Terms and Conditions of Service
These Terms and Conditions govern the use by the Customer of any of the Services that The Green Energy Advice Bureau Limited (GEAB) agrees to provide to the Customer from time to time, whether via the Site, the Call Centre or otherwise. Please read these Terms carefully before accepting these Terms and using the Services. By using the Services, you signify that you have read, understood and agree to be bound by these Terms as well as the terms and conditions set out in our Privacy Policy https://www.geab.com/privacy-policy/.
The Green Energy Advice Bureau Limited operates as a utility consultancy which is designed to assist non-domestic consumers in the commercial utility market by acting as an intermediary between a Supplier and Customer. We are not an agent for the purposes of common law. If you do not agree to these Terms and Conditions and the Privacy Policy, do not use the Services.
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Definitions
The following definitions apply to these Terms and Conditions of Service (the “Terms”):
GEAB: means The Green Energy Advice Bureau Limited, which is a company registered in England and Wales with company number 08387881 and which has its registered and trading office at Unit 3a, Hylton Park Sunderland Enterprise Park, Wessington Way, Sunderland, England, SR5 3HD
Call Centre: means the call centre operated by GEAB for the purposes of providing the Services.
COT / COO: means Change of Tenancy / Change of occupancy and is where a contract is terminated on such basis.
Credit Score Criteria: means the credit rating requirements as may be determined and required by GEAB and/or the Supplier from time to time in order for a Customer to qualify to use the Services and contract with a Supplier.
Customer: means any non-domestic commercial customer who satisfies the eligibility requirements set out in clause 3.2 and to whom GEAB agrees to supply any of the Services from time to time.
Existing Supplier: means the Customer’s existing third party energy/utilities supplier.
Intellectual Property Rights: means any and all intellectual property rights, including without limitation; copyright, patents, rights in inventions, design rights, trademarks, service marks (in each case whether registered, unregistered or the subject of an application to register), moral rights, database rights, rights in computer programs, semi-conductor topographies, confidential information, trade secrets, know-how, business, trade and domain names, rights in goodwill and rights to bring a claim for passing off, unfair competition rights and all similar, like and analogous rights wherever held in the world and all extensions revivals and reversions thereof and, in each case, all equivalent forms of protection which subsist now or which subsist in the future.
Letter of Authority: means a letter that the Customer will sign authorising GEAB to act on its behalf and to contact and liaise with the Customer’s Existing Supplier, as may be required in the course of GEAB providing the Services.
Non-Live Administration Fee: has the meaning set out in clause 4.8.
Procurement Service: means the tendering/quoting service that GEAB agrees to provide to the Customer whereby the Customer is provided with information on Suppliers’ prices in relation to the services and products offered by the Suppliers.
Quotation: means a quotation provided to the Customer by GEAB on behalf a Supplier which sets out the terms and prices upon which a Supplier may be prepared to supply the Supplier Services to the Customer.
Services: the services provided by GEAB whether via the Site, the Call Centre or otherwise, to which the Customer chooses to subscribe from time to time, which shall include the Procurement Service, the Switching Service. Site: means the website https://www.geab.com/
Supplier: means any third party energy/utilities supplier of services and/or products as may be selected by GEAB and/or listed on the Site from time to time.
Supplier Services: means the energy and/or other utility supply services and/or products as may be agreed to be provided by a Supplier to a Customer from time to time.
Supply Contracts: means contracts with energy Suppliers for the supply of electricity and/or gas.
Supply Number: means electricity or gas meter points with administration or reference numbers.
Switching Service: means the switching service that GEAB agrees to provide to the Customer whereby GEAB agrees to either: (i) facilitate the switching of the Customer to the Supplier; or (ii) assist in the renegotiation of the Customer’s arrangements with its Existing Supplier; in each case if the Customer has accepted a Supplier’s Quotation presented to it as part of the Procurement Service.
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Application of terms
2.1 Subject to clause 2.2 below, these Terms shall apply to the provision of any Service by GEAB to a Customer and shall apply in place of, prevail over and supersede any other terms or conditions contained or referred to elsewhere (whether in correspondence or otherwise) or implied by trade, custom, practice or course of dealing unless specifically agreed to in writing by GEAB or a GEAB authorised representative.
2.2 From time to time GEAB may supplement these Terms with additional terms relevant to the provision of certain Services, including without limitation the Contract Management Services. These additional terms may be placed on the Site and/or sent to you and you agree that any such additional terms are hereby incorporated into these Terms.
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Subscribing to the Services
3.1 In order to use any of the Services, the Customer will need to first sign a Letter of Authority with GEAB via the Call Centre or the Site. GEAB may, in their sole discretion, refuse to register any business as a Customer.
3.2 In order to be eligible to register to use the Services, the Customer must: a) be a business that is resident in the UK; b) be aged eighteen years or over (if a sole trader); c) meet any Credit Score Criteria required by GEAB and/or any Supplier; and d) be able to provide GEAB with all such relevant information as GEAB may require in order to provide the Services to the Customer.
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Provision of Services
Procurement Service
4.1 If the Customer opts for, and GEAB agrees to provide, the Procurement Service, GEAB will use its reasonable endeavours to negotiate and secure prices on behalf of the Customer and will provide the Customer with any relevant Quotations obtained by the Suppliers for consideration by the Customer. GEAB and the Supplier reserve the right to revise, amend or withdraw any Quotation at any time upon informing the Customer.
4.2 The provision of any Quotation by a Supplier via GEAB does not constitute an offer to the Customer and the terms of a Quotation and duration for which any Quotation will be valid will vary depending on the Supplier. The Customer’s acceptance of a Quotation constitutes a non-revocable offer by the Customer to engage the Supplier to provide the Supplier Services and once such an offer has been made by the Customer, the Customer shall be committed to such offer and shall not be entitled to revoke the offer.
4.3 All offers made by Customers shall be subject at all times to the Supplier’s acceptance and the Supplier shall be entitled at any time to refuse to accept a Customer’s offer for any reason at the Supplier’s sole discretion.
4.4 GEAB may check your credit score before the contract starts, before the start of a pricing period and at other times during this contract.
4.5 If the Customer makes an offer based on a Quotation, and if the Supplier accepts the Customer’s offer, GEAB will provide the Switching Service which will include organising the contract between the Supplier and the Customer (the “Contract”) for the supply and purchase of the Supplier Services. GEAB shall not be responsible for any delay or failure caused by any Supplier or Existing Supplier in relation to affecting any transfer.
4.6 GEAB will arrange the Contract based on the information provided by the Customer to GEAB. Following the submission of the Contract, the Customer’s information will be confirmed by GEAB with the Customer by email, via the Call Centre or by letter. It is the Customer’s responsibility to ensure at this point that all the Customer information is true, accurate, complete, reliable and current in all respects and to inform GEAB promptly if there are any errors and/or if any amendments are required. If any of the Customer information needs to be amended or rectified, this may result in the transfer being delayed or rejected by the Supplier.
4.7 Once the Contract is in final form, GEAB will send a summary of the key terms of the Contract to the Customer. The Customer must check that all the details are correct and must inform GEAB of any errors and/or amendments within 24 hours of receipt.
4.8 If the Contract with the Supplier fails to go live or is cancelled and the Customer subsequently decides to not proceed with the Contract to the Supplier in respect of which GEAB has performed the Procurement Service and the Switching Service. Reasons may include but not limited to (Agreeing to an alternative contract with any supplier including existing / Submitting a COT/COO/ Disconnection of meter), GEAB shall be entitled to charge the Customer an administration fee of the value equating to 10% of the total value of the Contract to the Supplier plus VAT (the “Non-Live Administration Fee”).
4.9 The Customer acknowledges that by entering into a Contract with a Supplier, the Customer will be contracting directly with the Supplier and not with GEAB. The Customer agrees that GEAB is not liable in any way in relation to any transactions, dealings or arrangements of any kind made between the Customer and any Supplier and that any such transaction, dealing or arrangements (including, without limitation, any payment obligations of the Customer thereunder) are the Customer’s sole risk and responsibility.
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Charges
5.1 Save in respect of clause 4.8 above, there is no fee due from a Customer to GEAB for providing the Services. However, GEAB reserves the right to be entitled to charge for any of the Services and/or impose charges at any time in its sole discretion, upon reasonable notification to the Customer. If the Customer does not agree to such charges, the Customer shall be entitled to opt out of receiving the Services to which it had subscribed.
5.2 GEAB is remunerated by commission from the Supplier as a result of GEAB securing and finalising the Supply Contract between the Customer and the Supplier. This commission is included in the rates GEAB arranges for the Customer and is based on the estimated consumption for the term of the Supply Contract and the commission agreement we have with the Supplier. There are no extra payments that the Customer has to pay directly to GEAB. Some Suppliers may make additional payments to GEAB based on the size and/or profitability of its account with that Supplier or new initiatives; for instance if GEAB places more than one meter for a Customer, or arranges a certain volume of contracts and/or repeat contracts with a Supplier, that Supplier may pay GEAB more commission than for a single switch. GEAB will not directly charge the Client for its Services. GEAB is remunerated by a commission paid directly by the Supplier to GEAB. This commission is determined by an increase (or ‘uplift’) to the client unit rate or standing charge, this increase is determined by GEAB. The total commission included in the client contract can be calculated as such, uplift x contract length x energy consumption. Additionally, GEAB may continue to receive commission from the Supplier GEAB places a Customer with after their contract has ended, but the Customer has not renewed their contract or switched elsewhere. GEAB earns commission in order to make sure it can keep providing you with the best possible and most comprehensive service.
5.3 Any Administration Fee payable under clause 4.8 above shall be payable to GEAB by no later than 30 days from the date of the invoice for the same.
5.5 Without prejudice to GEAB’s other rights and remedies, if the Customer fails to pay when due any amount payable by it under or in connection with these Terms, it shall forthwith on demand by GEAB pay interest on the overdue amount from the due date until the date of actual payment (after as well as before judgment) at the rate of 8 per cent per annum or such percentage equivalent to the statutory rate of interest prescribed for judgments from time to time in place. In the alternative and where appropriate, GEAB reserves the right to claim interest pursuant to the Late Payment of Commercial Debts (Interest) Act 1998.
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Customer’s obligations
6.1 In addition to the Customer’s other obligations set out in these Terms, the Customer warrants, represents and undertakes: a) to co-operate with the Supplier(s) in all matters relating to the Services including, without limitation, providing all relevant information in a timely manner as the Supplier(s) and/or GEAB may require from time to time and that all such Customer information will be true, accurate, complete, reliable and current in all respects; b) to comply at all times with these Terms and any applicable terms and conditions imposed by a Supplier in relation to the supply of the Supplier Services; c) that any password, user details and/or account number allocated to or created by the Customer to enable the Customer to use the Services shall be kept confidential by the Customer at all times. GEAB will be entitled to assume that any person using the Customer’s password, user details and/or account number is the Customer or someone doing so with the Customer’s permission. The Customer shall be responsible and liable for any actions of any person using the Customer’s password, user details and/or account number and shall immediately notify GEAB of any unauthorised use of the same.
6.2 The Customer agrees to notify GEAB of any intention to submit a COT/COO prior to submitting any documentation to the Supplier. This can be done by contacting our customer services team.
Customer Service Team can be reached on 0191 303 7750 or info@geab.com
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Intellectual property rights
The Customer agrees that any and all Intellectual Property Rights in or to the Services, any information and/or materials provided the Customer, the Site and any content therein (including, without limitation, the look and feel of the Site) shall remain owned by GEAB and/or its licensors and any use or attempted use of any of the same shall constitute an infringement of GEAB’s (and/or its licensors’) Intellectual Property Rights and may expose the Customer to both civil and criminal liability.
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Termination
8.1 Without prejudice to the foregoing and any other rights and remedies that GEAB may have, GEAB shall be entitled to terminate or suspend the Services immediately upon written notice to the Customer in the event that: (a) the Customer is in breach of any of the provisions of these Terms and that in the case of a breach capable of remedy, such breach shall not have been remedied within 7 days of the date of a written notice from GEAB to the Customer specifying such breach; or (b) GEAB suspects on reasonable grounds that the Customer may have committed or attempted to have committed any fraud against GEAB and/or any Supplier.
8.2 The Customer hereby agrees to indemnify, keep indemnified, defend and hold GEAB and its parent companies, subsidiaries, affiliates and each of their respective officers, directors, employees, owners, agents, suppliers, contractors, partners, information providers and licensors harmless from and against any and all claims, damages, liability, demands, losses, costs and expenses (including legal fees) (whether or not foreseeable or avoidable) incurred or suffered by any of such parties and any claims or legal proceedings which are brought or threatened arising out of or in connection with any use by or conduct of the Customer in relation to any of the Services, any transactions, dealings or arrangements made with any third party as a result of using the Services or any breach of any of the provisions of these Terms or of any law or the rights of any third party.
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Limitation on Liability
9.1 GEAB will exercise all reasonable skill and care in providing the Services. However, the performance of the Services by GEAB may be dependent upon third parties (including, without limitation, Suppliers and Existing Suppliers) and GEAB is not able to guarantee or accept any responsibility for any failure or delay caused by such third parties or for any inaccurate, incomplete or unreliable information provided to the Customer by such parties via GEAB.
9.2 GEAB shall use its reasonable endeavours to ensure that all pricing information provided by GEAB to the Customer as part of the Procurement Service is accurate, current and reliable in all material respects. However, save in respect of the foregoing, GEAB does not warrant and excludes all liability in respect of the accuracy, completeness, fitness for purposes or legality of any information accessed as a result of the Customer’s use of the Services, the Site or the Call Centre or otherwise communicated by GEAB to the Customer.
9.3 Except as expressly provided in these Terms, the Services and the Site are provided on an “as is” basis without representation or warranty of any kind and to the fullest extent permissible pursuant to applicable law GEAB disclaims all other conditions, representations, statements and warranties, either express or implied (whether by common law, custom, statute or otherwise).
9.4 Subject to the foregoing, if by any mistake, act or omission of GEAB in the performance of the Services, the Customer suffers a direct financial loss as a result of such mistake, act or omission, GEAB will compensate the Customer for such direct loss on the following basis:
a) the Customer must submit any claim within 3 months of identifying the mistake, act or omission that has resulted in such direct loss and must follow GEAB’s claims process; and
b) GEAB’s total liability for all losses of whatever nature suffered by the Customer as a result of such mistake, act or omission is strictly limited to the lesser of: (i) the amount that the Customer would have saved but for GEAB’s mistake, act or omission; or (ii) the commission fee up to a maximum value of £1,000 earned by GEAB from the Supplier as a result of GEAB securing and finalising the Contract between the Supplier and the Customer.
c) Subject to clause 9.5, the Customer acknowledges and agrees that GEAB shall not be liable for: (a) any indirect loss, claim or damage, or any punitive, special, incidental or consequential damages of any kind that are not directly associated with the Customer’s claim; (b) any loss of profit or savings; (c) loss or corruption of data or information; (d) loss of contracts, business or opportunity; (e) damage to goodwill or reputation(s); in each case whether direct or indirect and in each case whether based in contract, tort (including without limitation negligence), strict liability, or otherwise, arising out of or in connection with these Terms, the Services, the Site and/or any use thereof, in each case even if GEAB has been forewarned or is aware of the possibility of such loss or damage.
9.5 GEAB does not exclude or limit its liability (if any) in any way: a) for death or personal injury caused by GEAB’s negligence; b) for fraud or fraudulent misrepresentation; or c) for any matter from which it is unlawful to exclude, or attempt to exclude, GEAB’s liability.
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Data protection
The Customer acknowledges and agrees that details of the Customer’s name, address and payment record may be submitted to a credit reference agency, and personal data will be processed by and on behalf of the Customer in accordance with GEAB’s Privacy Policy, as is more particularly set out in https://www.geab.com
The Customer also grants GEAB permission to investigate their supply details on the relevant industry databases (including but not limited to Transco, Xoserve, ECOES, Companies House, HMRC, The Charity Commission for England and Wales) in order to provide any quotation, or facilitate any contract or transfer.
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Force majeure
GEAB shall have no liability to the Customer if it is prevented from or delayed in performing any of its obligations in relation to the provision of any of the Services, or from carrying on its business, by acts, events, omissions or accidents beyond GEAB’s reasonable control, including (without limitation) strikes, lockouts or other industrial disputes (whether involving the workforce of GEAB or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors, and GEAB shall be entitled to a reasonable extension of the time for performing such obligations in the event of any such occurrence.
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No Waiver
Any failure or delay by GEAB to enforce any of its rights under these Terms is not to be taken as or deemed to be a waiver of that or any other right unless GEAB acknowledges and agrees to such a waiver in writing.
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Severability
If any clause or part of a clause of these Terms is, or becomes, invalid, illegal or unenforceable, then that clause or part of a clause shall be deemed to be deleted from these Terms. Any such deemed deletion shall not affect the validity, legality or enforceability of the remainder of these Terms.
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Third Party Rights
Except as expressly provided in clause 8.2, the parties agree that the provisions of these Terms are personal to them and are not intended to confer any rights of enforcement on any other third party. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Contract or to any of its provisions, other than clause 8.2.
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Transfer of rights and obligations
15.1 These Terms are binding on the Customer and GEAB and on each parties’ respective successors and assigns.
15.2 The Customer may not transfer, assign, charge or otherwise dispose of these Terms, or any of its rights or obligations arising under them, without GEAB’s prior written consent.
15.3 GEAB may at any time transfer, assign, charge, sub-contract or otherwise dispose of these Terms, or any of its rights or obligations arising under them.
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Entire Agreement.
The warranties, exclusions and other express provisions of these Terms, the Privacy Policy and the Terms of Use set out the full extent of our obligations and liabilities concerning the subject matter and supersede any previous agreements between the parties relating thereto.
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Governing Law and Jurisdiction
These Terms are governed by the laws of England and Wales and the parties agree to submit to the non-exclusive jurisdiction of the English Courts.
210719 v.3 GEAB Terms and Conditions of Business
