Ecotricity's business supply terms and conditions

6.12 If your actual consumption during an Annual Consumption Period is more than 20% higher than the Estimated Annual Consumption, our compensation will be calculated from the point in the Annual Consumption Period when total consumption went past 120% of the Estimated Annual Consumption, using the price payable for electricity for each of the remaining days in that Annual Consumption Period adjusted upward in the manner described in clause 6.13.

6.13 Where on any of the days in question the Spot Price is higher than the Forward Price, we will be entitled to increase the price above the Fixed Price to reflect the difference between the Spot Price and the Forward Price.

6.14 Where the arrangements described in clauses 6.12 and 6.13 mean that we are entitled to an increased price for certain days, but we have previously invoiced you for any of these days on the basis of the Fixed Price, we will be entitled (as our relevant compensation for actual consumption exceeding the Estimated Annual Compensation by more than 20%) to recover from you an appropriate top-up payment for the days in question.

6.15 Once we have calculated any compensation that is payable under clauses 6.11, 6.12 or 6.14, we will be entitled (at our option) either to send you a specific invoice for this compensation or to include the compensation as an extra item in the next standard invoice we raise under clause 7.

7. Invoices
7.1. We will endeavour to send you an invoice at
least quarterly.
7.2. Your invoice will detail:
7.2.1. the amount due for the Supply
calculated in accordance with clause 6;
7.2.2. Pass Through Costs;
7.2.3. any interest or late payment fees
calculated in accordance with clause
8.3; and
7.2.4. any other charges or costs we are
entitled to charge you under this
Contract, taxes (including VAT), CCL
and levies.
7.3. We will endeavour to produce your invoice
using the consumption data recorded by
the meter, but where we are unable to do
this for any reason, we will invoice you based
on a reasonable estimate of your usage
derived from previous consumption data. Any
necessary account adjustment identified by
a subsequent meter reading will be made as
soon as reasonably practicable.
7.4. If you do not provide us with a meter reading
on your Supply Start Date, or the date that
your Deemed Contract started, we may open
your account on the basis of an estimated
reading, and you will pay invoices based on
this estimated reading in accordance with the
Payment Terms until such time as you provide
an actual reading or raise a legitimate dispute
against the estimated reading.
7.5. Where a meter reading has been obtained
this will be conclusive evidence of your
consumption in order for us to calculate your
bill unless the meter is found to be recording
inaccurately. If your meter fails to accurately
register your usage you agree to pay us for the
amount that we reasonably estimate you have
used.
8. Payment Terms
8.1. You agree to pay all invoices, including invoices
based on estimated consumption data and
disputed invoices, in accordance with clause
7.3, within the Payment Terms and without any
discount, deduction, set-off or counterclaim
whatsoever.
8.2. Your Payment Terms are set out in the
Business Supply Agreement. Where you are
on a Deemed Contract your Payment Terms
are 14 days. A failure to comply with clause
8.1 will be considered a material breach of this
Contract.
8.3. If you do not pay any sum due within the
Payment Terms we shall be entitled to charge
you:
8.3.1. interest on the amount you owe us
at the rate of interest provided for by
Late Payment Legislation from the end
of the Payment Term to the date that
we receive your payment in full;
8.3.2. a late payment fee of up to £100
as provided for by Late Payment
Legislation;
8.3.3. all reasonable legal and debt recovery
costs incurred by us to recover the
sums which you owe to us Including
third party and administration costs; and
8.3.4. any other reasonably necessary charges incurred by us in recovering
sums you owe us, including charges
for site visits and we may also terminate this Contract (see clause 12) and place you on a Deemed Contract on our Out of Contract Rates, or Disconnect or De-energise your Supply.

8.4. We may use any sum you pay us to offset sums
that are owing to us as follows:
8.4.1. we may allocate your payment against
the oldest sum due even if you tell us
that the payment related to another
amount you owe to us;
8.4.2. if you are in credit in relation to a
particular Supply or Site we may
allocate this credit against a debit
balance on another part of your
account or against another Site e.g. if
your gas account is in credit, we can
use this credit to pay off a debit on
your electricity account and vice versa;
8.4.3. if we receive a payment intended
to pay for more than one Supply or
Site, we may allocate this payment to
different accounts against the oldest
sums which you are due to pay us; or
8.4.4. we may allocate your payment to
topping up any Security Deposit.
8.5. If you pay a fixed amount each month by direct
debit, we may adjust the final direct debit
amount we take when this Contract comes
to an end to take into account any sums, we
reasonably estimate to be due.
9. Metering
9.1. You represent, warrant and undertake to us
that the Supply at each Supply Point shall be
measured by a meter, which must be:
9.1.1. installed at the Supply Point (unless we
agree otherwise);
9.1.2. operated and maintained by a Meter
Operator;
9.1.3. In proper working order and suitable
for measuring the Supply; and
9.1.4. compliant with all legislation,
Regulations and codes applicable from
time to time.
9.2. You must not damage or tamper with your
meter. If you do, we will charge you for the
reasonable costs associated with repairing or
replacing the meter and will charge you for the
electricity and/or gas we reasonably estimate
has been consumed.
9.3. To the extent that the meter is owned or
controlled by you or by a third party contract
by you, you shall, or shall procure that the third
party shall, at all times maintain the meter and
ensure it is in good working order. Further,
you are responsible for and must maintain all
pipes, wires, cables, equipment and fittings
after the point that the Supply leaves your
meter and the meter has recorded it. You
will indemnify us against loss of any nature
incurred by us as a result of your breach of this
clause 9.3.
Electricity Supply
9.4. In accordance with paragraph 2(2) of Schedule
7 of the Electricity Act 1989 the parties agree
that any meter installed for the purpose of
recoding electricity consumption need not be
certified.
9.5. If you have a Half-Hourly Meter then clause 20
below also applies.
9.6. If you do not have a Half-Hourly Meter
and your maximum demand exceeds your
Authorised Supply Capacity, or we advise
you that you have exceeded an average of
100kW over your three months of highest
consumption or a change in industry rules
makes it necessary:
9.6.1. a Half-Hourly meter will be installed at
your cost;
9.6.2. it will be your responsibility to agree
a new Authorised Supply Capacity
directly with the Network Operator;
9.6.3. the additional terms and conditions at
clause 20 will apply; and
9.6.4. except where you are a Micro-
Business under a Fixed Term Contract,
your current Contract will end and we
will requote your account based on
half-hourly charges or, if reasonable
to do so, place you on our Out of
Contract Rates. If you are a Micro-
Business on a Fixed Term, then you
will remain on your current Contract
which will expire automatically. Unless
you have entered into a new Contract
with us, we will place you on our Out of
Contract Rates.
Gas Supply
9.7. In accordance with section 17 of the Gas Act
1989 the parties agree that any meter installed
for the purpose of recording gas consumption
will be certified and stamped by Ofgem or an
approved meter examiner.
Meter Accuracy
9.8. Either of us can ask for a meter to be tested
to make sure that it is recording your usage
accurately:
9.8.1. if the meter is found to be recording
within the Permitted Tolerances the
party that requested the accuracy test
will bear the cost of the testing; but
9.8.2. if the meter is found to be outside the
Permitted Tolerances then the meter
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shall be recalibrated or replaced and
we will bear the cost of the accuracy
test and recalibration or replacement
except in the circumstances in clause
9.9 below
9.9. If your Metering Equipment is or appears to
be running backwards, or is in any way failing
to record your usage accurately, due to the
installation of micro-generation at the Site
then you must notify us immediately and you
will bear our reasonable costs associated with
the repair or replacement of the Metering
Equipment.
9.10. In the event of the circumstances set out in
clauses 9.8 or 9.9 we will charge you for the
electricity and/or gas we reasonably estimate
has been consumed.
Access to the Meters
9.11. When we ask you to, you will allow safe access
to the Metering Equipment on the Site to the
following:
9.11.1. us;
9.11.2. our agents;
9.11.3. the Network Operators;
9.11.4. a Competent Authority; and
9.11.5. any other person nominated by us.
9.12. You accept that it may not always be possible
for the parties in clause 9.11 to provide you
with notice of their intention to access the
Metering Equipment.
9.13. You agree to allow the parties in clause 9.11
immediate access to the Site:
9.13.1. to install, repair, replace or remove any
Metering Equipment;
9.13.2. to install, repair, replace or remove
any communication link to or from any
Metering Equipment (including any
relevant equipment which is needed
to enable any of the parties set out in
clause 9.11 to obtain data from and/
or send signals/instructions to any
Metering Equipment remotely);
9.13.3. to read, test or inspect any Metering
Equipment;
9.13.4. to disconnect, reconnect, de-energise
or reenergise a Supply;
9.13.5. at any time in the case of an
emergency;
9.13.6. for the purpose of detecting,
investigating and preventing theft of
electricity and/or gas; and
9.13.7. for any other reason permitted under
the terms of our Supply Licences.
9.14. You must ensure that neither you, nor any
representative or employee, does or fails to do
anything that will prevent or impede access to
the Site. If you do you agree that you will pay
any costs associated with the failed visit.
9.15. You are responsible for, and will keep in good
repair, all pipes, wires, cables, equipment and
fittings after the point that the Supply leaves
the Metering Equipment and the Metering
Equipment has recorded it.
Smart Metering
9.16. If you have a Smart Meter installed at the Site
by a previous supplier, we will endeavour to
use it as such, but we may have to treat it as a
traditional meter until such time as we notify
you otherwise.
9.17. If we have made an appointment for a Smart
Meter to be installed, you agree to provide
us with contact details for each Site and
agree that someone will be available at the
appointment time to provide our agents with
access to install. You must give us not less
than 48 hours’ notice of a change of time or
cancellation. If for any reason we are unable
to gain access to the Site, or you have not
contacted us to change the appointment more
than 48 hours before, we will recover from you
all of our costs associated with the failed visit.
9.18. You agree that we may use the Smart Meter’s
functions to manage your account and:
9.18.1. take meter readings;
9.18.2. monitor your usage at any time;
9.18.3. repair and update the Smart Meter;
9.18.4. De-energise your Supply under clause
10; and
9.18.5. identify any faults or interference with
the Smart Meter.
9.19. If for any reason the Smart Meter fails to
record your usage, fails to record your usage
accurately, or we are unable to obtain a meter
reading for any reason beyond our control we
will charge you for the electricity and//or gas
we reasonably estimate has been consumed
and will require you to submit monthly meter
readings.
9.20. If for any reason we are unable to
communicate with your Smart Meter you agree
to have hard line communication link to your
Metering Equipment installed at your own cost.
Further, you agree to arrange the installation
of the hard-line communication link within 10
(ten) working days of us notifying you that the
communication link is not available.
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10. Disconnection or De-energisation of
the Supply
10.1. We may disconnect or de-energise your Supply
where:
10.1.1. you are breach of any of the terms
of this Contract, including where we
terminate the Contract in accordance
with clause 12.4.2 because you have
failed to pay us any sums properly
due under this Contract within the
Payment Terms set out in clause 8.
10.1.2. we reasonably believe that your Supply
Point or Metering Equipment has been
tampered with;
10.1.3. we are required to do so by an
Authority or a Court of competent
jurisdiction;
10.1.4. It is necessary for the inspection,
maintenance or repair of the meter or
distribution; or
10.1.5. you ask us to.
10.2 Where you have asked us to Disconnect or Deenergise
a Supply under clause 10.1.6 you will be
responsible for the costs that we reasonably
incur.
10.3. We may Disconnect a Supply that was Deenergised
under clause 10.1 and which has
remained continuously De-energised for a
period of not less than 3 months.
10.4. Where we intend to Disconnect or De-energise
the Supply under clause 10.1.1 or clause
10.1.4, we will give you not less than 28 days’
notice.
10.5. Where the Supply has been Disconnected or
De-energised under clause 10.1.1, we will not
reconnect or reenergise until such time as the
circumstances giving rise to Disconnection or
De-energisation have been remedied to our
satisfaction and you have paid such reasonable
amount as we may require to cover the cost of
the De-energisation and Re-energisation and/
or Disconnection and reconnection (including
any third party charges) and we may, in
addition, require you to pay a Security Deposit.
10.6. Where the Supply has been Disconnected or
De-energised under clauses 10.1.2 to 10.1.5,
we may not reconnect or Re-energise until
such time as you have paid such reasonable
amount as we may require to cover the cost of
the De-energisation and Re-energisation and/
or Disconnection and reconnection (including
any third party charges).
11. Objection to Transfer
11.1. We may object to you transferring to another
Supplier where:
11.1.1. Your account is in Arrears;
11.1.2. Your new Supplier has contacted
us, and we have agreed that the
application was made by mistake;
11.1.3. Your new Supplier’s application relates
to a metering point which is a Related
Meter and the new Supplier has not
applied to register all of the Related
Meters on the same working day for
the same start date; or
11.1.4. You have asked us to do so.
11.2. We will object to you transferring to another
Supplier where the date that your Supply
would start with your new Supplier falls within
a Fixed Term.
12. Terminating the Contract
12.1. Unless you are within a Fixed Term you may
terminate this Contract at any time by giving us
28 days written notice provided that:
12.1.1. You have paid us all sums that are
owed to us; and
12.1.2. on the final day of the notice period
your Supply is switched to an
alternative Supplier or is Disconnected
or De-energised.
12.2. You do not have to provide notice in accordance
with clause 12.1 where:
12.2.1. you intend to switch at the end of a
Fixed Term contract; or
12.2.2. you are on a rolling, Deemed Contract,
further to the expiry of a Fixed Term
contract.
Change of Tenancy
12.3. If you cease to be the owner or occupier of the
Site within the first quarter of a Fixed Term,
then clause 21.6 will apply. If you cease to be
the owner or occupier of the Site at any other
time, then you must give us not less than 28
days prior notice advising of:
12.3.1. the date on which you ceased or will
cease to be the owner or occupier of
the Site; and
12.3.2. the name and address of the new
owner or occupier of the Site.
12.4. If you fail to provide notice under clause 12.2
then without prejudice to our other rights
under this Contract, we shall continue to
charge you for the Supply until the earlier of:
12.4.1. the date on which the new owner or
occupier accepts responsibility for our
Charges;
12.4.2. the date on which an alternative
supplier has been Registered;
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12.4.3. the date on which we Disconnect or
De-energise the Supply;
12.4.4. twenty-eight (28) days from receipt of
notification, from you or a third party,
that you have ceased to own or occupy
the Site; or
12.4.5. the expiry of any Fixed Term.
Other termination events
12.5. We may terminate this Contract immediately at
any time if:
12.5.1. You have a Fixed Term Contract and
any of the conditions in clause 3.1
have ceased to be met at any time
during that Fixed Term;
12.5.2. You have failed pay to us any sums
properly due under this Contract
within the Payment terms set out in
clause 8;
12.5.3. you are in material breach of this
Contract for any other reason than in
clause 12.4.2 and such breach is not
capable of remedy;
12.5.4. you are in material breach of this
Contract for any reason other than
in clause 12.4.2 and such breach is
capable of remedy but you failed to
remedy the breach to our satisfaction
within fourteen (14) days of receiving
notice from us to do so;
12.5.5. you are the subject of an Insolvency
Event;
12.5.6. you are in material breach of a
Connection Agreement, the CUSC, the
BSC, the MRA, the Grid Code or any
Relevant Law; or
12.5.7. you have persistently failed to comply
with your obligations under this
Contract; or
12.5.8. we reasonably believe that you are
or are likely to become subject to
financial difficulties which will affect
your ability to meet your payment
obligations under this Contract.
12.6. You may terminate this Contract immediately
at any time if:
12.6.1. our Supply Licences are withdrawn; or
12.6.2. we are the subject of an Insolvency
Event.
12.7. Ofgem can withdraw our Supply Licences in
limited circumstances. So that you do not lose
Supply, Ofgem may require another Supplier
to take over your Supply (a ‘Last Resort Supply
Direction’). This Contract will automatically
terminate on the date that the Last Resort
Supply Direction takes effect.
12.8. Termination of this Contract will not affect your
or our accrued rights, remedies, obligations or
liabilities existing at Termination.
13. Force Majeure
13.1. Save as regards your payment obligations
under clause 8 and any obligations to
indemnify us under the terms of this Contract
to neither of which this clause 13 applies and
provided you have complied with clause 13.2,
if a party is prevented, hindered or delayed
in or from performing any of its obligations
under this Contract by a Force Majeure Event
(Affected Party), the Affected Party’s obligations
under the Contract shall be suspended without
liability whilst the Force Majeure continues.
13.2. The Affected Party shall:
13.2.1. as soon as reasonably practicable after
the start of the Force Majeure Event,
notify the other party in writing of
the Force Majeure Event, the date on
which it started, its likely or potential
duration, and the effect of the Force
Majeure Event on its ability to perform
any of its obligations under the
agreement; and
13.2.2. use all reasonable endeavours to
mitigate the effect of the Force
Majeure Event on the performance of
its obligations.
13.3. If the Force Majeure Event prevents, hinders
or delays the affected performance of its
obligations for a continuous period of more
than ninety (90) days, the party not affected
by the Force Majeure Event may terminate
this Contract by giving 1 (one) month’s written
notice to the Affected Party.
14. Liability
14.1. We provide no warranty or guarantee as to the
reliability or the quality of a Supply.
14.2. Subject to clauses 14.6, 20.4 and 20.6.2
and save where any other provision of this
Contract expressly provides for an indemnity
or payment of costs or charges, a Party (“Party
Liable”) shall only be liable for loss directly
resulting from any breach of the Contract
which results in physical damage to the
property of the other party provided that the
liability of the Party Liable for such loss or
damage shall not exceed the lower of either
six times the average monthly Invoice payable
by you under this Contract or £1 million per
Incident or series of related Incidents.
14.3. We shall be entitled to deduct from
any compensation payable to you any
compensation paid, or payable, to you by
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the Network Operator under a Connection
Contract.
14.4. Nothing in this Contract will operate to:
14.4.1. exclude or limit the liability of either
Party for death or personal Injury
resulting from its negligence or the
negligence of any of its officers,
employees or agents; or
14.4.2. exclude liability for fraud, fraudulent
misrepresentation or other
dishonesty.
14.5. Neither a Party, nor its respective officers,
employees or agents shall in any circumstances
whatsoever be liable to the other party for:
14.5.1. any loss of profit, loss of revenue,
loss of use, loss of contract, loss of
opportunity, loss of saving or loss of
goodwill; or
14.5.2. any special indirect or consequential
loss; or
14.5.3. any loss resulting from loss or
corruption of or damage to data
stored electronically and/or computer
software.
14.6. Nothing In this clause 14 shall exclude or
restrict or otherwise prejudice or affect any of:
14.6.1. the rights, powers, duties and
obligations of either party which are
conferred or created by the Relevant
Law or Supply Licence; or
14.6.2. the rights, powers, duties and
obligations of any Competent Authority
under the Relevant Legislation, any
licence or otherwise.
14.7. Each of the paragraphs of this clause 14 shall:
14.7.1. be construed as a separate and
several Contract term, and if one or
more of such paragraphs is held
to be Invalid, unlawful or otherwise
unenforceable the other paragraphs
shall remain in full force and effect and
shall continue to bind the parties; and
14.7.2. survive Termination of this Contract.
14.8. We accept no liability in respect of any
modification made to the Metering
Equipment or the Distribution Network and
notwithstanding the foregoing provisions
of this clause 14, you agree to indemnify us
against all costs, losses, claims, demands and
expenses which we suffer or incur as a result
of any such modification.
15. Confidential Information
15.1. Subject to clause 15.2, neither party shall
disclose Confidential Information without the
prior written consent of the other party, at any
time after the date of the Contract and for a
period of two (2) years from the date on which
the Contract was terminated for whatever
reason.
15.2. Notwithstanding clause 15.1, a party may
disclose Confidential Information:
15.2.1. in order to fulfil their obligations under
the Contract; or
15.2.2. to comply with any requirement of law,
licence, code, authorisation or consent
necessary to permit the Supply or to
enable either party to comply with
its obligations under any agreement
relevant to the Supply;
15.3. You agree that we may share Information
(including Confidential Information) about you
and your account with our Group Companies,
debt collection agencies, and credit reference
agencies (who may use the Information for
credit scoring purposes). When we ask a credit
reference agency to carry out a search they
may record this on your credit file.
15.4. You consent to your previous Supplier
disclosing any information regarding the
Supply Points that is necessary to enable us to
take Supply and you consent to us providing
any Information necessary regarding the
Supply Points to any Incoming Supplier.
16. Notices
16.1. Any notice given to a party under or in
connection with this Contract shall be in writing
and shall be delivered:
16.1.1. by hand or by pre-paid first-class post
or other next working day delivery
service at its Registered office (if a
company) or its principal place of
Business in any other case; or
16.1.2. by email to an address provided for
that purpose.
16.2. Provided that a notice has been served at a
party’s registered office in accordance with
clause 16.1 then notice shall be deemed to
have been received:
16.2.1. if delivered by hand, on signature of
a delivery receipt or at the time the
notice is left at the proper address;
16.2.2. if sent by pre-paid first-class post
or other next working day delivery
service, at 9.00 am on the second
working day after posting or at the
time recorded by the delivery service;
or
16.2.3. if delivered by email the next working
day after the time of transmission.
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17. General Provisions
17.1. You warrant that the Information that you or
your agent have provided to us is true and
correct and shall remain so through the term
of this Contract.
17.2. If any Court or Competent Authority finds that
any provision of the Contract (or part of any
provision) is invalid, illegal or unenforceable,
that provision or part-provision shall, to the
extent required, be deemed to be deleted,
and the validity and enforceability of the
other provisions of this Contract shall not
be affected. If any Invalid, unenforceable or
illegal provision of this Contract would be valid,
enforceable and legal if some part of it were
deleted, the provision shall apply with the
minimum modification necessary to make it
legal, valid and enforceable.
17.3. Any waiver by either you or us of a breach of
this Contract must be in writing and shall not
be construed as a waiver of any further breach
of the same or any other provision.
17.4. You may not assign or transfer this Contract
without our written consent.
17.5. We may assign or novate all or any part of this
Contract to another Supplier without your
consent (provided that the proposed Supplier
holds a suitable Supply Licence or is exempt
from doing so).
17.6. Unless expressly stated otherwise you and we
do not intend that any part of this Contract
should be enforceable by any person who
is not a party to it and agree to exclude the
provisions of the Contract (Rights of Third
Parties) Act 1999.
17.7. This Contract constitutes the entire agreement
between you and us for the Supply. This
Contract replaces and cancels any previous
drafts, agreements, action, statement,
warranties and arrangements of any kind
whether in writing or not.
18. Governing Law and Jurisdiction
18.1. Where you are a limited company, limited
partnership, sole trader, partnership or
unincorporated body trading in England and
Wales then this Contract is governed and
construed with English law and the parties
agree to submit to the exclusive jurisdiction of
the English Courts.
18.2. Where you are a sole trader, partnership or
unincorporated body trading in Scotland then
this Contract is governed and construed with
Scottish law and the parties agree to submit to
the exclusive jurisdiction of the Scottish Courts.
Special Terms
19. Micro-Businesses
19.1. If you are a Micro-Business then this is a Micro-
Business Contract. Under our Supply Licences
some Businesses defined as Micro-Businesses
are given special protection (see clause 9.6.4)
and where specified in these Terms and
Conditions, special terms will apply to your
agreement with us. It is your responsibility
to inform us if you meet the definition of a
Micro-Business or at any time you cease to be
a Micro-Business.
19.2. We have a right to make certain changes to
these Terms and Conditions. If we make a
change to these Terms and Conditions that
is of significant disadvantage to you, you can
end this Contract by giving us 28 days written
notice, within 14 days of us notifying you of
the changes, provided that on the final day
of the notice period your Supply is switched
to an alternative Supplier or is Disconnected/
De-energised. If your Supply is De-energised
we will continue to charge you for the Standing
Charge only. If you do not give us notice, or
your Supply has not been switched to another
Supplier, we will continue to Supply you until
the end of the Fixed Term on the new terms.
19.3. Unless we have been prevented from billing
you by any reason caused by you, if you are
a Micro-Business, we will not back-bill you for
energy supplied from the date of 1 November
2018 for any more than 12 months ending on
the date of the bill for the period.
19.4. As a Micro-Business; should you need to make
a complaint or would like to see our complaints
procedure, please visit www.ecotricity.co.uk/
complaints or call us on 0345 230 6102.
20. Half Hourly Metering
20.1. If you have a Half-Hourly Meter then the
provisions of this clause 20 apply in addition to
the rest of your obligations under this Contract.
Customer’s obligations
20.2. You represent, warrant and undertake that
throughout the term of this Contract you will:
20.2.1. in relation to your electricity Supply
and, as far as they apply to you,
comply with the Distribution Code and
the Grid Code;
20.2.2. at all times be a party to, and comply
with, the Connection Agreement
and any other agreement that you
are required to enter into under the
Connection Agreement; and
20.2.3. in addition to your obligations under
the Connection Conditions, comply
with any other conditions that we
reasonably consider necessary to
enable us to continue to provide the
Supply where a Change has been
14
made to the Supply Licence, any
Relevant Law, the BSC, the DCUSA, the
UNC and any other relevant industry
code or practice.
20.3. Your demand for electricity at a Supply must
not, at any time, exceed the Maximum Power
Requirement.
20.4. In the event you are in breach of clause
20.2 or 20.3 you agree to indemnify us fully
for all costs, losses or liabilities incurred
as a consequence, including any charges,
penalties or interst imposed by the Network
Operator or, if the Site is directly connected
to a Transmission System, the operator of the
Transmission System.
Appointment of Agents in respect of your
Electricity Supply
20.5. You may nominate, or we may ask you to
contract directly with an accredited Meter
Operator, Data Collector and Data Aggregator
(such Agents to be reasonably acceptable to
us) for the Supply Point. If you chose not to
or fail to appoint such Agents, then we will do
so at your expense. If you chose to appoint
Agents directly then it is your responsibility to
provide us with their correct details. If you do
not provide details or you provide inaccurate
information, then you agree to compensate us
for any losses we incur as a direct result.
20.6. In the event that you appoint your own Agent:
20.6.1. you shall procure that your Agent
indemnifies us against any loss
or expense (including penalties
imposed under the BSC) suffered by
us as a result of the Agent’s failure
to satisfactorily provide, install or
maintain any Metering Equipment
in accordance with all Relevant Law,
codes of practice, requirements of the
BSC or Network Operator;
20.6.2. where the Agent has not provided
such an Indemnity then you agree to
Indemnify us for any cost, losses or
liability arising from the Agent’s failures
under clause 20.6.1 you must give us
at least one (1) month notice of any
Change of Agents; and
20.6.3. if your Contract with an Agent
terminates, for whatever reason
including where the Agent ceases to
have the appropriate accreditation,
we shall be entitled to appoint an
alternative Agent. You agree that
you will pay the costs of that Agent
and our reasonable costs incurred in
appointing them.
20.7. If at any time before or after the Supply Start
Date you wish us to contract directly with
the Agent you have nominated, you shall
endeavour to notify us of the name and
contact details of the nominated Agent(s) at
least one (1) month prior to the proposed date
of the appointment. Subject to us agreeing to
contract with your nominated Agent you shall:
20.7.1. pay to us any additional costs or
charges we may incur as a result of
such arrangement;
20.7.2. procure the compliance by such
Agent(s) with any standards and
conditions required by us in respect of
the provision of the Agent Services as
may be notified by us to you in writing
(including under this Contract);
20.7.3. indemnify us for all costs, losses
and liabilities reasonably or directly
incurred by us as a result of our
contracting with, and subsequent
registration of, your nominated Agents;
and
20.7.4. undertake not to contract with any
additional Agent to perform the
relevant Agent Services.
20.8. We shall not be liable to you for any losses of
data or for any costs or charges incurred by
you as a result of any failure or delay by you
in nominating and contracting with any Agent
under this Contract.
20.9. Except where expressly provided, you shall
be responsible for, and shall bear all costs
associated with, all meters and you shall
indemnify us in respect of costs, charges,
expenses, claims, proceedings, losses,
demands or liability of any nature (including
any liquidated damages we have to pay under
the BSC) which we may suffer or incur as a
result of any fault or failure in a Meter, any
act or omission by you, any act or omission of
your Agents and/or any act or omission of the
Network Operator in performing any obligation
under the BSC to a reasonable standard.
20.10. Where you have contracted with an Agent
directly you shall procure that the Agent will
provide us with any information regarding
the Supply which we require to discharge our
obligations under any Relevant Law, our Supply
Licences or Industry requirement (including
as applicable the BSC, the DCUSA and/or
the MRA) within such timescales as we may
require.
Triad Charges
20.11. If you are required to pay Triad Charges they
will be invoiced monthly and will be calculated
using data from National Grid Plc. We will
reconcile the charges on receipt of accurate
15
data in March of each year and any adjustment
will show in the following month’s invoice
appointing them.
21. Fixed Term Contracts
21.1. If you have agreed a Fixed Term Contract with
us, the provisions of this clause 21 shall apply
in addition to the rest of your obligations under
this Contract.
21.2. Our obligation to Supply you shall automatically
end on the expiry of the Fixed Term unless you
have agreed to renew your agreement with us
under clause 21.8. If you do not renew your
Contract with us before the end of the Fixed
Term, we may place you on a Deemed Contract
and charge you in accordance with our Out
of Contract Rates. If we subsequently agree
a Contract renewal with you, we are under no
obligation to back date the Contract.
Early Termination Fee
21.3. We may charge you an Early Termination Fee
where:
21.3.1. we have been prevented from taking
Supply in the circumstances set out in
clause 4.3 above;
21.3.2. you have switched your Supply to an
alternative supplier before the Fixed
Term has expired; or
21.3.3. you have ceased to be the occupier/
owner of the Site during the first
quarter of the Fixed Term in the
circumstances set out in clause 21.6
below.
21.4. Where clause 21.3 applies then the Early
Termination Fee will be calculated as follows:
21.4.1. £100 administration fee; and
21.4.2. 25% of the Estimated Annual
Consumption divided by 12 and
multiplied by the number of complete
months remaining under the Fixed
Term.
21.5. Where we terminate this Contract under clause
12.5 before the end of the Fixed Term then
the Early Termination Fee will be calculated as
follows:
21.5.1. £100 administration fee; and
21.5.2. 100% of the Estimated Annual
Consumption divided by 12 and
multiplied by the number of complete
months remaining under the Fixed
Term.
Changes of Tenancy
21.6. If you cease to be the owner or occupier of the
Site within the first quarter of the Fixed Term,
we may terminate this Contract and charge you
an Early Termination Fee under clause 21.3.3.
We may waive the Early Termination Fee if you
appoint us as your Supplier at the Site that you
move to.
21.7. If you cease to be the owner or occupier of the
Site any time after the end of the first quarter
of the Fixed Term, clause 12.2. above shall
apply.
Renewals
21.8. We will endeavour, before the expiry of the
Fixed Term, to send you notice that your Fixed
Term is due to expire, and will either:
21.8.1. invite you to enter into a further Fixed
Term Business Supply Agreement; or
21.8.2. confirm that you will move on to a
Deemed Contract following the expiry
of your Fixed Term, and the start date
of that Deemed Contract.
21.9. Where we offer you a new Fixed Term Business
Supply Agreement, the start date specified in
the new Business Supply Agreement shall be
indicative only, and shall only be confirmed
when:
21.9.1. you have returned a signed
counterpart of the Business Supply
Agreement by the deadline specified;
and
21.9.2. you have received a signed
counterpart from us.
We will not be responsible for any loss, however
arising, as a result of any delay to your Supply
Start Date due to your delay in returning your
signed Business Supply Agreement to us, and you
acknowledge that you will be supplied on the basis
of a Deemed Contract during any period between
the end of one Fixed Term contract and the start of
another.
21.10. If you continue to consume electricity and/
or gas at a Supply Point after the expiry of a
Fixed Term contract and we have not entered
into a new Business Supply Agreement, or
your new Business Supply Agreement has not
started, then you will receive your continued
Supply on the basis of a Deemed Contract,
and our Out of Contract Rates shall apply
until:
21.10.1. the commencement date of a new
Business Supply Agreement;
21.10.2. you switch to an alternative supplier;
or
21.10.3. your Supply is Disconnected.
21.11. If you are a Micro-Business, we will contact
you no later than 60 days before the expiry of
your Fixed Term.
16
22. Commercial New Installs
22.1. This paragraph 22 applies to Commercial New Installs.
A Commercial New Install is the installation of an Ecotricity
electricity or gas meter at a Supply Point
at a property used wholly or mainly for business
purposes, for which you are responsible,
and where there is either no meter installed, or
the installed meter has been De-energised.
22.2. In applying for a Commercial New Install, you warrant
that the property is suitable for the installation
(or re-energising, as appropriate) of an electricity
and/or gas meter, and that there is no live
meter in operation at the property.
22.3. If your site has been De-energised, you will only
be accepted for reconnection where you can
provide evidence that you are a new customer.
Re-energising is subject to a connection fee,
which will be quoted before you contract with
us.
Installations
22.4. You can choose whether you want us to install
your meter(s) using our designated Meter Operator,
or to instruct your own Meter Operator.
If you opt for us to install your meter, the associated
charges will be costed into your supply
contract. Where you nominate your own Meter
Operator, you will be responsible for contracting,
liaising with and paying for installation and
any ongoing costs under a Meter Operator
Agreement. We will not be responsible for the
acts or omissions of any Meter Operator you
appoint.
22.5. We cannot arrange a meter installation date
until you have entered into a supply contract
with us. Any timeframe for installation will be
provided as a guide only. Time for installation
shall not be of the essence.
22.6. SMETS 2 Smart Meters will usually be installed,
where appropriate. We reserve the right to
install other meter types where we deem this
to be necessary.
22.7. All installations are subject to a charge, which
will be confirmed at the point of contract.
The charge will be detailed on your contract
and must be paid on contract acceptance. An
installation date will only be confirmed once
payment is received.
22.8. Where you opt for us to install your meter(s),
we will use reasonable endeavours to ensure
installation within 90 days. Where a Force Majeure
Event prevents installation within 90 days,
we reserve the right to cancel your contract.
We may then offer you a revised contract.
22.9. Where we cancel the contract under clause
22.8, you may be subject to additional charges
for the release of any MPANs created in trying
to fulfil the contract.
Charges
22.10. If we are unable to complete an installation
for any reason for which you are responsible,
including, without limitation, where access to
the property is refused or impeded, or where
you cancel an appointment within 48 hours,
you may be charged for the failed installation
appointment.
22.11. If we deem the property to be unsuitable for
meter installation at the time of an installation
appointment, we may charge you our reasonable
costs for the aborted appointment.
22.12. You will be responsible for standing charges
from the date of installation of your meter(s),
regardless of any usage. You will also be
responsible for any energy usage at the applicable
tariff rates, and any additional charges
required to effect your New Connection,
including out of hours call outs.
22.13. Where your contract expires, and we have
been unable to make contact with you to
arrange a new contract, your supply will be
subject to our Out of Contract Rates from the
date of contract expiry. Where this happens,
we will notify you in writing.

Agent means a Data Collector and/or Data Aggregator and/or Meter Operator

Agent Services means the services provided by an Agent.

Annual Consumption Period means the period commencing on the Estimated Start Date and ending 12 months after this date and (if applicable) each successive 12 month period during which we have agreed that one or more Fixed Prices will apply in respect of the supply of electricity and/or gas to the Site(s).

Arrears mean any sums which are not paid by you to us within the Payment Term.

Availability Charges means a unit rate of charge, set by the Network Operator and calculated using your Maximum Power Requirement, per kVa of demand made available.

Authorised Supply Capacity means the maximum electricity Supply that you are allowed to take in a half hour period as set by the Network Operator.

Authority to Sign: applies where you are a TPI and means a letter signed by your authorised representative authorising the TPI to enter into a legally binding Contract with us on your behalf.

BSC applies to your electricity Supply and means the Balancing and Settlement Code (as amended from time to time).

BSUoS applies to your electricity Supply and means charges Balancing Services Use of System Charges as defined in and levied under the CUSC.

Business Purposes means occupancy or activities which are pursued in furtherance of a company or charity’s objects, or otherwise for the purpose of providing goods and services.

Business Supply Agreement means the document headed Your Business Supply Agreement setting out your details, the Supply details, the Tariff Price, the Payment Terms, payment method and the Pass through Costs applicable for your Supply and executed, or proposed to be executed, by the parties.

CUSC applies to your electricity Supply and means the Connection and Use of System Code (as amended from time to time) which constitutes the contractual framework for connection to, and use of, National Grid Company Plc’s high voltage transmission system.

Competent Authority means the Secretary of State, the Office of Gas and Electricity Markets (Ofgem), any local, national or supranational agency, authority, department Inspectorate, minister, ministry, official or public or statutory person of the Government of the United Kingdom or of the European Union.

Confidential Information means the terms of this Contract, any Information provided in relation to or under the Contract, and any other Information relating to the affairs of the other party which is disclosed pursuant to this Contract.

Connection Agreement applies to your electricity Supply and means either: (a) any agreement between you and the electricity Network Operation allowing you to keep the Site connection to the Distribution System (Including the National Terms of Connection; or (b) where the Site is directly connected to the Transmission System, the connection agreement between you, National Grid and the CUSC. Connection Conditions means the conditions specified in clause 3.

Data Aggregator means a person appointed to provide data aggravation services for the purposes of the BSC.

Data Aggregator Agreement means an agreement between you and the Data Aggregator.

Data Collector means a person appointed to provide data retrieval and/or data processing services for the purposes of the BSC.

Data Collector Agreement means an agreement between you and the Data Collector.

Data Service / Settlement Charges means the costs passed back to you for your half hourly data to be accessed and rerecorded remotely each day and stored. Settlements fees in respect of the “settlement” of the distribution of electricity are compulsory and are charged monthly.

DCUSA means the Distribution Connection and Use of System Agreement (as amended from time to time) which enables our use of the Distribution Network.

Deemed Contract means where we Supply to a Site without there being an agreed Contract between us we will Supply you under a deemed Contract as described in paragraph 8 of Schedule 2B of the Gas Act 1986 or paragraph 3 of Schedule 6 of the Electricity Act 1989.

De-energise means the taking of any step whereby no electrical current can flow from the Distribution System through the meter to the Site.

Disconnect means physically terminating the Supply by severing the connection to your Site from the Distribution Network.

Distribution Code means the Distribution code as defined in the Electricity Supply Licence.

Distribution Network means the system of distribution of electricity or gas to customer sites.

Estimated Annual Consumption means the total amount of electricity and/or gas that we estimate will be supplied to the Site(s) during an Annual Consumption Period. This amount will be as follows: (i) for the first Annual Consumption Period the amount set out in the Business Supply Agreement as the “Annual Consumption”; and (ii) for any subsequent Annual Consumption Period, this will be the amount that we calculate, based on actual consumption during the previous Annual Consumption Period and any other relevant information we have (including information you give us) as to expected changes to demand for electricity / and or gas (as applicable) during that subsequent Annual Consumption Period.

Fixed Price means the fixed Unit Charge and Standing Charge that we have will apply in respect of the Supply for the Fixed Term set out in the Business Supply Agreement.

Fixed Term means the term during which we have agreed that a Fixed Price will apply for as set out in the Business Supply Agreement.

Force Majeure Event means any circumstance not within a party’s reasonable control including, without limitation acts of God, flood, drought, earthquake or other natural disaster; epidemic or pandemic; terrorist attack, civil war, war; nuclear, chemical or biological contamination; collapse of buildings, fire, explosion or accident; and any labour or trade dispute, strikes, industrial action or lockouts (other than in each case by the party seeking to rely on clause 13, or companies in the same group as that party).

Forward Price means the price at which we had previously purchased energy or (as the case may be) expected to purchase energy in anticipation of supplying you with the Estimated Annual Consumption at the Fixed Price.

Grid Code means the grid code as defined in the electricity Supply Licence.

Insolvency Event means a party is: unable to pay its debts (within the meaning of sections 123, 267 or 268, as applicable, of Insolvency Act 1986); proposes or becomes subject to a voluntary arrangement or convenes a meeting of its creditors to consider such a proposal or, being a company, has a proposal for a compromise or arrangement sanctioned by the court pursuant to section 899 Companies Act 2006 (save for the sole purpose of a solvent reconstruction or amalgamation); has a receiver or manager appointed over any of its assets, undertaking or income; takes any step towards its winding-up or bankruptcy (save, in the case of a company, a solvent liquidation for the sole purpose of effecting a reconstruction or amalgamation) or is subject to a petition issued by any court for its winding-up or bankruptcy that is not withdrawn upon the party’s application; being a company, has an administrator appointed in respect of it or is the subject of an application for administration filed at any court or a notice of appointment of an administrator filed at any court or a notice of intention to appoint an administrator filed at any court by any person; being a company, is the subject of a notice to strike off the register at Companies House; or has any distraint, execution or other process levied or enforced on any of its property.

Last Resort Supply Direction means that a direction by a Competent Authority, made in the circumstances where our Supply Licences have been revoked, appointing a Supplier to take over your Supply.

Late Payment Legislation means the Late Payments of Commercial Debts (Interest) Act 1998, the Late Payment of Commercial Debts Regulations 2002, the Late Payment of Commercial Debts Regulations 2013 and any later statute relating to late payment of commercial debts enacted by parliament.

Maximum Power Requirement applies to your electricity Supply and means that amount which is agreed by you with the Network Operator and notified by them to us from time to time.

Metering Equipment means the meter and any associated transformer, data communications metering equipment and ancillary equipment installed at the Site which are configured to measure and record the flow of energy.

Meter Operator means the person appointed to provide install and/or maintain the Metering Equipment.

Meter Operator Agreement means an agreement between you and the Meter Operator.

Micro-Business means a type of business which meets one of the following condition: uses less than 100,000 kWh of electricity a year, or uses less than 293,000 kWh of gas a year or has fewer than 10 employees (or their full-time equivalent) and has annual turnover or balance sheet less than €2 million (or as amended by Ofgem).

Network Operators – the local electricity distributors and gas transporters that manage the Distribution Networks.

Ofgem – The Office of Gas and Electricity Markets who regulate the gas and electricity markets in Great Britain or any regulatory organisation which replaces it.

Out of Contract Rates means the Unit Price and Standing Charge that we will charge you if for any reason you no longer received your Supply under this Contract and you have not switched to an alternative Supplier.

Pass Through Costs means any costs, charges or losses that we incur, other than the basic cost of the energy itself, which are associated with the delivery of energy to a Supply Point (including any costs, charges or losses associated with use of relevant distribution or transmissions systems) and/or which arise under any government subsidy or levy schemes. As further explained in clause 6.1, depending on the particular pricing arrangement we have agreed with you (as recorded in the Business Supply Agreement), some or all of these costs, charges or losses may be included in the overall Unit Rate OR (as the case may be) the Unit Rate may just relate to the basic cost of the energy itself on the basis that we are entitled to charge you for all Pass Through Costs as a separate item in addition to the Unit Rate.

Payment Terms means the amount of time you have within which to settle an invoice in full.

Permitted Tolerances means the prescribed statutory limits, as follows: a) for meters certified before 1 January 2006 +2.5% and -3.5% for UK nationally approved electricity meters and +/- 2% for UK nationally approved gas meters) or b) for meters certified from 1 January 2006, +/ -2% for UK nationally approved electricity meters, and + / - 3% for UK nationally approved gas meters.

Profile Class means the profile of the expected electricity consumption pattern or a specified group of customers.

Registered means the successful completion of the registration of us (or where the context requires, another supplier) as supplier of energy to the Supply Points.

Related Meters means two or more meters that relate to a Supply located at the same Site.

Relevant Law means, as amended or replaced from time to time, the Electricity Act 1989, the Electricity Supply Regulations 1988, the Gas Act 1986, Utilities Act 2000, any other existing or subsequent European or domestic legislation (including acts of parliament, statutory instruments, regulations and directives) that are relevant to your Supply.

Security Deposit means a sum of money we may ask you to pay us under clause 5.

Site means each location at which you would like us to provide a Supply.

Smart Meter means a meter that records the consumption data for your Supply and which is capable of automatically communicating that consumption data, via the Data Collector, to us.

Spot Price means what we reasonably consider to be a price that is representative of the prevailing “spot” price on the electricity wholesale market for the day in question;

Standing Charge means the daily charge to keep a Site connected and which is payable whether or not a Site is occupied and whether or not electricity and / or gas has been consumed at the premises.

Supply means the physical supply of electricity or gas or both under this Contract or a Deemed Contract.

Supply Point means the point at which a Supply from, or to, a distribution system: a) is, or is intended to be measured; or b) where Metering Equipment has been removed, was or was intended to be measured.

Supply Start Date means the date on which we physically start to Supply the Site with electricity and/ or gas.

Supply Licences means licence to supply electricity granted under the Electricity Act 1989 and/or a licence to supply gas granted under the Gas Act 1986 (as amended).

Transfer Period means the period from the date that we receive a request to switch your Supply from an alternative Supplier to the date on which your Supply transfers to them.

Transmission System means a system of the type described in section 4(4) of the Electricity Act 1989.

TPI means a third part intermediary appointed by the customer to procure energy on their behalf.

Triad Charges applies to your electricity supply and means a sum equal to your average half hourly electricity demand during the Triad Period in question multiplied by the Triad Demand Tariff less any prepayments you have paid to us prior to the Triad Period.

Triad Demand Tariff means each of the tariffs at the relevant time set out in the column headed “Demand Tariff” in the Statement of Use of System Charges and levied by National Grid Company plc for services which they provide for the national Transmission System.

Triad Period means one of the three periods between November and February in which National Grid Company plc takes a reading of maximum demand.

UNC means the Uniform Network Code which applies to the supply of gas.

Unit Rate means the price we charge you in pence per kWh.

VAT means Value Added Tax.

Unless otherwise specified a reference to a clause is to a clause of these terms and conditions;