord's consent which is required for us to become a supplier of energy to the property;
- (f) Ofgem directs another supplier, instead of us, to supply the property;
- (g) There is a risk of danger to the public if the supply is continued; or
- (h) You no longer own or occupy the property.
- 10.4 If we end the agreement in respect of the property in accordance with clause 10.3, we will inform you of the date the agreement will end.
- 10.5 If we end the agreement in respect of the property in accordance with clause 10.3, you will compensate us for the losses and costs we incur as a result of the early termination of the agreement and the enforcement of our rights.
- 10.6 The agreement will end automatically and with immediate effect if we are no longer licensed or otherwise authorised to supply the property.
- 10.7 The ending or expiry of the agreement for whatever reason will not affect any rights and responsibilities which either you or we had before the date the agreement ended or which are stated in your agreement to start from, or to continue to apply after, that date.
- 11.1 If either we or you are unable to perform any or all of the obligations under the agreement (other than payment obligations) because of some unforeseeable event or circumstance beyond the affected party's reasonable control, then the agreement will remain in full effect but the affected party will have no liability for such failure to perform (provided it uses its reasonable endeavours to overcome the problem).
- 11.2 We have no obligation in respect of the energy supply if the supply is shut-down, interrupted, delayed, reduced or impaired as a result of actions by the network operator.
- 11.3 We will be liable to you in respect of physical damage to property which results directly from our breach of the agreement and which was reasonably foreseeable at the date of the agreement as likely to result from such breach (subject to clause 11.5).
- 11.4 We will not be liable to you for any loss of profits, revenues, contracts, interest, business, goodwill or opportunity (whether or not foreseeable) arising from or in connection with the agreement (whether in contract, negligence or otherwise).
- 11.5 Our total aggregate liability arising from or in connection with the agreement (whether in contract, negligence or otherwise) will in no circumstances exceed the average total charges payable to us each year.
- 11.6 We will not be liable to you in respect of any damage to equipment installed or stored at the property by third parties. We will not be liable either to you or to any third party for any costs incurred by you as a result of you entering into an agreement with a third party.
- 11.7 The exclusions and limitations of liability under this clause 11 will not apply to death or personal injury caused by our negligence, or in the case of our fraudulent misrepresentation.
- 11.8 You will compensate us in full for any loss or cost we suffer as a result of your breach of the agreement.
12.1 All notices or other communications to be given by us or you to the other in relation to the agreement must be:
- (a) in writing and addressed and sent to the recipient's address or number as shown in the front sheet (or as otherwise notified by the recipient in accordance with this clause 12);
- (b) sent by hand or courier or prepaid post or email or fax.
12.2 All notices or other communications sent in accordance with clause 12.1 will be deemed to have been received:
- (a) in the case of delivery by hand or courier, when delivered;
- (b) in the case of prepaid post, on the third day following the day of posting;
- (c) in the case of fax, on acknowledgement by the addressee's facsimile receiving equipment; and
- (d) in the case of email, on receipt by the recipient's email server,
- unless receipt would otherwise occur outside of normal working hours, in which case receipt will be deemed to have occurred at 0900 hours on the next normal working day.
- 13.1 The agreement constitutes the whole and only agreement between us and you relating to its subject matter. You acknowledge that you have not relied on any statement, promise, presentation, assurance or warranty made or given on our behalf which is not set out in the agreement.
- 13.2 No delay or omission by either us or you in exercising any right or remedy under the agreement will be construed as a waiver of such right or remedy. Any single or partial exercise will not prevent any other or further exercise of the same right or remedy, or the exercise of any other right or remedy.
- 13.3 You will not transfer any of your rights or obligations under the agreement without our prior written consent.
- 13.4 We may transfer the agreement (or our future rights and obligations under the agreement) to any entity that has the necessary statutory authorisations to supply energy to the property. You agree that, from the date you are notified of such a transfer, you will accept such person in substitution for us. We may also sub-contract any of our obligations under the agreement (provided that we will remain liable for performance).
- 13.5 If a provision of the agreement is declared invalid or illegal or unenforceable, that provision will be deemed omitted from the agreement, and the other provisions will continue to apply (unless it would be manifestly unreasonable for such provisions to continue).
- 13.6 If any of the provisions of any industry code are amended or varied or cease to apply, you will, at our request, agree to amend the agreement to accommodate any such amendment, variation or cessation in such manner as we reasonably require.
- 13.7 Subject to restrictions imposed by law or under the industry codes, we reserve the right to raise a notice of objection in relation to the property at any time during a fixed period or if any invoices under the agreement remain unpaid beyond their due date.
- 13.8 No provision of the agreement shall be enforceable by any third party, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
- 13.9 The agreement (and all contractual and non-contractual matters arising in relation to it) will be governed by and read in accordance with the laws of England, and subject to the jurisdiction of the courts of England and Wales.