1. DEFINITIONS AND INTERPRETATION
1.1 “Additional Works” means any additional works required at the address as agreed with the Buyer to enable installation of the Goods that are not included within a Standard Domestic Installation, including but not limited to:
1.1.1 aerial or subterranean runs of cable,
1.1.2 cable runs greater than 15m;
1.1.3 alterations to a Buyer’s existing electrical installations, electrical meter or consumer units (power distribution board);
1.1.4 installations of a cable that must be trenched, or hidden behind walls, through joists, under tiles/carpets/floorboards/paving slabs;
1.1.5 installations at properties with 3-phase electricity supply
1.1.6 installation at an address located in the Scottish highlands, remote locations by postcode or an island that is separated from mainland England, Scotland, Wales, or Northern Ireland;
1.2 “Additional Works Charges” means the charges as agreed with the Buyer pursuant to the Additional Works Quotation for any Additional Works; 1.3 “Additional Works Quotation” has the meaning given to it in clause 9.2;
1.4 “Basic Unit” means a Smart Unit that is not capable of providing the Smart Charging Services or access to bp pulse’s online Charge Point Management System due to a lack wifi connection or data transmission at the Buyer’s premises where the unit is located;
1.5 “bp pulse” means Chargemaster Ltd, Breckland, Linford Wood, Milton Keynes, MK14 6GY, England;
1.6 “Buyer” means the person who buys Goods from bp pulse; 1.7 “Cancellation Charge” has the meaning given to it in Clause 3.3.2;
1.8 “Charge Point Management System” means the digital platform that remotely controls the Smart Charging Services of a Smart Unit
1.9 “DNO” means the distribution network operator;
1.10 “EVHS Grant” means the grant provided by OZEV under the OZEV Electric Vehicle Scheme grant (more information can be found here – https://www.gov.uk/government/organisations/office-for-zero-emission-vehicles) or such other government website that outlines the details of the EHVS Grant from time to time;
1.11 “GDPR” means the General Data Protection Regulation (EU) 2016/679;
1.12 “Goods” means the goods and any related services as described in the Invoice to be supplied to the Buyer from bp pulse (which shall include reference to home charge units);
1.13 “Installation Requirements” means any written installation requirements with respect to the Goods issued by bp pulse to the Buyer together with the supply of the Goods;
1.14 “Intellectual Property Rights” means all patents, registered and unregistered designs, copyright, trademarks, know-how and all other forms of intellectual property wherever in the world enforceable;
1.15 “Invoice” means the invoice or receipt issued by bp pulse to the Buyer with respect to the supply of the Goods;
1.16 “OZEV” means the Office of Zero Emissions Vehicles as constituted by the government of the United Kingdom;
1.17 “Smart Charging Services” has the meaning given to it in clause 10.6;
1.18 “Standard Domestic Installation” means installation of the Goods by bp pulse (or an agent or contractor engaged by bp pulse) that:
1.18.1 Includes a cable run of up to 15 meters to be fixed flush to the wall, with the installation being completed by one installation engineer within 4 hours in accordance with current BS7671 wiring regulations and the current IET Code of Practice for Electric Vehicle Charging Equipment Installation, and any relevant subsequent amendments thereof and shall not include any Additional Works or supply of equipment or other infrastructure necessary as a result of onerous, unusual or challenging conditions at the premises that adversely affect the installation of the Goods. Where Additional Works, supply of equipment or other infrastructure are required, clause 9.2 shall apply;
1.18.2 Assumes that correct electrical connections and protections are available on the Buyer’s premises, and that no civil works or electrical remedial works (including such work as required by the relevant DNO and / or the installation of an isolator switch) are required prior to or during installation; and
1.18.3 Assumes the installation point and the cable installation route is safe, free from asbestos and complies with all applicable health and safety regulations;
1.19 “Smart Unit” means a home charge unit which is capable of providing the Smart Charging Services.
1.20 “Terms and Conditions” means these standard terms and conditions of purchase of home charge units;
1.21 “UK Data Protection Legislation” means the applicable law governing the handling of personal information and/or electronic communications, including: (i) the UK GDPR; and (ii) any UK legislation in force from time to time which derives from, implements or is related to the UK GDPR or the European Community’s Directive 2002/58/EC concerning the processing of personal data and the protection of privacy in the electronic communications sector.
1.22 “UK GDPR” means the version of GDPR which has been incorporated into the laws of the UK by virtue of section 3 of the European Union (Withdrawal) Act 2018.
1.23 “User Guide” means any written guide for the operation and maintenance of the Goods issued by bp pulse to the Buyer together with the supply of the Goods.
1.24 Unless the context otherwise requires:
1.24.1 a reference to an enactment, instrument or statutory provision shall include a reference to any subordinate legislation made under the relevant enactment, instrument or statutory provision and is a reference to that enactment, instrument, statutory provision or subordinate legislation as from time to time amended or modified provided that if and when an instrument is incorporated into the law of the United Kingdom, a reference to that instrument shall mean only that instrument as so incorporated and any enactment statutory provision or subordinate legislation
that from time to time (with or without modifications) re-enacts, replaces or consolidates it for the purposes of that law;
1.24.2 words in the singular shall include the plural and vice versa;
1.24.3 a reference to a Clause, paragraph, Schedule (other than to a schedule to a statutory provision) or Annex shall be a reference to a Clause, paragraph, Schedule or Annex (as the case may be) of or to this Agreement;
1.24.4 if a period of time is specified as from a given day, or from the day of an act or event, it shall be calculated exclusive of that day;
1.24.5 references to writing shall include any modes of reproducing words in any legible form and shall include email except where expressly stated otherwise; and
1.24.6 a reference to “includes” or “including” shall mean “includes without limitation” or “including without limitation”;
2. GENERAL TERMS AND CONDITIONS APPLYING TO PURCHASE OF HOMECHARGE UNITS
2.1 These Terms and Conditions shall apply to the sale of Goods by bp pulse to the Buyer to the exclusion of all other terms and conditions referred to, implied, offered or relied on by the Buyer, by trade, custom, practice or in the course of dealing, whether in negotiation or at any stage in the dealings between the parties, including any standard or printed terms tendered by the Buyer, unless the Buyer specifically states in writing, separately from such terms, that it wishes such terms to apply and this has been acknowledged by bp pulse in writing.
2.2 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by bp pulse.
2.3 The Buyer represents, warrants and undertakes the following:
2.3.1 the Buyer confirms that it resides in England, Scotland, Wales, or Northern Ireland, and that the installation address specified on the application form is a residential address and that it either owns the property or has consent from the landlord for the Goods to be installed;
2.3.2 the Buyer confirms that there is a garage or other suitable private off-street parking within the premises (which, where the EVHS Grant is applicable as outlined in clause 2.8, is compliant with the conditions regarding dedicated off-street parking set by OZEV), allowing the Buyer to charge the electric vehicle safely and without creating a trip or other health and safety risk to the Buyer or any other party or property, with modern household electrics;
2.3.3 the Buyer shall not claim the VAT back on the installation of the Goods from HMRC;
2.3.4 the Buyer confirms that its personal information may be shared in line with bp pulse’s Customer Privacy Notice (available at https://bpchargemaster.com/privacy-notice/), which, where the EVHS Grant is applicable, this shall include sharing such personal data with OZEV or any other third parties that require this information in order to provide the EVHS Grant, or any analogous scheme as may be provided from time to time in the future); and 2.4 Subject to clause 3.4, the Buyer shall pay the full cost for the Goods and installation in accordance with clause 3. 2.5 Where the Buyer has provided incorrect information under clause 2.3 above:
2.5.1 If bp pulse has not already done so, bp pulse will not install the Goods unless the Buyer pays the full cost (or any residual balance if applicable) for the Goods and installation in addition to any additional cost arising as a result of the incorrect information; or
2.5.2 If the Goods have already been installed, bp pulse shall be entitled to recover from the Buyer the full cost (or any residual balance if applicable) for the Goods and of installation in addition to any additional costs arising as a result of the incorrect information (for example, if it is determined that installed Goods are not eligible for the EVHS Grant, bp pulse shall be entitled to receive the residual balance that is applicable),
in each case, bp pulse shall be entitled to recover from the Buyer any additional costs incurred by bp pulse as a result of such information including all liabilities, costs, losses, and expenses (including third party claims) (and any costs arising out of misapplied discounts arising out of misapplied discounts in connection with the incorrect information provided by the Buyer), in connection with the incorrect information provided by the Buyer or the installation or removal of the Goods at the address specified by the Buyer, in addition to the Cancellation Charge under clause 3.3.2 where the Buyer does not proceed with the installation.
2.6 bp pulse reserves the right to supply the Buyer with a home charge unit that is of an equivalent or better quality to the home charge unit purchased by the Buyer (note that the Buyer will need wifi capabilities in order to benefit from equivalent or enhanced features of the home charge unit).
2.7 If bp pulse supplies the Buyer with a different home charge unit to the unit ordered by the Buyer as outlined under Clause 2.6 the Buyer shall be entitled to a refund in respect of the Goods purchased.
Additional terms applicable where the Buyer purports to be eligible under the EVHS Scheme
2.8 Where the Buyer purports to be eligible for the EVHS Grant, the Buyer represents, warrants and undertakes the following:
2.8.1 the Buyer confirms that it has read, agrees with and shall comply with all conditions imposed by the OZEV Electric Vehicle Homecharge Scheme as published from time to time by OZEV, without exception;
2.8.2 the Buyer represents that at the time at which it (or bp pulse on behalf of the Buyer) applies for the EVHS Grant it meets the eligibility criteria as specified by OZEV in order to receive the EVHS Grant (full eligibility conditions can be found on the OZEV website: https://www.gov.uk/government/organisations/office-for-zero-emission-vehicles) or such other government website which outlines the details of the EVHS Grant or any analogous scheme as may be provided from time to time in the future; and
2.8.3 the Buyer confirms that it is the designated primary user / owner, or has a vehicle on order, of a new vehicle as defined by OZEV as an eligible electric vehicle for an EVHS Grant subsidised installation, and will confirm the make and model of this vehicle to bp pulse. The Buyer agrees to provide bp pulse with the necessary vehicle ownership and OZEV documents before bp pulse performs the installation of the Goods;
2.9 Where the Buyer purports to be eligible for the EVHS Grant, the Buyer gives bp pulse permission to apply for the EVHS Grant on its behalf and agrees that it may be contacted in the future by OZEV or its agents to conduct a random check. The Buyer shall provide bp pulse with all necessary information, documents and assistance required in order that bp pulse may apply to OZEV on behalf of the Buyer for the EVHS Grant.
3. PRICE AND PAYMENT
3.1 bp pulse will contact the Buyer to request payment of the price of the Goods together with VAT and any other applicable payments under these Terms and Conditions. The Buyer must make payment of the full amount due.
3.2 After the Buyer has made payment, bp pulse will promptly issue an Invoice to the Buyer including remittance advice showing the amount paid by the Buyer relating to the price, VAT and any other applicable payments under these Terms and Conditions. 3.3 Where the Buyer has made payment under this clause 3:
3.3.1 If the Buyer informs bp pulse within 14 days of making payment that the Buyer does not wish to proceed with the installation of the Goods, bp pulse will refund the Buyer the full amount of the price paid for the Goods as stated in the Invoice.
3.3.2 If the Buyer informs bp pulse after 14 days of making payment that the Buyer does not wish to proceed with the installation of the Goods, bp pulse will refund the Buyer the full amount of the price paid for the Goods as stated in the Invoice less one hundred and fifty pounds sterling (£150) to cover bp pulse’s cost of processing the Buyer’s application (the “Cancellation Charge”).
3.3.3 bp pulse may waive the Cancellation Charge at its discretion if it deems that the Buyer has cancelled the installation of the Goods more than 14 days after making payment for reasons outside of the Buyer’s control and which the Buyer could not reasonably have foreseen.
3.3.4 Should the Buyer require a refund due to cancelling their order a refund will be deposited back into the originating payment card account. If we do not have a record of these bank details we may need to contact the customer to obtain their details over a secure telephone line. The Buyer’s Bank Details will be held for a maximum of 14 days after which they will be destroyed.
3.4 If the Buyer fulfils the eligibility criteria for the EVHS Grant as determined by OZEV’s review of the Buyer’s application for the EVHS Grant at the time of the completion of the installation of the Goods, bp pulse shall issue the Buyer with a refund equivalent to the EVHS grant in the sum of three hundred and fifty pounds (£350). 3.5 Where any Additional Works are agreed in accordance with clause 9.2 and 9.3, the Buyer must pay bp pulse the Additional Works Charge before the Additional Works will be completed. Where the Additional Works Quotation has been agreed by the Buyer, bp pulse will contact the Buyer to request payment of the Additional Works Charge by approved credit/debit card or bank transfer prior to the completion of the Additional Works.
3.6 Where the Buyer has paid the Additional Works Charge and bp pulse is subsequently unable to undertake the Additional Works at the address specified by the Buyer, bp pulse will refund the full amount of the Additional Works Charge paid by the Buyer. Where bp pulse undertakes part of the Additional Works, bp pulse will refund to the Buyer the amount of the Additional Works Charges attributable to the Additional Works that bp pulse has not undertaken.
3.7 bp pulse shall be entitled to charge interest on any overdue payments from the date when payment becomes due from day to day until the date of payment is received in full by bp pulse at a rate of 2.00% per annum above the base rate of the Bank of England.
3.8 If payment by the Buyer of any amount due to bp pulse is not made when due, bp pulse shall be entitled to terminate the contract with the Buyer.
4.1 Any samples, drawings, descriptive matter or advertising issued by bp pulse and any descriptions of the Goods or illustrations or descriptions contained in bp pulse’s catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods or services described in them shall not form part of the contract with the Buyer or have any contractual force. Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description. Actual installed product may vary from descriptions in bp pulse’s catalogues, brochures, or website and, for the avoidance of doubt, the Buyer hereby affirms that it does not rely on such descriptions when entering into the contract with the Buyer.
4.2 The Goods are described in bp pulse’s catalogue, websites and the Invoice. bp pulse reserves the right to amend the specification for the Goods if required by any applicable statutory or regulatory requirement, and bp pulse shall notify the Customer in any such event.
5.1 Unless otherwise agreed in writing, delivery and installation of the Goods shall take place at the address specified by the Buyer on the date specified by bp pulse. The Buyer shall make all arrangements necessary to take delivery and installation of the Goods.
5.2 The date of delivery specified by bp pulse is an estimate only.
Risk of loss and damage to the Goods shall pass to the Buyer when the Goods are installed at the Buyer’s premises, except that if the Goods are delivered and stored at the Buyer’s premises prior to installation, risk of loss and damage to the Goods shall pass to the Buyer during such period of storage.
7. RETENTION OF TITLE
Title to the Goods, including full legal and beneficial ownership, shall not pass to the Buyer until Goods have been installed at the address specified by the Buyer and bp pulse has received cleared payment in full: (i) for such Goods in accordance with these Terms and Conditions; (ii) of all outstanding amounts (including interest) due from the Buyer to bp pulse under this and all other contracts between bp pulse and the Buyer.
8.1 Subject to clause 8.3, the Goods shall be covered by a 36 months repair or replacement warranty (at bp pulse’s discretion) with respect to faulty parts and/or installation arising from any act or omission of bp pulse. This warranty period commences on the date of the original installation of the Goods.
8.2 The Buyer undertakes to promptly notify bp pulse by calling bp pulse’s dedicated customer service call centre (available here) of any fault in the Goods and in any event within 7 days of becoming aware of such fault.
8.3 bp pulse’s warranty does not apply in the event of a fault or damage arising from any of the following causes:
8.3.1 Maintenance performed by any person not appointed or authorised by bp pulse;
8.3.2 Installation of the Goods not carried out by bp pulse or one of its contractors;
8.3.3 Damage caused by theft or vandalism or any other third-party act;
8.3.4 Misuse or use of any kind of the Goods by the Buyer that is not in accordance with the User Guide or any other oral or written instructions issued by bp pulse regarding the storage, installation, commissioning, use or maintenance of the Goods;
8.3.5 The use of any connected equipment (such as a charging cable) that is not supplied to the Buyer by bp pulse;
8.3.6 Unauthorized opening of the Goods by the Buyer;
8.3.7 Natural disasters: earthquakes, lightning, wind or water damage, and problems caused by fire or similar events;
8.3.8 Unsuitable storage conditions;
8.3.9 Modifications, additions or any other interference with the Goods by the Buyer, or any other party, or the electric vehicle, including software modifications, without the prior written consent from bp pulse;
8.3.10 Normal ageing and wear-and-tear of the Goods (e.g., discoloration, normal corrosion or oxidation); and
8.3.11 Abnormal user conditions that lead to excessive wear-and-tear of the Goods (e.g., charging cables left in socket for excessive periods of time).
8.4 Faulty Goods being repaired or replaced under bp pulse’s warranty may need to be removed and returned to bp pulse’s premises at bp pulse’s sole discretion. If the fault is found to have arisen due to any reason for which bp pulse’s warranty does not apply, the costs of the removal, repair, replacement, transportation, delivery, reinstallation, diagnostics, call-out fees and any other costs will be the responsibility of the Buyer. bp pulse reserves the right to suspend the performance of any repair or replacement of the Goods in accordance with bp pulse’s warranty at any time until the Buyer has paid in full for such repair, replacement and/or associated costs for which the Buyer may be responsible.
8.5 Repair, modification or replacement of parts during the warranty period will not extend the original warranty period of the Goods.
8.6 Where the Goods have been manufactured and supplied to bp pulse by a third party, any warranty granted to bp pulse in respect of the Goods shall be passed on to the Buyer.
8.7 bp pulse shall be entitled in its absolute discretion to refund the price of the faulty Goods if such price has already been paid in whole or in part.
8.8 If the Buyer has subscribed to, and paid for, any ongoing maintenance services contract, the terms of such contract shall prevail over these Terms and Conditions with respect to the repair or replacement of any faulty Goods.
8.9 Upon receipt of any Goods returned under bp pulse’s warranty, bp pulse will examine and attempt to remedy any defects identified at its own expense and by whatever means bp pulse deems appropriate. Under this warranty, bp pulse reserves the right (at its sole and exclusive discretion) to supply new or reconditioned equipment to the Buyer, by way of repairing the product in bp pulse’s workshops and/or at the point of installation, or by way of the replacement of the homecharge unit with a new unit that is of equivalent or better quality that the homecharge unit originally purchased by the Buyer,
8.10 Any part or component in the Goods replaced under bp pulse’s warranty will become the property of bp pulse. 8.11 Except as provided in this clause 8, bp pulse shall have no liability to the Buyer in respect of the failure of the Goods to comply with these Terms and Conditions.
9.1 Unless otherwise agreed with the Buyer, bp pulse shall install the Goods according to a Standard Domestic Installation and:
9.1.1 with reasonable care and skill and in accordance with generally recognised commercial practices and standards in the industry for similar services;
9.1.2 in accordance with the descriptions and specifications set out in the Installation Requirements; and
9.1.3 in accordance with all applicable law.
9.2 The price for the installation of the Goods shall be based upon the information provided by the Buyer to bp pulse. On the day of installation, a site survey will be conducted by bp pulse’s installation engineer. If and to the extent the Goods cannot be installed because:
9.2.1 Any information provided by the Buyer in relation to the installation site is found to be incorrect or has changed (e.g. Buyer’s requested location for installation of the Goods has changed); or
9.2.2 bp pulse’s installation engineer discovers onerous, unusual or challenging conditions at the installation site that adversely affect the installation of the Goods; or 9.2.3 bp pulse cannot install the Goods in line with the requirements of clause 9.1,
then, bp pulse may, at its own discretion, either: (i) suspend the installation of the Goods until any necessary Additional Works have been completed by the Buyer; (ii) provide the Buyer with a written quotation for bp pulse to complete any necessary Additional Works (“Additional Works Quotation”); or (iii) charge an aborted visit fee of seventy-five pounds (£75).
9.3 Where bp pulse has provided and the Buyer has accepted an Additional Works Quotation, bp pulse will contact the Buyer to request payment of the Additional Works Charge in accordance with clause 3 prior to completion of the Additional Works.
9.4 In the event that the Buyer does not accept the Additional Works Quotation or cancels the installation of the Goods and/or any Additional Works for any reason, then bp pulse will not continue with the installation of the Goods and/or any Additional Works (as may be applicable) and the Buyer shall be entitled to a refund of any payments received by bp pulse for the Goods or works not undertaken provided that if the Buyer cancels the installation of the Goods and/or Additional Works, bp pulse shall be entitled to deduct from such refund any reasonable costs or expenses that it may incur as a result of such cancellation in addition to the Cancellation Charge under clause 3.3.
10. SMART FUNCTIONALITY AND SMART CHARGING SERVICES
10.1 All of our Smart Units are capable of providing the Smart Charging Service and, when the Buyer orders a Smart Unit, the Buyer shall receive, together with the Smart Unit, access to bp pulse’s online Chargepoint Management System service.
10.2 By using the Smart Charging Services, the Buyer confirms that it understands that:
10.2.1 Electric usage data will be collected from the Smart Unit during any period in which the Buyer has access to the Smart Charging Services;
10.2.2 Electric usage data provided by the Smart Charging Services is provided for information purposes and the Smart Charging Services shall not be considered or used as an electricity meter;
10.2.3 Electric usage data provided by the Smart Charging Services is subject to the performance of the relevant mobile phone operator, mobile phone signal and/or the quality of data transmission; and
10.2.4 bp pulse shall not be held responsible for the delivery or accuracy of any of the electric usage data provided.
10.3 The Buyer acknowledges that a Smart Unit with wifi capabilities is reliant on the quality of the Buyer’s wifi network and signal strength. During the installation of the Smart Unit, bp pulse shall test the quality of the wifi or data transmission and subsequently inform the Buyer if improvements in wifi or data transmission is required to facilitate the provision of the Smart Charging Services, and if such improvements are required, such improvements shall be the responsibility of the Buyer (which may include purchasing a wifi extender, using an ethernet connection or upgrading to 4G, once available from bp pulse).
10.4 The Buyer acknowledges that if it does not make the improvements notified to it by bp pulse under Clause 10.3, or if the Buyer does not have a wifi connection or data transmission at its premises, the Buyer will not have access to the Smart Charging Services, the Smart unit shall have limited functionality as if it were a Basic Unit, and charging history will not be accessible for any periods of lost wifi connectivity or data transmission.
10.5 The Buyer acknowledges that usage of Smart Charging Services and any over-the-air updates to the firmware (including possible mandatory updates in compliance with new regulation that comes in force) will utilise the Buyer’s wifi signal and any data allowance. Any costs incurred with such data usage shall be at the Buyer’s expense. The Buyer may have the option to defer certain updates according to their preference.
10.6 bp pulse’s Smart Units contain proprietary software that enables remote control of the timing and rate of charge being delivered by the unit to the Buyer’s vehicle battery (“Smart Charging Services”). The unit will send and receive information to and from the cloud-based
system of our chosen grid services partner such as: when the vehicle is plugged in, details of the Buyer’s chosen charging schedule (as set using bp pulse’s app) and how long the vehicle will take to charge. For more information in relation to Smart Charging Services and our chosen grid services partner, please see the relevant pages on our website and app.
10.7 All data or information transmitted by the unit to our chosen grid services partner shall be safeguarded and processed in accordance with the requirements of the Data Protection Act 2018 as set out in our Customer Privacy Notice (which can be found at here).
10.8 By using the Smart Unit, our grid services partner may:
10.8.1 Access certain data or information generated, collected, processed or stored by the unit; and
10.8.2 Collect and transmit to itself such information about the Buyer, the unit itself and the Buyer’s energy consumption from the unit in order to provide the Smart Charging Services and to optimise the performance of the unit for the Buyer provided that no personal data shall be transmitted unless the Buyer has provided its consent (via the bp pulse app) and in accordance with our Customer Privacy Notice;
10.9 If the Buyer wishes to receive Smart Charging Services, the Buyer will be required to provide its consent via our website or the app to the collection and transmission to our grid services partner of certain data (including personal data) as specified in the relevant section of our Customer Privacy Notice. As part of providing the Smart Charging Services, our grid services partner may anonymise the Buyer’s energy consumption data, combine it with consumption data from other customers and may share it with third parties in accordance with our Customer Privacy Notice.
10.10 bp pulse withholds the right to disable and/or de-commission the Goods at any time if bp pulse believes (acting reasonably) that the Buyer has abused or misused the Goods or any of the electric usage data provided.
10.11 The Buyer acknowledges that operation of the Smart Unit at its full power is subject to approval from the relevant DNO following its review of the survey in relation to the premises and the installation. bp pulse reserves the right to remotely reduce the power capability of the Smart Unit until such time that the approval of the DNO is received, at which time bp pulse shall adjust the power of the Smart Unit to account for such approval.
10.12 The DNO may require additional remedial works to be carried out in relation to the installation of the Smart Unit at the premises as a result of its review, and if this is the case such works will be classified as Additional Works under this Agreement.
Installation of Isolator Switch 10.13 As a result of the site survey carried out as outlined in clause 9.2, bp pulse may determine that certain Additional Works may be necessary to make the Buyer’s home suitable for the Goods in line with current electrical regulations. This may include the installation of a 100 amp double pole isolator switch.
10.14 The installation of such isolator switch must be carried out by a suitably qualified electrician provided either by the Buyer’s Energy Provider or Distributed Network Operator and such installation shall constitute Additional Works under this Agreement.
11.1 All implied terms, conditions, representations or warranties as to the correspondence of the Goods to any description or the satisfactory quality of the Goods or the fitness of the Goods for any purpose whatsoever (whether made by bp pulse or not) are, to fullest extent permitted by law, hereby excluded from the sale of the Goods to the Buyer under these Terms and Conditions.
11.2 The Buyer shall indemnify bp pulse and/or any of bp pulse’s contractors, servants, employees and agents against any claim, loss or damage (including indirect and
consequential losses), injury, fine or penalty suffered as a result of any act, omission or breach of these Terms and Conditions including the use of the Goods that is not in accordance with the User Guide or any interference, opening up, tampering, modification of the Goods or any omissions of details relevant to the installation of the Goods, in each case, by the Buyer or persons for whom the Buyer is responsible.
12. LIMITATION OF LIABILITY
12.1 Nothing in the Terms and Conditions limits any liability of either party which cannot legally be limited, including but not limited to liability for:
12.1.1 Death or personal injury caused by negligence;
12.1.2 Fraud or fraudulent misrepresentation; and
12.1.3 Breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession). 12.2 Subject to clause 12.1, bp pulse’s total liability to the Buyer shall not exceed the price paid for the Goods. bp pulse’s total liability includes liability in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the sale of the Goods. 12.3 To the extent permitted by applicable law and save as provided by clause 12.1, neither party shall be liable to the other with respect to the following types of loss:
12.3.1 Loss of profits;
12.3.2 Loss of sales or business;
12.3.3 Loss of agreements or contracts;
12.3.4 Loss of anticipated savings;
12.3.5 Loss of use or corruption of software, data or information;
12.3.6 Loss of or damage to goodwill; or
12.3.7 Indirect or consequential loss.
13. INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights produced from or arising as a result of the performance of this Agreement shall, so far as not already vested, become the absolute property of bp pulse, and the Buyer shall do all that is reasonably necessary to ensure that such rights vest and remain vested in bp pulse by the execution of appropriate instruments or the making of agreements with third parties.
14. FORCE MAJEURE
bp pulse shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, epidemic or pandemic, fire, breakdown of plant or machinery or shortage or unavailability of raw materials or components, and bp pulse shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as bp pulse considers unreasonable, it may, without liability on its part, terminate the contract with the Buyer.
15. RELATIONSHIP OF PARTIES
Nothing contained in these Terms and Conditions shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in these Terms and Conditions
16. ASSIGNMENT AND SUB-CONTRACTING
The contract between the Buyer and bp pulse for the sale of Goods shall not be assigned or transferred, nor the performance of any obligation sub-contracted by the Buyer without the prior written consent of bp pulse.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
19. PERSONAL INFORMATION AND USAGE DATA
19.1 bp pulse undertakes that personal information of the Buyer will be safeguarded and processed in accordance with the requirements of the UK Data Protection Legislation as set out in our Customer Privacy Notice (which can be found here).
19.2 The Buyer gives its permission for OZEV as constituted by the government of the United Kingdom, as well as other government departments, public bodies, utilities, licensed energy suppliers and bp pulse to use the Buyer’s electric usage data from the Goods (in an anonymised form) to inform future strategy and policy development.
20. ANTI-CORRUPTION, ANTI-MONEY LAUNDERING AND ETHICAL COMPLIANCE
20.1 The Buyer agrees and undertakes that, in connection with these Terms and Conditions and any transactions under them, it will comply with all applicable anti-money laundering and anti-corruption laws, rules and regulations, decrees and/or official government orders of the United Kingdom, the United States of America, and of any country where the Goods will be transported or distributed to or from in connection with these Terms and Conditions and any transaction under them.
20.2 The Buyer warrants and undertakes that, in connection with these Terms and Conditions and any transactions under them nor any other person acting on its behalf, has made, offered, promised to make or authorized, or will make, offer, promise to make or authorize, any payment or other transfer of anything of value, directly or indirectly to:
20.2.1 Any government official;
20.2.2 Any director, officer, or employee of bp pulse or any of its affiliates;
20.2.3 Any political party, official of a political party, or candidate for public office;
20.2.4 An agent or intermediary for payment to any of the foregoing; or
20.2.5 Any other person or entity.
In each case, for the purpose of obtaining or influencing official actions or decisions or securing any improper advantage in order to obtain or retain business, if such payment or transfer would violate or be inconsistent with the principles of any applicable anti-corruption legislation, including but not limited to the anti-corruption laws of the United Kingdom, the United States of America or of any country where goods will be transported or distributed to or from in connection with these Terms and Conditions.
20.3 For the purposes of this clause, the term “government official” shall include any minister, deputy minister, manager, civil servant, director, officer, or employee of any government or any department, agency or instrumentality of any government, and/or of any public sector company or an enterprise in which a government owns a majority or controlling interest,
and/or of any public international organization. This term also includes any police or military personnel and any person acting in any official, administrative or judicial capacity for or on behalf of any such government or such department, agency, instrumentality, company or public international organization.
21. GOVERNING LAW
These Terms and Conditions and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of England.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Terms and Conditions or their subject matter or formation.