Exhibit 10.10
GENERAL TERMS FOR CONNECTION
SCALE A - electricity supplied at high voltage in excess of 1,000 volts ac where
You provide free accommodation for the Connection Equipment.
1. YOUR RIGHT TO AN ELECTRICITY CONNECTION
1.1 You have the right for Your Installation to be Connected and to remain
Connected to Our Distribution System at the Exit Point
subject to the terms of this Agreement.
1.2 The right to be Connected does not include the right to be Energised.
Under the terms of this Agreement, You have the right for the Exit
Point to be Energised provided that:-
(a) You have an electricity supply contract with an Authorised
Electricity Operator who agrees to supply electricity to You and agrees
terms with Us for use of Our Distribution System; or
(b) You take a supply from Us on Our published tariff terms.
1.3 We shall De-Energise the Exit Point as soon as We reasonably can :-
(a) after being instructed to do so by You or by an Authorised
Electricity Operator; or
(b) where We are authorised to do so under the Regulations; or
(c) where the conditions referred to in sub-clause 2.2 are no longer
satisfied;
and where the instruction has been given by an Authorised Electricity
Operator, We will give You a minimum of 48 hours' written notice of
Our intention to De-Energise, and any grounds stated in the
instruction unless Force Majeure prevents Us from doing so.
1.4 We may De-Energise the Exit Point immediately if we are:-
(a) instructed to do so by NGC; or
(b) required to do so under the Pooling and Settlement Agreement; or
(c) required to do so by the Act; or
(d) authorised to do so under the Regulations; or
(e) entitled to do so under the terms of this Agreement
and We shall at all times act in accordance with Good Industry Practice
in carrying out De-Energisation.
1.5 If We are notified of circumstances in which We may be instructed or
required to take action under sub-clause 1.4 act or We become aware of
circumstances in which We may wish to take such action, We shall
immediately inform You.
1.6 We are entitled to De-energise the Distribution System and Our Equipment
from time to time provided that:
(a) We comply with the requirements of Our Distribution Code; and
(b) We give You a minimum of 48 hours' written notice of Our intention
to De-energise the Exit Point unless Force Majeure prevents Us from doing
so; or if the Exit Point has to be De-energised immediately because of
accident or other emergency; or to avoid failure of, or serious
interference with, other electricity supplies; and
(c) We re-Energise the Exit Point as quickly as reasonably possible.
1.7 When the Exit Point under this Agreement is Energised, the
characteristics of the supply of electricity delivered at the Exit
Point shall be as specified in the Schedule, subject to the variations
permitted by the Regulations.
1.8 If the Exit Point is temporarily De-Energised or Disconnected at Your
request, You shall pay Us on demand any reasonable and proper direct
costs incurred by Us as a result of the De-Energisation or Disconnection
and any subsequent re-Energisation or re-Connection.
2. PAYMENT OF CONNECTION CHARGES
2.1 Normally, no Connection Charge is payable where Your Installation is
already Connected to an Exit Point. However, if You require a new
connection to an Exit Point, or a Modification to an existing
connection, You will pay Us charges as set out in the Schedule.
2.2 You will pay Us any Connection Charge specified in the Schedule or any
subsequent charge for a Modification. The Connection Charge is
calculated in accordance with Our Connection Charge Statement for the
time being in force and shall be payable within fourteen days of the
date of Our invoice.
2.3 If the Director decides that any Connection Charge payable under this
Agreement has not been calculated correctly under Our Connection Charge
Statement, We shall pay You the amount by which You have been
overcharged together with interest on that amount from the date on
which such charge was paid until the date of payment of such amount.
Such interest shall accrue from day to day at the rate equivalent to
Lloyds Bank Minimum Lending Rate.
3. LIMITATION OF DEMAND
3.1 You shall not take more electricity than the Maximum Capacity through
the Exit Point at any time. If You do so, We may give You written
notice setting out details and asking You to reduce your electricity
demand. If You have not reduced your demand within three days of
receipt of that notice, We may De-energise the Exit Point until You are
able to satisfy Us that the Maximum Capacity will not be exceeded.
3.2 Where the Maximum Capacity is exceeded You shall pay Us any reasonable
additional costs which we incur as a result, including the costs of
De-energising the Exit Point under sub-clause 3.1 and any later
re-Energisation.
4. DISTRIBUTION CODE
4.1 Both Parties shall comply with all relevant provisions of Our
Distribution Code (a copy of which is available from Us on request.
4.2 In the event of any conflict between this Agreement and Our Distribution
Code, the latter shall prevail.
5. PLANT AND APPARATUS
5.1 Each Party shall ensure that its agents, employees and guests will not
interfere in any way with any of the Plant or Apparatus of the other
Party without the other Party`s consent except where emergency action
has to be taken to protect the health and safety of persons or to
protect Our Distribution System.
5.2 Each Party shall take all necessary precautions at all times to protect
the other Party's equipment on the Premises from damage and to comply
with any reasonable requirements from time to time made by the other
Party for that purpose.
5.3 If either Party breaches sub-clause 5.1 and/or 5.2 and as a result any
equipment is lost or damaged, the Party in breach shall pay the other
Party the full amount of, any loss, damage and expenses the other Party
suffers as a result, unless such loss or damage was caused by fair wear
and tear or Force Majeure.
6. ACCOMMODATION AND RIGHTS OF ACCESS
6.1 The rights of access specified in the Act shall apply to this
Agreement. Any person to whom access is given under this Clause 6 shall
comply with all reasonable directions given by Us or You and Your
employees and agents as to general safety and site security
requirements.
6.2 You acknowledge that any of Our Equipment which is laid, installed or
fixed in the Premises shall remain in Our ownership and shall not be
deemed to pass to a third party on a transfer of the Premises.
6.3 You shall permit such employees or agents of Ours as are reasonably
necessary to enter the Premises to carry out connection or modification
works, read meters, inspect or test the Metering Equipment, work on
and/or operate Our Equipment or lawfully Disconnect or De-energise the
Exit Point or for any other purpose required for the operation of Our
Distribution System and that they shall be given safe and unobstructed
access.
6.4 As Your Connection is or will be at High Voltage (i.e exceeding 1,000
volts AC), You shall provide, without cost to Us:-
(a) Accommodation on the Premises and where appropriate as specified in
the Schedule in accordance with Our equirements for Our Equipment,
and (where appropriate) with separately located accommodation for the
Metering Equipment, cable termination and ancillary equipment; and
(b) where required , a dual switch socket outlet, a luminaire and space
heating to a minimum standard so as to give frost protection together
with a 240 volt electricity supply;
and You will keep in good order repair and condition all parts of the
Accommodation including the interior surfaces and any boundary fences
and/or cladding which enclose the Accommodation.
7. YOUR INSTALLATION AND EQUIPMENT
7.1 Except where clear written representations are given by Us, We give no
warranty about the adequacy, safety or other characteristics of Your
Installation.
7.2 You understand that We may use switchgear with auto-reclosing facilities,
that Your Installation should be designed so as not to suffer damage
through the operation of these facilities and that We accept no liability
for such damage to the extent such damage is attributable to Your failure
adequately to design Your Installation.
7.3 If You take a supply of electricity from Our Distribution System for
the operation of any equipment which during the normal operation of Our
Distribution System adversely affects voltage regulation or the supply
of electricity to You or others or in our reasonable opinion is likely
so to do, You shall at Your own expense remedy the condition in such
manner as We reasonably consider to be adequate and if the condition is
not remedied within a reasonable time of Us giving notice to You, We
may immediately De-energise the Exit Point until the condition has been
remedied and You pay Us the full costs, expenses and losses caused to
Us.
7.4 You shall not connect any electricity generating plant directly or
indirectly to Our Distribution System without Our previous written
consent, which will not be unreasonably delayed or withheld. Consent
has been granted for the generator(s) (if any) specified in the
Schedule.
7.5 You may also use emergency back-up electricity generation not specified
in the Schedule when Your supply of electricity is not available from
Our Distribution System provided that You first isolate Your
Installation including the generating plant from Our Distribution
System.
8. POWER FACTOR AND PHASE BALANCE
8.1 Where required by Us, You shall maintain at Your cost the power factor of
any supply of electricity as near to unity (1.0) as is reasonably
practicable.
8.2 Where a supply of electricity is provided in two or more phases, You
shall ensure as far as is reasonably possible that the demand is
balanced between the phases made available.
9. MODIFICATION
9.1 Where You wish to make a Modification to your Installation You shall
complete and submit to Us Our form of Application for a Modification and
comply with its terms.
9.2 We shall make a Modification Offer to You within 90 days of Our receipt
of Your written notice requiring a Modification. The Modification Offer
shall include the details of any proposed variations We require to this
Agreement.
9.3 Where We wish to make a Modification to Our Equipment We shall send You a
notice giving details of the Modification.
9.4 We shall have no obligation to compensate You for the cost and expense of
any Modification required to be made by You as a result of any
Modification by Us.
9.5 Where We and You share the ownership of electrical connection equipment
(at the Premises), the cost of any Modification will be shared
equitably between Us.
9.6 You have the right of appeal to the Director if You and We cannot agree
terms for a Modification.
10. METERING AND INFORMATION
10.1 You must employ a Registered Meter Operator as Your agent to install,
maintain and/or remove Your Metering.
10.2 Schedule 7 to the Act permits You to provide Your own Meter(s) to be
used or intended to be used in connection with an exempt supply,
subject to Our consent, such consent not to be unreasonably withheld.
10.3 Whoever owns the Metering, You must provide adequate and secure
accommodation for the Metering and Our Metering Equipment and take all
reasonable precautions to ensure it is not damaged.
10.4 The Act requires You to keep the Metering in good order for correctly
registering the supply of electricity. If the Metering is not kept in
good order then We may De-Energise the Exit Point until it is put into
good order.
10.5 We do not give any warranty, express or implied or accept any
responsibility, as to the adequacy, safety or other characteristics of
the Metering.
10.6 Only Authorised Persons will be allowed to operate Our Connection
Equipment or Metering Equipment including metering potential fuses (as
appropriate) in order to connect any metering at the Metering Point.
10.7 You will provide Us with such information and assistance as We may
reasonably require to enable Us to exercise Our rights and perform Our
obligations as operator of the Distribution System.
10.8 You will allow Us (at Our expense) to install monitoring equipment on
Your premises if We consider it necessary to do so. Such monitoring
equipment will be independent of and additional to the Metering, and
shall remain Our property.
11. ASSIGNMENT
This Agreement shall not be assigned to another person by either Party
without the previous written consent of the other Party, such consent
not to be unreasonably withheld. If You leave the Premises, We will
offer a new connection agreement to the next owner or occupier of the
Premises.
12. EVENTS OF DEFAULT AND TERMINATION
12.1 This Agreement shall continue until the termination date specified in the
Schedule unless terminated at an earlier date by :-
(a) You giving not less than 28 days` notice in writing to Us; or
(b) by Us under Clause 12.4
12.2 In the event that :-
(a) You do not pay any valid account for Connection Charges by the due
date for payment and that amount remains unpaid seven days after We
send You a reminder that it is overdue; or
(b) You breach the terms of this Agreement and do not remedy the breach
within a reasonable time after receiving written notice of default
from Us; or
(c) You permanently stop having electricity delivered through Your
Connection; or
(d) You no longer own or occupy Your Premises ; or
(e) any other circumstances arise which legally entitle Us to do so,
We will Disconnect Your Connection and, where appropriate, We will
write to You advising You that this Agreement is ended.
12.3 Once We have given notice of an event of default under Clause 12.2 this
Agreement shall terminate and, without prejudice to Our other rights
and remedies, We may Disconnect the Exit Point.
12.4 If the Exit Point is De-Energised for a continuous period of three months
We may give You twenty-eight days notice in writing of our intention to
terminate this Agreement.
12.5 Upon termination of the Agreement You shall allow Us to enter Your
Premises in order to remove Our Equipment and shall pay Us all sums
then due and payable or accrued under this Agreement and any reasonable
costs incurred by Us in Disconnecting the Exit Point and removing Our
Equipment.
12.6 The ending of this Agreement will not affect any rights, remedies or
obligations which may have come into being under this Agreement and
Clause 14 will continue to apply to those rights, remedies and
obligations.
13. FORCE MAJEURE
13.1 If either Party shall be unable to carry out any of its obligations
under this Agreement due to circumstances beyond that Party's
reasonable control ('Force Majeure') this Agreement shall remain in
effect but except as otherwise provided in this Agreement each Party`s
obligations other than any obligation as to payment of charges shall be
suspended without liability for a period equal to the Force Majeure
event provided that:-
(a) the suspension of performance is no greater and of no longer
duration than is required by the Force Majeure;
(b) any obligations of either Party that arose before the Force Majeure
causing a suspension of performance are not excused as a result of the
Force Majeure; and
(c) the non-performing Party uses all reasonable efforts to remedy its
inability to perform.
14. LIMITATION OF LIABILITY
14.1 Neither Party shall be liable to the other for any breach of this
Agreement directly or indirectly caused by Force Majeure.
14.2 Neither Party (the "Party Liable") nor any of its officers, employees
or agents shall be liable to the other Party for loss arising from any
breach of this Agreement other than for loss directly resulting from
such breach and which at the date of this Agreement was reasonably
foreseeable as likely to result in the ordinary course of events from
such breach and which resulted in physical damage to the property of
the other Party, its officers, employees or agents provided that the
liability of either Party in respect of claims for such loss or damage
shall will not exceed the sum of (pound)1,000,000 (one million pounds)
per incident or series of related incidents, irrespective of whether
You have claimed under this Agreement and/or any other agreement.
14.3 Nothing in this Agreement shall exclude or limit the liability of the
Party liable for death or personal injury resulting from the negligence
of the Party Liable, or any of its officers, employees or agents and
the Party Liable shall indemnity and keep indemnified the other Party,
its officers, employees or agents from and against all such and any
loss or liability which such other Party may suffer or incur by reason
of any claim on account of death or personal injury resulting from the
negligence of the Party Liable, or any of its officers, employees or
agents.
14.4 Subject to Clause 14.6, neither Party, nor any of its officers,
employees or agents shall in any circumstances whatsoever be liable to
the other Party for any loss of profit, loss of revenue, loss of use,
loss of contract or loss of goodwill or any indirect or consequential
loss or loss resulting from the liability of such other Party to any
other person however and whenever arising except under Clause 14.3.
14.5 The rights and remedies provided by this Agreement to the Parties are
exclusive and not cumulative and exclude and are in place of all rights
or remedies provided by common law or statute, including any rights
either Party may possess in tort which shall include actions brought in
negligence and/or nuisance.
14.6 Clause 14 shall override any other provision of this Agreement so far
as it excludes or limits liability, provided that nothing in this
Clause shall exclude or restrict or otherwise prejudice any of the
rights, powers, duties and obligations of either Party which are
conferred or created by the Act, the Licence, or the Regulations or the
rights, powers, duties and obligations of the Director or the Secretary
of State under the Act, the Licence or otherwise.
15. VARIATION, WAIVER AND SAVINGS
15.1 No variations to this Agreement shall be effective unless made in
writing and signed by or on behalf of both Parties. However, each Party
shall effect any amendment required to be made to this Agreement by the
Director as a result of a change in the Licence or an order made under
the Act or as a result of settling any of the terms of this Agreement
and You authorise and instruct Us to make any such amendment on Your
behalf and undertake not to withdraw or qualify such authority or
instruction at any time during the period of this Agreement.
15.2 Either Party shall at any time be entitled to propose variations to
this Agreement by notice in writing to the other Party. Both Parties
shall negotiate in good faith the terms of any such variation, but if a
variation to this Agreement has not been agreed and put into effect
within one month after it has been proposed, either Party shall be
entitled to refer the matter to the Director as if the variation were a
new agreement as referred to in that condition. Both Parties shall give
effect to the decision of the Director and shall enter into any
agreement supplemental to this Agreement as shall be necessary to give
effect to any variation agreed or so decided.
15.3 None of the provisions of this Agreement shall be considered waived by
either Party unless the waiver is given in writing,
15.4 No delay by or omission of either Party in exercising any right, power,
privilege or remedy under this Agreement or the Our Distribution Code
shall reduce such right, power, privilege or remedy or be construed as
a waiver.
15.5 If any provision of this Agreement is or becomes or is declared
invalid, unenforceable or illegal by the courts of any jurisdiction to
which it is Subject or by order of the Commission of the European
Communities or by order of the Secretary of State such invalidity,
unenforceability or illegality shall not prejudice or affect the
remaining provisions of this Agreement which shall continue in full
force and effect notwithstanding such invalidity, unenforceability or
illegality.
16. ARBITRATION
16.1 Any dispute or difference arising in connection with this Agreement
shall be referred to arbitration under the arbitration rules of the
Electricity Arbitration Association in force from time to time except
where expressly stated in this Agreement to the contrary, and subject
to any contrary provision of the Act, any licence issued under the Act
or the Regulations.
16.2 Whatever the nationality residence or domicile of either Party and
wherever the dispute or difference arose the law of England and Wales
shall be the proper law of any reference to arbitration and in
particular the provisions of the Arbitration Act 1996 shall apply to
any such arbitration wherever it shall be conducted.
16.3 Subject to Clause 16.5, if any third party brings any legal proceedings
in any court against any Party, (the "defendant Party") and the
defendant Party wishes to make a third party claim (as defined in
Clause 16.4) against the other Party which would but for this Clause
16.3 have been a dispute or difference referred to arbitration under
Clause 16.1 then the provisions of Clause 16.1 shall not apply and
instead of arbitration, the court in which the legal proceedings have
been commenced shall hear and completely adjudicate upon the legal
proceedings and the third party claim not only between the third party
and the defendant Party but also between either or both of them and the
other Party whether by way of third party proceedings or otherwise as
may be ordered by the court.
16.4 For the purpose of this Clause "third party claim" shall mean:-
(a) any claim by a defendant Party against the other Party (whether or
not already a party to the legal proceedings) for any contribution or
indemnity, or
(b) any claim by a defendant Party against the other Party for any
relief or remedy connected with the subject matter of the legal
proceedings and substantially the same as some relief or remedy claimed
by the third party, or
(c) any requirement by a defendant Party that any question or issue
connected with the subject matter of the legal proceedings should be
determined not only as between the third party and the defendant Party
but also as between either or both of them and the other Party
(whether or not already a party to the legal proceedings).
16.5 Clause 16.3 above shall apply only if at the time the legal proceedings
are commenced no arbitration has been commenced between the defendant
Party and the other Party raising or involving the same or
substantially the same issues as would be raised by or involved in the
third party claim. The tribunal in any arbitration which has been
commenced prior to the commencement of legal proceedings shall decide
the question, in the event of dispute, whether the issues raised or
involved are the same or substantially the same.
17. ADMINISTRATION AND INTERPRETATION
17.1 This Agreement, including the Schedule, any Appendix and Drawing(s)
shall constitute the entire agreement between the Parties concerning
its subject matter and replaces all previous agreements and
understandings between the Parties with respect to connection and each
of the Parties acknowledges and confirms that it does not enter into
this Agreement in reliance on any representation or warranty or other
undertaking not fully reflected in the terms of this Agreement, and no
amendment, modification or substitution shall be effective unless in
writing and signed by both Parties.
17.2 This Agreement shall be governed by the law of England and Wales.
17.3 Any notice given under this Agreement shall be properly given if sent
by first class letter post, by hand, or by facsimile transmission to
the relevant Notices Address on the Front Sheet.
17.4 Any notice sent by first class post will be deemed to have been given
two working days after it was sent and a notice delivered during normal
office hours by hand or facsimile will be deemed to have been served
upon actual delivery or transmission.
17.5 Any reference in this Agreement to a statute, statutory instrument,
regulation or order shall be a reference to such statute, statutory
instrument, regulation or order as amended or re-enacted. Similarly,
any reference in this Agreement to another agreement or any deed or
other instrument shall be a reference to that other agreement, deed or
other instrument as amended.
18. DEFINITIONS
18.1 In this Agreement the following expressions shall have the meanings set
next to them:-
"Accommodation" the accommodation specified in the Schedule,
"Act" The Electricity Act 1989;
"thisAgreement" comprises the Front Sheet. the General Terms and
Conditions for Connection Equipment Schematic drawing, substation
site drawing;
"Application for a Modification" Our standard Form of Application for
a Modification;
"Apparatus" all equipment in which electrical conductors are used
supported or of which they may form part;
"Authorised Person" a person who is not an employee of Ours but who is
authorised by Us to undertake certain work on Our Equipment at the
Metering Point;
"Authorised Electricity Operator" a person who is the holder of a
licence to supply electricity under the Electricity Act 1989 or
exempted from holding such a licence under that Act;
"Competent Authority" includes the Secretary of State, the Director and
any local or national agency, authority, department, inspectorate,
minister, ministry, official or public or statutory person of, or of
the government of, the United Kingdom or of the European Community;
"Connect(ed)" the installation of the Connection Equipment in such a
way that subject to Energisation You may receive a supply of
electricity over the Distribution System and "Connection" and
"Re-Connected" shall be construed accordingly;
"Connection Charge" any charge for a Connection or Modification
calculated in accordance with Our Connection Charge Statement.
"Connection Equipment" that part of Our Equipment which has been or is
to be provided and installed to establish a connection at the Exit
Point listed in the Schedule and where applicable is illustrated on the
drawing attached to this Agreement;
"De-energise/De-energisation" the movement of any switch or the removal
of any fuse or the taking of any other step where no electrical current
can flow from Our Distribution System through the Connection Equipment
to Your Installation at the Exit Point;
"Directive" includes any present or future directive, requirement,
instruction, direction or rule of any Competent Authority and includes
any modification, extension or replacement then in force;
"Director" the Director General of Electricity Supply appointed for
the time being under the Act; whose address is: The Office of
Electricity Regulation, Hagley House, Hagley Road, Edgbaston,
Birmingham. B16 8QG;
"Disconnection" the permanent separation and if appropriate, removal
of all or any of the Connection Equipment;
"Energisation" the movement of any switch or the insertion of any fuse
or the taking of any other step to enable an electrical current to flow
from Our Distribution System through the Connection Equipment to Your
Installation at the Exit Point;
"Exit Point" the point of connection specified on the Front Sheet at
which a supply of electricity may flow between Our Distribution System
and Your Installation upon Energisation;
"the Front Sheet" that part of this Agreement marked as such and
containing a description of each Party, the premises (to be) connected,
the Schedule, characteristics of supply, generators (if any) and
signatures;
"Good Industry Practice" the exercise of that degree of skill,
diligence, prudence and foresight which would reasonably and,
ordinarily be expected from a skilled operator engaged in the same type
of undertaking under the same or similar circumstances;
"Material Effect" An effect causing either Us or You to carry out any
works or to alter the manner of operation of Our Equipment or Your
Installation which in either case involves the unavoidable but
necessary expenditure of more than (pound)500;
"Maximum Capacity" the maximum amount of electricity expressed in kVA
that We have allowed to flow through the Exit Point as specified in the
Schedule;
"Meter" a device that measures the electricity that flows through the
Exit Point;
"Metering" any Meter and associated equipment, including where
necessary communication and/or control equipment (not being Ours)
installed by the Registered Meter Operator at the Metering Point;
"Metering Equipment" the equipment (being Ours) associated with a
particular Meter, including any related current transformer, voltage
transformer, and potential fuses;
"the Metering Point" the position of the Meter, which will normally be
located as near as possible to the Exit Point;
"Modification" any replacement, renovation, modification, alteration or
construction by or on behalf of a Party to either that Party's Plant or
Apparatus or the manner of its operation at the Exit Point which has or
will have a Material Effect on the other Party at the Exit Point;
"Modification Notification" the Company's standard form of
Modification Notification which applies from time to time;
"Modification Offer" an offer by Us to You of terms for connection
concerning a Proposed Modification at or affecting the Exit Point
including any revision or extension of such offer;
"NGC' the National Grid Company plc;
"Our Connection Charge Statement" the Statement of the Basis of Charges
for Connection to Our Distribution System issued in accordance with Our
Licence (this statement may be varied from time to time);
"Our Distribution Code" Our distribution code referred to in Our
Licence;
"Our Distribution System" Our system for the distribution of
electricity as defined in Our Licence;
"Our Equipment" Our switchgear, metering or other equipment, lines,
cables or other parts of the Distribution System or Our other property
or rights;
"Our Licence" Our public electricity supply licence granted under the
Act;
"Our Premises" any land or buildings of Ours in which any of Your
Installation is to be installed;
"Party" each person for the time being and from time to time party to
this Agreement and any successor(s) in title to, or permitted assign(s)
of, such person;
"Plant" fixed and movable items other than Apparatus;
"Pooling and Settlement Agreement" the agreement of that title for the
time being approved by the Secretary of State or by the Director;
"Premises" Your land or buildings in which Our Equipment is to be
installed or is for the time being Placed, including the premises
specified in the Schedule on the Front Sheet;
"Registered Meter Operator" a company holding a valid Registration
Certificate issued by the Registration Authority for metering;
"Regulations" the Electricity Supply Regulations 1988;
"the Schedule" the Schedule on the Front Sheet.
"Your Installation" any structures, equipment, lines, appliances or
devices (not being Our Equipment) used by You and connected or to be
connected to Our Distribution System.
GENERAL TERMS FOR CONNECTION.
SCALE B - Electricity supplied at low voltage up to 1,000 volts ac where You
provide substation accommodation at a nominal price for Our use to supply You
and other customers of Ours.
SCALE C - electricity supplied at low voltage up to 1,000 volts ac.
1. YOUR RIGHT TO AN ELECTRICITY CONNECTION
1.1 You have the right for Your Premises to be Connected and remain
Connected to Our Distribution System in accordance with the provisions
of the Act, any other legal requirements that apply from time to time,
and the terms of this Agreement.
1.2 The right to be Connected does not include the right to receive a
supply of electricity.
1.3 While this Agreement continues, You will only have the right to
receive a supply of electricity through the Exit Point when:-
(a) You have an electricity supply contract with a person who is the
holder of a licence to supply electricity under the Act or exempt from
holding such a licence under the Act and who, where required, has an
agreement with Us to use Our Distribution System; or
(b) You are taking a supply from Us on Our published tariff terms.
1.4. We may cut off Your supply of electricity to Your Connection where We
are entitled to do so under general law. We may also cut off Your
supply of electricity where We are required to do so under Your
electricity supply contract or the electricity industry arrangements
under which We operate.
1.5 If We temporarily cut off and subsequently Re-Connect Your supply of
electricity to Your Connection at Your request, You shall pay Us on
demand any reasonable costs incurred by Us.
2. PAYMENT OF CONNECTION CHARGES
2.1 You agree to pay Us any Connection Charge specified in the Schedule or
required for any subsequent Modification. All Connection Charges are
calculated in accordance with Our Connection Charge Statement and shall
be payable within 14 days of the date of our Invoice.
2.2 If the Director decides that the Connection Charge payable under this
Agreement has not been calculated in accordance with Our Connection
Charge Statement We shall pay to You the amount by which You have been
overcharged together with interest which shall accrue from day to day
at the rate equivalent to Lloyds Bank Minimum Lending Rate for the
period in question.
3. DISTRIBUTION SYSTEM LIMITATIONS
3.1 Our obligations under this Agreement are subject to the Maximum
Capacity as specified in the Schedule and any other design features of
Your Connection.
3.2 The characteristics of the supply of electricity delivered to Your
Connection shall be as specified in the Schedule, subject to the
variations permitted by the Electricity Supply Regulations 1988.
3.3 We may cut off the supply of electricity to Your Premises until You are
able to satisfy Us that the Maximum Capacity will not be exceeded.
Where the Maximum Capacity is exceeded You shall pay Us any reasonable
costs incurred by Us as a result.
3.4 We do not guarantee that We will deliver electricity through Our
Distribution System at all times or that electricity delivered through
Our Distribution System will be free of brief variations in voltage or
frequency as permitted by the appropriate legal provisions.
4. DISTRIBUTION CODE
We both agree to comply with all relevant provisions of the
Distribution Code. In the event of any conflict between this Agreement
and the Distribution Code, the Distribution Code shall prevail.
5. OUR EQUIPMENT
5.1 We both shall ensure that our respective agents, employees and guests
will not interfere in any way with any of the Equipment of the other
without consent except where emergency action has to be taken to
protect the health and safety of persons or to protect Our Distribution
System.
5.2 We both agree to take all necessary precautions at all times to protect
each other`s equipment on Your Premises from damage and for that
purpose both of Us shall comply with any reasonable requirements from
time to time made by either of Us.
5.3 If either of us is in breach of Clauses 5.1 and 5.2 and as a result any
Equipment is lost or damaged, whoever of us is responsible agrees to
pay to the other the full amount of any loss, damage and expenses
sustained as a result, unless the loss or damage was caused by fair
wear and tear or Force Majeure (as defined in Clause 14).
6. INFORMATION FROM YOU
You must provide Us with any information We request in relation to the
nature, or use by You, of electrical equipment on Your Premises. We
will only ask for information that We need in relation to this
Agreement or the Distribution Code .
7. METERING
7.1 As part of the arrangements for providing the supply of electricity to
Your Premises, a meter operator must be appointed to provide, maintain
and / or remove the Metering.
7.2 If You own the Meter, the Act requires You to keep it in good order
for correctly registering the supply of electricity.
7.3 Whoever owns the Metering, You must provide adequate and secure
accommodation for it and Our Metering Equipment and take all reasonably
practicable steps to ensure that it is not damaged.
7.4 If the Meter is not kept in good order, We may cut off the supply until
it operates correctly.
7.5 Except for Authorised Agents of your electricity supplier, We will not
allow anyone to remove or replace Our cut-out fuses or Our metering
potential fuses (as appropriate) in order to connect any Meter at the
Metering Point.
7.6 You will allow Us (at our expense) to install monitoring equipment on
Your Premises if We consider it necessary to do so. Such monitoring
equipment will be independent of and additional to the Meter, and shall
remain Our property.
8. ACCOMMODATION AND RIGHTS OF ACCESS
8.1 The rights of access specified in the Act shall apply to this
Agreement. Anyone to whom access is given under this Clause 8 shall
comply with all reasonable directions given by either of us as to
general safety and site security.
8.2 In addition to the rights of access referred to in Clause 8.1, You will
ensure that such employees or agents of Ours as are reasonably
necessary are able to enter Your Premises to carry out Connection or
Modification works, read meters, inspect or test the Metering
Equipment, work on or operate Our Equipment or lawfully cut off the
supply of electricity and that they are given safe and unobstructed
access.
8.3 You acknowledge that any of Our Equipment which is at any time laid,
installed or fixed in Your Premises shall continue to belong to Us. You
will allow Us to keep suchEquipment in place free of charge (except and
only in so far as we are obliged to pay You for allowing Us to do so
under the terms of an agreement made independently of this Agreement).
8.4 Where We agree to apply Low Voltage Substation Use of System Charges
and You agree to provide Substation Accommodation on Your Premises for
Us to supply You and other customers of Ours, You also agree as
follows:-
(a) unless We already have a lease of the Substation Accommodation or
You have agreed to sell Us the freehold, You will grant or arrange for
the grant of a lease of the Substation Accommodation to Us at a nominal
price within twenty eight days of the date of Our written request. Each
of Us shall bear our own costs in relation to the transaction; and
(b) that You will keep all parts of the Substation Accommodation in
good order, repair and condition including the interior surface and/or
cladding and/or boundary fences which enclose or form part of the
Substation Accommodation.
8.5 Where We are to take a lease of the Substation Accommodation, the form
of the lease shall be substantially as set out in the Appendix to this
Agreement. We will be responsible for the reasonable costs of preparing
and producing the lease. If You are a leasehold owner, the length of
Your lease to Us will be for 99 years or for the length of your
leasehold ownership if that is less than 99 years.
9. YOUR INSTALLATION AND EQUIPMENT
9.1 Except where clear written representations are given by Us, We give no
warranty about the adequacy, safety or other characteristics of Your
Installation.
9.2 You understand that We may use switchgear with auto-reclosing
facilities and that Your Installation should be designed so as not to
suffer damage to Your Equipment through the operation of these
facilities. We accept no liability for such damage to the extent that
such damage is attributable to Your failure adequately to design Your
Installation.
9.3 You agree not to connect any electricity generating plant directly or
indirectly to Our Distribution System without Our previous written
consent, which will not be unreasonably delayed or withheld. Consent
has been granted for the generator(s) (if any) specified in the
Schedule.
9.4 You may also use emergency back-up electricity generation not included
in the Schedule when Your supply of electricity is not available from
Our Distribution System provided that You first isolate Your
Installation including the generating plant from Our Distribution
System.
10. POWER FACTOR AND PHASE BALANCE
10.1 Where required by Us, You agree to maintain at Your cost the overall
power factor of Your Equipment to as near unity as is reasonably
practicable.
10.2 Where Your Connection is provided from two or more phases, You shall
ensure as far as is reasonably possible that the demand is balanced
between the phases made available.
11. MODIFICATIONS
11.1 In accordance with existing legal rules, You must contact us in advance
if You propose to make any significant change to Your Connection,
electric lines or electrical equipment, install or operate generating
equipment or do anything else that could effect Our Distribution System
or require alterations to Your Connection.
11.2 We shall respond to Your formal request within 90 days of receipt of
Your request, giving You Our estimate of the cost of any work involved,
the associated terms and conditions and include details of any proposed
modification to this Agreement.
11.3 Where We wish to modify Our Equipment that effects Your Connection, We
shall send You formal notification of Our proposals.
11.4 We shall have no obligation to compensate You for the cost and expense
of any Modification required to be made by You as a result of any
Modification by Us.
11.5 Where We share the ownership of the Connection Equipment, the cost of
the Modification will be shared equitably between us.
11.6 You have the right of appeal to the Director if we cannot agree the
terms for modifying Your Connection.
12. ASSIGNMENT
You must not transfer this Agreement to another person without Our
consent.
13. EVENTS OF DEFAULT AND TERMINATION
13.1 This Agreement shall continue in force until the termination date
specified in the Schedule unless :-
(a) You end it sooner by giving Us at least 28 days` notice in
writing; or
(b) We give notice to You under Clause 13.2.
13.2 In the event that :-
(a) You do not pay any valid account for Connection Charges by the due
date for payment and that amount remains unpaid seven days after We
send You a reminder that it is overdue ; or
(b) You breach the terms of this Agreement and do not remedy the breach
within a reasonable time after receiving written notice of default; or
(c) You permanently stop having electricity delivered through Your
Connection; or
(d) You no longer own or occupy Your Premises ; or
(e) any other circumstances arise which legally entitle Us to do so,
We will cut off Your electricity supply to Your Connection and, where
appropriate, We will write to You advising You that this Agreement is
ended.
13.3 The ending of this Agreement will not affect any rights, remedies or
obligations which may have come into being under this Agreement and
Clause 15 will continue to apply to those rights, remedies and
obligations.
14. FORCE MAJEURE
If either of us is unable to carry out any of our obligations under
this Agreement due to circumstances beyond our reasonable control
("Force Majeure") this Agreement shall remain in effect but except as
otherwise provided for in this Agreement, our obligations, other than
Your obligation to pay the Connection Charges, shall be suspended
without liability for a period equal to the Force Majeure event,
provided that:-
(a) the suspension of performance is no greater and of no longer
duration than is required by the Force Majeure;
(b) any obligations on either of us that arose before the Force Majeure
causing a suspension of performance are not excused as a result of
Force Majeure; and
whichever of us is affected by the Force Majeure, we use all reasonable
efforts to remedy our inability to perform.
15. LIMITATION OF LIABILITY
15.1 If We fail to comply with any terms of this Agreement, or are
negligent, You may be entitled under the general law to recover
compensation from Us for any loss You have suffered. However, We will
not be required to compensate You for loss caused by anything beyond
our reasonable control, or for any indirect, consequential, economic or
financial loss (including loss of revenue, profit or opportunity,
wasted expenses or loss of contract or goodwill), other than where You
are entitled to recover compensation for such loss under the general
law in relation to death or personal injury.
15.2 Each of us will be liable to the other in accordance with the
limitations in Clause 15.1 and up to a maximum of(pound)1,000,000
per incident or series of related incidents.
16. VARIATION
16.1 Either of us may propose a variation to this Agreement. If We cannot
agree on the variation, either of us may refer the matter to the
Director for determination in accordance with Our Licence.
16.2 No variations to this Agreement shall be effective unless made in
writing and signed by or on behalf of us both.
17 DISPUTES AND GOVERNING LAW
17.1 Any dispute between us in relation to this Agreement will be submitted
to arbitration under the rules of the Electricity Arbitration
Association.
17.2 This Agreement shall be governed by the law of England and Wales.
18 ENTIRE AGREEMENT
18.1 This Agreement, shall constitute the entire agreement between us and
replaces all previous agreements and understandings between us.
18.2 Any notice given under this Agreement shall be properly given if sent
by first class letter post, by hand or by facsimile transmission to the
relevant Notices Address..
19 DEFINITIONS
In this Agreement, except where the context requires otherwise, the following
terms shall have the meanings set opposite them below:-
"the Act" the Electricity Act 1989.
"Authorised Agent" a person who is not an employee of Ours but who is authorised
by Us to undertake certain work on Our Equipment at the Metering Point.
"Connect(ed)" the installation of Our Connection Equipment in such a way that
You may receive a supply of electricity over Our Distribution System provided
that all relevant requirements of this Agreement are met and "Connection" and
"Re-Connect(ed)" shall be construed accordingly.
"Connection Charge" any charge for a Connection or a Modification calculated in
accordance with Our Connection Charge Statement.
"Connection Equipment" that part of Our Equipment which has been or is to be
provided and installed to establish a Connection at the Exit Point.
"the Director" the Director General of Electricity Supply appointed for the time
being under the Act, whose address is The Office of Electricity Regulation,
Hagley House, Hagley Road, Edgbaston, Birmingham, B16 8QG.
"the Distribution Code" Our distribution code as defined in Our Licence - a copy
of which is available from Us on request.
"Equipment" all apparatus in which electrical conductors are used to support or
of which they may form part, together with such plant which is fixed or moveable
and forms part of the Connection to Our Distribution System or Your Installation
(as the case may be).
"the Exit Point" the point of connection specified in the Schedule through which
a supply of electricity may flow between Our Distribution System and Your
Installation.
"Low Voltage Substation Use of System Charges" Charges (Scale B) that apply for
using Our Distribution System only where You provide free substation
accommodation for Us on Your Premises.
"the Maximum Capacity" the maximum amount of electricity expressed in kVA that
We Agree may flow through the Exit Point as specified in the Schedule.
"Meter" a device that measures the electricity that flows through the Exit
Point.
"Metering" any Meter and associated equipment, including where necessary
communication and/or control equipment (not being Ours) installed by the meter
operator at the Metering Point.
"Metering Equipment" the equipment (being Ours) associated with a particular
Meter, including any related current transformer, voltage transformer, and
potential fuses.
"Metering Point" the position of the Meter, which will normally be located as
near as possible to the Exit Point.
"Modification" any replacement, renovation, modification, alteration or
construction of our plant or apparatus or the manner of its operation at the
Exit Point which has or will have a material effect on the Connection Equipment.
"Notices Address" the notices address for each of us, as shown on the front page
of this Agreement.
"Our Connection Charge Statement" the Statement of the Basis of Charges for
Connection to Our Distribution System issued in accordance with Our Licence
(this statement may be varied from time to time.)
"Our Distribution System" our system for the distribution of electricity as
defined in Our Licence.
"Our Licence" Our Public Electricity Supply Licence, granted under section 6(1)
(c) of the Act.
"the Schedule" the schedule shown on the front page of this Agreement.
"Your Installation" any structure, Equipment, lines, appliances or devices (not
being Our Equipment) used by you and Connected or to be Connected to Our
Distribution System.
"Your Premises" any land or buildings in which Our Connection Equipment is
installed or is for the time being placed, as specified in the Schedule.