These are the terms and conditions for Perfect Clarity Consultants Ltd trading as Perfect Clarity whose registered offices are at Kemp House, 152-160 City Road, London, EC2V 2NX (herein after referred to as “Perfect Clarity”). Perfect Clarity are energy brokers and help businesses source gas, electricity, and water prices.
1.1 The following definitions apply to these Terms and Conditions of Service (the “Terms”):
Contract means a contract between the Customer and Supplier for the supply of electricity, gas, or water;
Customer means the Customer whose details appear on the price sheet provided by Perfect Clarity to the Customer and includes but is not limited to, any non-domestic commercial customer (including charities, churches, and non-profit organisations) to whom Perfect Clarity agree to supply any of the Services from time to time;
Existing Supplier means the Customer’s existing energy supplier;
Letter of Authority means a letter signed by the Customer authorising Perfect Clarity to act on its behalf, which may include contacting the Customer’s existing Supplier and other potential Suppliers, as required, to provide the Services;
Quotation means a quotation provided to the Customer by Perfect Clarity which may list prices from several Suppliers;
Services means the services set out in clause 3 below and provided by Perfect Clarity, either through its Website https://perfect-clarity.com, over the telephone or by email;
Supplier means any supplier of gas, electricity, or water services and/or products that the Customer selects a contract with;
Website means Perfect Clarity’s website with the URL https://perfect-clarity.com.
2. Basis for Supply of Services
2.2 These terms and conditions are the only conditions on which Perfect Clarity is prepared to deal with the Customer and they will govern the agreement between Perfect Clarity and the Customer. No terms, conditions, or warranties endorsed upon, delivered with, referred to or stipulated, or contained in any purchase order or other similar document delivered or sent by the Customer to Perfect Clarity will form part of this Agreement.
2.3 No variation to these terms and conditions shall be binding unless agreed in writing between the authorised representatives of Perfect Clarity and the Customer.
2.4 Any typographical, clerical, or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice, or other document or information such as by email or by telephone issued by Perfect Clarity shall be subject to correction without any liability on the part of Perfect Clarity.
3. Provision of Services
3.1 Where it is required Perfect Clarity will ask the Customer to sign a level 1 Letter of Authority and return this to Perfect Clarity. A level 1 Letter of Authority authorises Perfect Clarity to obtain information about the Customer as set out in clause 3.2. Perfect Clarity will never ask you to sign a Level 2 Letter of Authority which authorises brokers to enter into contracts on your behalf.
3.2 The Letter of Authority will be valid for 12 months from the date it is signed by the Customer. This gives Perfect Clarity permission to contact Suppliers to request information on your supply and account, and/or to request prices so that Perfect Clarity can provide new quotes and prices to the Customer. Perfect Clarity shall not be liable for any incorrect or missing information provided by the Existing Supplier. The Letter of Authority can also be used for any other purposes outlined on the letter, where agreed with the Customer.
3.3 Perfect Clarity will, using its network of Suppliers provide prices from Suppliers, for consideration by the Customer. The Customer should note that Perfect Clarity do not act as an agent of and have no particular ties to any Supplier. Perfect Clarity will provide recommendations solely on the best prices they can find for the Customer unless there are any other criteria specified by the Customer.
3.4 Perfect Clarity shall use its best efforts to locate the most competitive prices from the range of Suppliers that Perfect Clarity work with, on behalf of the Customer.
3.5 Perfect Clarity does not represent or warrant that that the prices sourced and provided by Perfect Clarity to the Customer for consideration will be the lowest available from the entire energy market, including any Suppliers Perfect Clarity do not work with.
3.6 Both Perfect Clarity and the Supplier(s) reserve the right to withdraw any quotes or prices provided to the Customer at any time, prior to the Customer entering a new Supplier Contract. This could be for reasons outside the control of Perfect Clarity including but not limited to the Supplier updating its prices in line with the movement in the wholesale market such that the price quotes provided may no longer be valid.
3.7 The parties may agree on any new services or additional services that the Customer may require upon any new or additional terms, in addition to the terms set out herein, as may be relevant to those services and as agreed between the parties in writing.
4.1 Perfect Clarity do not charge the Customer directly for the provision of its Services (unless specified otherwise).
4.2 The Customer shall be charged indirectly through its gas, electricity, or water bill because the new Supplier will include Perfect Clarity’s commission fee in the new Contract price.
4.3 Perfect Clarity’s fees are usually applied to the unit cost of gas and electricity contracts and are typically 0.05p to 0.5p per kWh (a little higher for sites consuming less than 10,000 kWh per year). Or a fee may be applied to the standing charge instead. For water contracts, this is a fixed fee included in the retail charge. In all cases, Perfect Clarity will advise the customer when quoting, the expected monetary value of the commission fee.
4.4 Perfect Clarity reserve the right to charge for any additional or new services which are outside the scope of its Services set out above. Any such new or additional services shall be as agreed in advance with the Customer.
4.5 On some occasions, Perfect Clarity may suggest charging their fee directly to the Customer to achieve a better overall price. Perfect Clarity will arrange for the Customer to agree the contract (price secured by Perfect Clarity) with the Supplier. Perfect Clarity will discuss this with the Customer as necessary.
4.6 If the energy Contract signed by the Customer doesn’t go ahead, because the Customer subsequently agrees a new contract with another Supplier, the Customer shall indemnify Perfect Clarity against losses incurred being the estimated commission fees that Perfect Clarity would have received from the Supplier over the course of the term of the Contract. The commission fee is referenced on the Perfect Clarity price sheet and/or Supplier contract. The Customer should note that the Supplier may also charge a substantially larger fee to recover any lost revenues the Supplier may have incurred in purchasing energy for the Customer Contract. The Customer is advised to check the Suppliers terms.
5. Customer Obligations
5.1 It is the Customer’s responsibility to ensure that it provides full and proper information to Perfect Clarity when asking Perfect Clarity to provide quotations from new Suppliers. It is also the Customer’s responsibility to inform Perfect Clarity of any errors it discovers in any information it has provided to Perfect Clarity as soon as it becomes aware of these. Failure to do so, or not notifying Perfect Clarity in a timely manner, may lead to the Contract being rejected by the new Supplier (if not already live), or the transfer of the utilities being delayed This information can be provided over the phone, by email, or by submitting a form on the Website.
5.2 It is the Customers responsibility to terminate and to have provided the relevant termination notices to its Existing Suppliers in accordance with its own terms of supply with its Supplier. The Customer represents that it has provided such termination notice prior to or acknowledges at the point of requesting Services from Perfect Clarity the Customer shall provide such termination notice to its Existing Supplier. Perfect Clarity shall be entitled to and shall rely upon such representation in commencing work for the Customer and Perfect Clarity shall have no liability to the Customer for any losses or penalties incurred by the Customer as a result of the Customers failure to provide the termination notice(s) to its Existing Supplier.
5.3 The acceptance by the Customer (verbal or written), of any quotations provided by Perfect Clarity, does not guarantee those prices until: (i) the Customer has sent a new signed Contract between the Customer and the new Supplier to Perfect Clarity; (ii) this has been logged with the relevant Supplier during the period the prices quoted by Perfect Clarity are still valid, and until Perfect Clarity have confirmed by email that the Contract has been logged with the relevant Supplier and (iii) until the Supplier has confirmed acceptance of the Contract after completing any credit checks or other checks that they require to carry out on the Customer.
5.4 Perfect Clarity will advise the Customer, to the best of its knowledge, and after reasonable investigations, as to whether a price is fixed for the duration of the new Contractor if it will be subject to price variations during the Contract period. However, Perfect Clarity do not accept liability for any inaccuracies provided by email, phone calls, or our website, relating to Contract prices or any other details on such Contract, or any industry wide changes that may be introduced by Ofgem at a future date that may affect Contract prices.
5.5 Once the Contract has been accepted by the Supplier, this forms a legally binding agreement between the Customer and the Supplier. Therefore, it is the Customer’s responsibility, and the Customer must check the details on the new Contract carefully before signing. Perfect Clarity shall not be responsible for any inaccuracies in the new Contract, or any costs or loss of profit incurred by such inaccuracies.
5.6 Both the Customer and the Supplier are committed to the Contract for the duration of the term of the Contract.
5.7 The Contract shall also include the new Suppliers terms and conditions for the Contract. These may contain important information about the renewal and termination process. It is the Customers responsibility TO READ ALL OF THE SUPPLIERS TERMS AND CONDITIONS CAREFULLY and to note any important information including but not limited to the term of the new Contract and any provisions on automatic renewal of the new Contract on its expiry. This is important to ensure, for example, that the Customer does not inadvertently and automatically enter into a new fixed term contract with the new Supplier. Perfect Clarity shall have no liability to the Customer at any point in respect of the new Supplier Contract and the Customer must ensure it has read and is agreeable to the terms of the new Contract.
5.8 Perfect Clarity shall not be responsible for any delay, or failure, in the transfer of services to a new Supplier and shall have no liability to the Customer for any such delay or failure.
5.9 Where Perfect Clarity have arranged the Contract, Perfect Clarity will endeavour to contact the Customer in good time near the end of the Contract to provide quotations for the next new Contract.
6. Customer and New Supplier Contract
6.1 The Customer accepts that the Contract is between the new Supplier and the Customer. Perfect Clarity is not liable in any way for any transactions or other arrangements made between the Customer and the new Supplier. Any such arrangements are solely the Customer’s responsibility.
6.2 The Customer agrees that it will comply with the terms and conditions of this Agreement and also of the new Supplier Contract as set of a Contract, as outlined by the Supplier.
6.3 The Customer will provide to the Supplier, any further information requested by them, within a reasonable time frame and ensure this information is as accurate as possible.
7. Customer Warranties and Representations
7.1 The Customer warrants and confirms to Perfect Clarity that it has the:
(a) necessary authority, power, and capacity to enter into this Agreement; and
(b) necessary authority, power, and capacity to enter into the new Supplier Contract.
8. Privacy and Personal Information
8.3 In accepting these terms and conditions the Customer provides its consent to use the Personal Data of the Customer and its staff. It is the Customer’s responsibility to ensure that all staff whose Personal Data is provided to Perfect Clarity have consented to the sharing of their personal data and that the Customer has obtained the consents of its staff. In entering into this contract, the Customer warrants and represent to Perfect Clarity it has all relevant consents in place from its staff to sharing of their Personal Data.
8.4 Perfect Clarity need to share the Customer’s Personal Data with the following third parties:
(a) Suppliers; it may contact you in relation to the Customers energy supply;
(b) Credit Reference Agencies; and
(c) Any third-party processors for New Supplier Contracts. This includes Online Direct Limited (whose registered address is 900 Pavilion Drive, Northampton, N4 7RG and whose registration number with the Information Commissioner’s Office is Z3285500) and any other that Perfect Clarity may add from time to time. Further information can be obtained from Perfect Clarity.
9.1 Perfect Clarity operates a complaints procedure. Should a Customer have a complaint they may contact Perfect Clarity and Perfect Clarity will investigate.
10.1 Perfect Clarity are entitled to suspend, or terminate in their entirety, any Services provided to a Customer, by providing written notice, if any of the following applies:
• The Customer is in breach of any of these terms and conditions and has not taken reasonable efforts to correct this 7 days after receiving written notice from Perfect Clarity.
• The Customer has attempted or committed, any fraudulent act against Perfect Clarity or the new Supplier.
10.2 The Customer may terminate this agreement upon seven days written notice to Perfect Clarity.
11. Consequences of Termination
11.1 Notwithstanding termination of this Agreement under clause 10 above, Perfect Clarity shall continue to and shall be entitled to receive all its Fees for the term of the new Supplier Contract it has arranged between the new Supplier and the Customer.
12. Limitation on Liability
12.1 Perfect Clarity will provide the Services using reasonable skill and care. However, Perfect Clarity shall have no liability for errors or incorrect information supplied by third parties (this can include Suppliers and Aggregators) and which it relies upon. Perfect Clarity shall have no liability where such incorrect information causes delays or cancellation of a new Contract agreed by the Customer with a new Supplier.
12.2 The extent of Perfect Clarity’s liability under or in connection with this Agreement (regardless of whether such liability arises in tort, contract, or in any other way and whether or not caused by negligence or misrepresentation) shall be as set out in this clause 12.
12.3 Subject to clauses 12.6 and 12.7, Perfect Clarity’s total liability shall not exceed 25% of the sum received by Perfect Clarity as its fee in the first year of the new Supplier Contract arranged by Perfect Clarity for the Customer.
12.4 Subject to clause 12.7 Perfect Clarity shall not be liable for any consequential, indirect, or special losses when entering a Supplier Contract and Perfect Clarity shall not be liable for any advice provided to a customer via telephone communications or emails.
12.5 Perfect Clarity shall not be liable for any losses incurred by the Customer where the Customer fails to respond to telephone, email, or other communications from Perfect Clarity to the Customer. All losses whether direct or indirect shall be excluded in such circumstances and Perfect Clarity shall have no liability to the Customer.
12.6 Perfect Clarity shall not be liable for any of the following (whether direct or indirect) loss of profit, loss of use, loss of production, loss of contract; loss of opportunity, and loss of savings, discount, or rebate (whether actual or anticipated).
12.7 Except as expressly stated in this Agreement, and subject to clause 12.7 all warranties and conditions whether express or implied by statute, common law, or otherwise are excluded to the extent permitted by law.
12.8 Notwithstanding any other provision of this Agreement, the liability of Perfect Clarity shall not be limited in any way in respect of the following:
12.8.1 Death or personal injury caused by negligence;
12.8.2 Fraud or fraudulent misrepresentation; and
12.8.3 Any other losses which cannot be excluded or limited by applicable law.
13. No Waiver
13.1 Any failure or delay by Perfect Clarity to enforce any of its rights under these terms and conditions will not be taken as or deemed to be, a waiver of that or any other right.
14. Entire Agreement
14.1 This Agreement constitutes the entire Agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.
15. Assignment and other Dealings
15.1 Perfect Clarity shall be able to assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any of its rights and obligations under this Agreement.
16.1 Notices under this Agreement will be in writing and sent to a party’s registered office as set out on the first page of this Agreement. Notices may be given, and will be deemed received:
(i) by first-class post: two Business Days after posting;
(ii) by hand: on delivery.
16.2 This clause does not apply to notice given in legal proceedings, arbitration, or other dispute resolution proceedings.
16.3 A notice given under this Agreement is not validly served if sent by email in relation to legal proceedings, arbitration, or other dispute resolution proceedings.
17. Governing Law and Jurisdiction
17.1 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).