Easy Switch Utilities Ltd: Terms and Conditions
In these terms and conditions Easy Switch Utilities Ltd company registered number 10163394 whose registered office is 34 Beechfield Road, Stockport, Cheshire, SK3 8SF is referred to as Easy Switch Utilities The customer of Easy Switch Utilities Ltd is referred to as the Customer
Definitions
“Agreement”
The contractual relationship between Easy Switch Utilities and the Customer as set out in these terms and conditions and Letter of Authority.
“Breach Fee”
Payment due from the Customer to Easy Switch Utilities in the event of a Customer Breach.
“Commencement Date”
Has the meaning given in clause 1.
“Commission Payment”
The payment Easy Switch Utilities is entitled to receive from the Supplier as result of the Customer entering into the Contract.
“Confidential Information”
Means such information as one party may provide to the other as part of or in relation to this Agreement.
“Customer Breach”
Any act or omission of the Customer that represents a breach of the terms of this Agreement by the Customer.
“Contract”
The contract entered into by you (or by us on your behalf) with the Supplier for the supply of energy and as part of the Services and any extensions to this Agreement.
“Customer Obligations”
As set out in clause 2.
“Data Protection Legislation”
All relevant data protection and privacy legislation in force from time to time in England and Wales a non-exhaustive list of which includes the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended.
“Letter of Authority”
Such letters of authority being as the Customer may sign from time to time.
“Services”
The services that we will provide to you including presenting you with details of a proposed supply contract(s) from one (or a number) of Suppliers from our portfolio of suppliers for you to choose to accept and as set out in the Letter(s) of Authority and Clause 1 below.
“Supplier”
The supplier that you chose to enter into a Contract with.
“Working Day”
Monday to Friday other than a public holiday in England.
- SUPPLY OF SERVICES
The Customer agrees that:
(1) The Letter(s) of Authority constitutes a request by the Customer to purchase Services in accordance with these conditions. This Agreement shall come into existence (Commencement Date) when the Letter(s) of Authority signed by the Customer is received by Easy Switch Utilities.
(2) The Customer agrees that in return for Easy Switch Utilities receiving the Commission Easy Switch Utilities shall supply the Services to the Customer as per this Agreement; and
(3) Easy Switch Utilities is not a price comparison service. Although Easy Switch Utilities works with many energy suppliers it does not have access to every such supplier. Easy Switch Utilities does not guarantee that it will arrange what a third party may claim is the cheapest supply available. Easy Switch Utilities considers several factors when assessing which suppliers and which supply contracts are best suited to the Customer. Easy Switch Utilities will seek the option(s) that in its opinion is/are best suited to the Customer with price of the supply being just one of the factors to consider.
(4) The Services do not extend to causing or ensuring that the Supplier with whom the Customer enters into a Contract complies with all or any of its contractual or other obligations as regards the Customer.
- CUSTOMER’S OBLIGATIONS
The Customer agrees:
(1) To co-operate with Easy Switch Utilities in all matters relating to the Services.
(2) To always comply with this Agreement as well as any applicable terms and conditions of any Supplier relating to the Contract.
(3) To provide such information, data or documents as Easy Switch Utilities may request from time to time to;
(4) To ensure that all information and documents provided to Easy Switch Utilities is complete, up to date and accurate at all times.
(5) To provide such assistance as Easy Switch Utilities may reasonably require from time to time in relation to the Services
(6) To immediately inform Easy Switch Utilities in the event there is any change in the Customer’s circumstances which may affect the provision of the Services.
(7) To comply with the provisions of the Bribery Act 2010 and any other applicable legislation; and
(8) Not to enter into any other contract (for any reason including due to a change in tenancy or change in occupancy) for the supply of energy (“Other Contract”) for the intended period of the Contract whereby that Other Contract provides the Services, whether in whole or in part, to be provided under the Contract.
- CUSTOMER’S BREACH OF THE AGREEMENT: SUSPENSION AND TERMINATION
The Customer’s attention is drawn to this clause: the consequences of the Customer breaching this agreement
Without affecting any other right or remedy available to it Easy Switch Utilities may as it sees fit terminate or suspend the Agreement with immediate effect by giving written notice to the Customer if:
(1) The Customer commits a material breach of any term of the Agreement and (if such a breach is remediable) fails to remedy that breach to Easy Switch Utilities satisfaction within fourteen days of the Customer being notified in writing to do so.
(2) The Customer takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), is subject to a winding up process (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), has a receiver appointed to any of its assets or ceasing to carry on business; or
(3) The Customer suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business. In the event of such termination or suspension Easy Switch Utilities is relieved of all its obligations under the Agreement.
Further in the event of:
(1) Termination (that may conclude suspension); or
(2) Any breach of a Customer Obligation for whatever reason the Customer will on receipt of demand pay to Easy Switch Utilities the Breach Fee. The Breach Fee shall entirely at Easy Switch Utilities discretion with be a payment either:
(1) Representing the Commission Payment (or such balance of the Commission Payment yet to be paid to Easy Switch Utilities) which Easy Switch Utilities would have received from the Supplier but is not received due to the Customer Breach; or
(2) A fixed amount of £600+ VAT is due to be paid on a Breach Fee. The Customer agrees that the Breach Fee is due to be paid within seven days of receiving demand for the same and that it enjoys no right of set off, defence, counter claim, or other reason to withhold or delay payment. The Customer agrees that the Breach Fee, whether fixed or Commission based, represents the reimbursement of loss suffered by Easy Switch Utilities resulting from the Customer Breach. It does not represent an unfair gain or windfall on the part of Easy Switch Utilities that is in the nature of or is capable of falling within the definition of a penalty. The Commission Payment for the purposes of this clause is calculated based on the consumption as set out in the Contract or related documents. The Breach Fee is due to be paid as per this clause irrespective of any date or dates the Supplier may have been due to make
the Commission Payment to Easy Switch Utilities.
- CONSEQUENCES OF TERMINATION
Termination or expiry of the Contract shall not affect:
(1) Any rights, remedies, obligations, or liabilities of the parties that have accrued up to the date of termination or expiry; and
(2) The liability of the Customer to Easy Switch Utilities in the event of a Customer Breach.
- COMMISSION PAYMENTS TO EASY SWITCH UTILITIES
The Customer’s attention is drawn to this clause: the commission payments that will be made to Easy Switch Utilities
The Customer agrees and acknowledges the Commission Payment will be due to be made to Easy Switch Utilities. The timing and amount of the Commission Payment varies from Supplier to Supplier.
The Commission Payment is included within the price charged per unit of energy (p/kwh) in the Contract. By way of example if the Commission Payment for the supply of energy was 0.5 p/kwh then the amount payable per unit under the Contract by the Customer would be (1) base price p/kwh plus (2) 0.5 p/kwh.
Therefore, a supply of 40,000 kw units per year over a two-year period would result in total commission
payment of £400 for that two-year supply. Should at any time the Customer wish to be provided with more information as to the Commission Payment then it should contact Easy Switch Utilities
- LIMITATION OF LIABILITY
The Customer’s attention is drawn to this clause: limits to the liability of Easy switch Utilities to the Customer.
The Customer acknowledges and agrees that by entering into the Contract the Customer contracts directly with the Supplier and not Easy Switch Utilities for the supply. The Customer therefore further acknowledges that Easy Switch Utilities incurs no liability arising from or in connection with the Customer’s obligations and liabilities arising under the Contract.
The Agreement does not seek to avoid Easy Switch Utilities’ liability to the Customer where such liability arises from dishonesty on the part of Easy Switch Utilities or death or personal injury on the part of the Customer. Easy Switch Utilities’ total liability (including any principal, interest, costs and charges whatsoever and howsoever arising) to the Customer shall not in any event exceed the amount of the Commission Payment received by Easy Switch Utilities.
The Customer acknowledges and agrees that Easy Switch Utilities’ representatives, agents and employees shall incur no liability to the Customer by virtue of the Agreement or in relation to it save where such liability is incapable of being excluded by law. Subject to the above Easy Switch Utilities incurs no liability to the Customer that arises under or in connection with this Agreement in respect of:
(1) Loss of profits.
(2) Loss of sales or business.
(3) Loss of agreements or contracts.
(4) Loss of anticipated savings.
(5) Loss of or damage to goodwill; or
(6) Indirect or consequential loss.
Should the Customer assert liability on the part of Easy Switch Utilities then it must notify Easy switch Utilities in writing to that effect:
Within six calendar months of the first event said to give rise to such liability coming to the attention of the Customer, its agents, or representatives; or within six calendar months of the first event said to give rise to such liability which ought reasonably to have come to the attention of the Customer. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail and provide copies of all relevant documents and information. In the absence of such timely notification Easy Switch Utilities shall have no liability to the Customer. Easy Switch Utilities makes no express warranties and specifically disclaims any implied warranties with respect to the performance of Services to the extent permissible by law. This clause survives termination of the Agreement.