Terms and Conditions for UK Energy Monitoring Projects
Delivered by the UK Direct arm of Best.Energy (Best Energy Ltd).
Previous version - 03 2021 to 13.07.2025 available here.
These terms and conditions (“Agreement”) govern the fundamental terms of UK-based energy monitoring projects (“Project”) delivered by Best.Energy (“Provider”), to the business or entity (“Client”), utilising the Eniscope technology ecosystem.
Background
The Provider is the developer, manufacturer, and installer of a range of energy monitoring and management solutions which include hardware, firmware and software platforms, in addition to providing a remote Virtual Energy Management (VEM) service comprising a team of energy and data analysts who report proactively on energy consumption and conservation strategies for client companies.
Prior to signing an initial ‘EMaaS’ agreement, Best.Energy has conducted an Energy Efficiency Gap Analysis Survey for the Client and prepared a Gap Analysis Report (GAR) for the facility to indicate causes and shortfalls in the current energy management strategy. This included a lack of effective monitoring and targeting, resulting in the potential for substantial energy leaks and inefficiencies that it would be valuable to address.
Service Description
1. The Client has requested that the Provider undertake the following services as part of a project to assist them with making informed decisions around their energy management strategy:
| Installation, Commissioning & Software Access | Triggered on signing of the lease documentation or other financial documentation governing payment for the project. In all projects:
In many projects, subject to the Proposal document specification:
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|---|---|
| Virtual Energy Management | Triggered on an active subscription to the VEM service.
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1.1 The Provider shall use reasonable skill and care to ensure that all works and services provided under this Agreement are carried out to a good industry standard and in accordance with all relevant laws and regulations.
1.2 The Provider shall promptly remedy any defects or deficiencies in the Project brought to their attention by the Client, provided that such defects or deficiencies are within the scope of the Service Description outlined in this Agreement.
Payment
2 A fee structure for the Project was laid out and agreed by the Parties in the EMaaS Agreement, signed before a site survey was conducted. This fee structure remains in effect, unless varied in writing between the parties.
2.1 Fees governing ‘Installation, Commissioning & Software Access’ shall typically be payable via a third-party lease agreement. The value of the monthly fee payable against that lease agreement will be in line with the EMaaS ‘Phase 2’ fees stated, unless agreed otherwise in writing.
2.1.1 If a third-party lease is signed as part of this Agreement, then it is understood that this relationship is between the Client and the third-party lease finance provider directly. Best Energy Ltd is not responsible for resolving disputes related to lease terms.
2.2 Fees governing ‘Virtual Energy Management’ will be as agreed in the EMaaS agreement, unless agreed otherwise in writing. Fees are payable monthly in advance. No service will be provided until the first fee payment is settled.
2.2.1 The first monthly payment will fall due at the start of the calendar month following completed installation and commissioning. Payment must be made within seven days to avoid disruption. Access may be withheld for late or non-payment. Please refer to the VEM terms.
Client Responsibilities
3 The Client agrees to provide access to premises, and supply pre-survey and installation information as reasonably requested by the Provider.
3.1 The Client shall obtain all necessary consents and approvals for installation and operation of the Project equipment.
3.2 The Client is responsible for the accuracy and completeness of information provided and shall comply with all reasonable data requests from the Provider.
Cancellation
4 Either party may cancel the Agreement at any time prior to delivery of the Eniscope solution.
4.0.1 If cancelled after the Site Survey, SoW & Solution Design has been delivered, the Client will be charged the agreed fees as outlined in the EMaaS Agreement.
4.0.2 If a third-party lease has already been signed, cancellation only applies to Best.Energy obligations. Lease terms are governed by the lease provider.
4.1 Cancellation of the Virtual Energy Management service is subject to the terms on this link.
4.1.1 Software-only access may be quoted separately on request and will not be unreasonably withheld.
Confidentiality & Intellectual Property
5 Both parties agree to maintain confidentiality of all data, reports, and proprietary information obtained through this Agreement.
5.1 All intellectual property created or provided by the Provider remains the property of the Provider unless agreed otherwise in writing.
Independent Contractor
6 Best.Energy will act as an independent contractor and not as an employee, joint venture, or partner of the Client.
Third-Party Products & Services
7 The Provider is not liable for any third-party components or services not manufactured by Best.Energy. Claims must be directed to the original provider or manufacturer.
Limitation of Liability
8 To the extent permitted by law, the Provider’s liability is limited to the total fees paid by the Client under this Agreement.
Force Majeure
9 The Provider shall not be liable for failure to perform due to events beyond its control, including but not limited to acts of God, war, pandemics, or natural disasters. Notification will be provided where possible and reasonable efforts will be made to resume service.
Governing Law
10 These terms are governed by the laws of England & Wales. This also applies to linked SaaS and VEM terms.
Entire Agreement
11 This Agreement, including the EMaaS agreement and any associated terms or proposal documents, constitutes the full agreement between the parties.
Amendments
12 Any changes must be agreed in writing and signed by both parties.
Signing the Project Plan (Solution Design) document, which directly references these terms and conditions, means that both parties acknowledge and accept these terms as part of that agreement.
