Certas Energy UK Limited (“Certas Energy”) Fuel Card Terms & Conditions
The following terms and conditions (”Conditions”) shall govern the issue and use of the Cards and the purchase of Products by an Account Holder the Cards, to the exclusion of any other terms. Without limitation, signing for and/or accepting the Cards and purchasing Products with the Cards shall signify acceptance of these Conditions.
In these Conditions the following words shall have the following meanings:
“Account” means the credit facility subject to the Credit Limit granted to the Account
Holder at any one time in respect of purchases of Products that the Account Holder or any of its Card Holders may make by use of the Card(s) that have been issued to it in respect of the Account;
“Account Holder” means the person, company or partnership named as the Applicant in the Application Form and in whose name an account with Certas Energy is opened and
maintained for the purchase of Products by use of the Cards and to whom the Cards are issued;
“Application Form” means the application form sent to or completed and/or signed by or on behalf of the Account Holder relating to the provision and use of the Cards under these Conditions’
“Bunkering Stock” means the stock of Products maintained in the Networks by the
“Card” or “Cards” means any cards issued by Certas Energy UK Limited, whether in its own name on under any of its Trading Names to the Account Holder for the purpose of purchasing Products from the Networks;
“Card Holder” means any person named by the Account Holder as authorised to hold and/or use a Card issued to the Account Holder including without limitation, Account
Holder’s named employees, subcontractors or any other person acting on behalf of the Account Holder;
“Credit Limit” means the maximum amount expressed in monetary terms which Certas Energy may from time to time specify to an Account Holder as being the limit of purchases of Products that may from time to time be on the Account;
“Network” means a network of Sites through which Certas Energy works;
“Products” means stocks of diesel fuel, petrol, lubricant or gas oil;
“Price” means the prices for the Products as per Certas Energy prevailing rates at any one time which prices will vary as a result of changes in the market conditions on a weekly basis, set weekly in advance on every Monday of the week, or if bank holiday, on the first business day of the week, or at any other intervals as Certas Energy may notify;
“Site” means a site authorised by Certas Energy from which Products are available; and
“Trading Names” means the trading names of Certas Energy UK Limited at any one time, up-to-date list of which is available from Certas Energy on request.
2. APPLICATIONS AND SUPPLY OF PRODUCT
2.1 Any acceptance of any applications by an Account Holder Cards and their issue shall be at the absolute discretion of Certas Energy
2.2 All requests for Cards by the Account Holder must be made in writing and signed by a duly authorised representative of the Account Holder.
2.3 Any Card Holder shall be deemed to have been given the requisite authority to use the Card(s) as a duly authorised representative of the Account Holder and the Account Holder shall ensure that each Card Holder shall comply with these Conditions.
2.3. All delivery addresses for Cards other than those notified to Certas Energy in the Application Form, must be confirmed in writing and Certas Energy may require proof of trading from such addresses in order to comply with anti-money laundering legislation.
2.4 Certas Energy may require the Account Holder to provide name, address and other personal details of relevant directors, shareholders, partners or other parties interested in the business for their identities to be verified for the purpose of complying with anti-money laundering legislation.
2.5 All requests for Products using a Card shall be deemed to be an offer and shall be accepted at the absolute discretion of Certas Energy.
2.6 A Card may only be used by a Card Holder:
2.6.1 if it is a current Card which has not expired, been cancelled or been reported as lost or stolen;
2.6.2 by an authorised Card Holder to obtain Products from a Network;
2.6.3 to obtain Products up to the Credit Limit; and
2.6.4 if the Card Holder inputs the PIN where supplied and as required at any Site.
2.7 Title to the Products (both legal and equitable) shall remain with Certas Energy until full payment with cleared funds of all monies due from the Account Holder to Certas Energy under all contracts between them has been made.
2.8 All Products are offered for sale at the sites subject to availability.
2.9 Risk of damage to or loss of the Products including without limitation any damage to or loss of any Bunkering Stock shall pass to the Account Holder upon the Products being dispensed at any Site.
2.10 Details of Sites and available Products can be obtained from Certas Energy on request.
The location of the Sites may vary from time to time and the Account Holder is advised to review such details regularly. Whilst Certas Energy will use its reasonable endeavours to supply the required Products and to ensure that the list of Sites is accurate no warranty can be given that any or all of the Products are available at any particular Site and no liability is accepted in relation thereto.
3.1 Certas Energy may charge a fee up to £12.00 per card to the Account Holder for issue of any Card either on setting up of the account or upon anniversary or renewal of the Card.
3.2 The purchase of all Products will be charged at the Price, up to date details of which are available from Certas Energy on request, or if so agreed with Certas Energy in writing, details of which will be notified to the Account Holder at the intervals at which they change.
3.3 All Prices are exclusive of all government or other taxes, duties, levies charges, surcharges, assessments or impositions where applicable which shall be payable by the Account Holder in addition to the Price at the appropriate rate (as varied from time to time) when payments are due.
4. PAYMENT TERMS
4.1 The Price payable by the Account Holder for the Products purchased by its Card Holders will be invoiced to the Account Holder on a weekly basis or at such alternative intervals as may be decided by Certas Energy from time to time in its ultimate discretion. Each invoice shall be accompanied by a statement identifying all transactions made by the Cards within the invoiced period.
4.2 Payment of all invoices shall be made by direct debit on the account of the Account Holder within 14 days of the date of the invoice(s), or as may other wise be agreed in writing between Certas Energy and the Account Holder from time to time. In order to comply with the direct debit requirement the Account Holder shall at all times:
4.2.1 Maintain a bank account capable of accepting direct debit;
4.2.2 Keep Certas Energy provided with an effective direct debiting mandate against such account;
4.2.3 Ensure that every direct debit properly instanced by Certas Energy against such account is duly met failing which Certas Energy shall be entitled to exercise its rights under Condition 6.3 and/or 6.4.
4.3 Certas Energy reserves the right to charge the Account Holder interest on overdue amounts (before as well as after judgement) at the annual rate of 5% above the base rate of National Westminster Bank plc. payable from the due date until the date full payment has been received. Certas Energy reserves the right to claim interest under the Late Payment of Commercial Debt (Interest) Act 1998.
4.4 Time of payment by the Account Holder of invoices is of the essence. The Account Holder shall indemnify Certas Energy against all expenses and legal costs incurred by Certas Energy in recovering overdue amounts.
4.5 All payments made by the Account Holder shall be applied first in settlement of any interest due to Certas Energy and secondly by Certas Energy in its absolute discretion in reduction of any amount due to Certas Energy on any account whatsoever.
5. NO SET OFF
To the extent permitted by applicable law, no set off or counter claim against Certas Energy shall be made in respect of any sums due to Certas Energy under this agreement by the Account Holder.
6.1 Upon the insolvency of the Account Holder (including without limitation bankruptcy, compulsory or voluntary liquidation, having a receiver or administrator or administrative receiver appointed over all or part of it’s property or business, or being unable to pay its debts as they fall due) or if the Account Holder is in breach of any of these Conditions then Certas Energy shall be entitled to exercise its rights under Condition 6.3 and 6.4;
6.2 Either party may terminate this agreement by giving 14 days prior written notice to the other party, upon expiry of which clauses 6.3 and 6.4 shall apply.
6.3 Where this Condition is deemed to apply the total outstanding balance on the Account Holders account and all other amounts due from the Account Holder to Certas Energy on any account whatsoever shall immediately become due and payable in full and the right to use the Cards shall automatically cease with immediate effect, Certas Energy shall have a right to cancel the Cards and the Account Holder shall return all Cards to Certas Energy within 7 days.
6.4 If the Account Holder has a Bunkering Stock then Certas Energy shall be entitled to repossess all or part of such Bunkering Stock at cost in satisfaction of all or part of any overdue amounts or other amounts due from the Account Holder and the Account Holder hereby agrees to pass title to such Bunkering Stock to Certas Energy for such purpose.
7. JOINT AND SEVERAL LIABILITY
Where the Account Holder consists of two or more persons then all obligations of such Account Holder shall be joint and several obligations of such persons.
8. USE OF CARDS
8.1 Subject to Condition 6 each Card will be valid for use by the Card Holder up to the Credit Limit up to 12 months from the date of issue or if earlier any noted expiry date, provided that Certas Energy may cancel a Card at any time without notice or refuse to issue a replacement card.
8.2 Each Card shall remain the property of Certas Energy at all times, however all risk of loss for a Card will pass to and be borne by the Account Holder from the date of dispatch of the Card.
8.3 The Account Holder shall ensure that any Card Holder shall not tamper with or try to alter or interfere with the fuel monitoring device or fuel delivery equipment at any Site and the Account Holder shall be responsible for any such actions. In the event there appears to be a defect or fault in such monitoring or fuel delivery equipment the Card Holder shall forthwith report the same to Certas Energy or operator of the Site.
8.4 Each Card may only be used by the Card Holder who shall be responsible for the safe keeping of the Card and the prevention of unauthorised use.
8.5 Prior to entering into any transaction in relation to the purchase of Products the Card Holder shall present the Card to the operator of the Site.
8.6 Each Card may only be used to obtain Products at the Sites provided that the Account Holder acknowledges that possession of the Card does not confer any right on the Card Holder to receive Products.
8.7 Cards that identify vehicles are used as a management information tool to be used correctly by Card Holders. Such cards do not provide additional security. The Account Holder shall be liable to pay Certas Energy for all amounts due under the transactions attributable to the Cards issued in respect of the Account, including where the transaction is in respect of a vehicle other than that identified on the Card, or where the Card(s) have been used by a person other than a Card Holder.
8.8 Mileage and vehicle identity records are for management information, each Card Holder must record the correct details on each transaction. Certas Energy will not be responsible for any inaccuracies in the reports.
8.9 If any requirements stated in these Conditions are not complied with by any Card Holder or any Card is used other than in accordance with these Conditions, the Certas Energy UK Limited (“Certas Energy”) Fuel Card Terms & Conditions Account Holder shall nevertheless remain liable for all amounts incurred on any Account and/ or subsequent to any Card transactions, notwithstanding that such transactions may have been unauthorised.
9. WITHDRAWAL OF CARDS
9.1 Certas Energy may request at its ultimate discretion the return of all/any Cards or cancel or suspend all/any Cards at any time without notice and/or refuse to reissue replace or renew any Card:
9.1.1. if fraudulent use of any Card is suspected;
9.1.2 if Certas Energy receives a credit reference (which the Account Holder agrees Certas Energy may carry out from time to time) which in Certas Energy’ absolute discretion is unsatisfactory; or
9.1.3 if the Account Holder or any Card Holder is in breach of these Conditions.
9.2 The request for return or cancellation or suspension is without prejudice to the Account Holders liability in respect of any use of any Cards prior to the actual return of the relevant Cards.
9.3. On exercise of its rights under clause 9.1 above, clauses 6.2 and 6.3 shall be deemed applicable with immediate effect, unless otherwise notified by Certas Energy in writing.
10.1 A four-digit PIN number may be allocated to each Card. Access to the purchase of Products will be controlled by the use of the PIN number.
10.2 The Account Holder is responsible for, and must take all necessary steps to ensure, the security and proper use of the PIN number and shall procure that the Card Holder shall ensure that they are kept confidential, used properly and not disclosed to unauthorised people. PIN numbers should at all times be kept entirely separate from the Card.
10.3 The Account Holder shall and shall procure that the Card Holder shall immediately notify Certas Energy in writing by recorded delivery at such address as Certas Energy may specify from time to time, if it or they have any reason to believe that any PIN number has become known to someone not authorised to use it or if any PIN number is being used or is likely to be used in an unauthorised way or if any Card is lost or stolen.
10.4 If a card is lost or stolen the Card Holder shall notify the police of the loss or theft and obtain a crime reference number which must be confirmed in writing to Certas Energy.
10.5 The Account Holder will remain liable for all transactions made with such lost or stolen Card or any unauthorised use of a PIN number for a period expiring at the end of the second working day after the day on which notification is received in accordance with clauses 10.3 and 10.5.
10.6 Should any Card Holder forget the PIN number then he should contact Certas Energy for a new PIN number subject to the satisfaction of certain security checks.
10.7 The Account Holder may at any time request in writing the cancellation of any Cards issued to it, which cancellation will be effected by Certas Energy within 48 hours from receipt of such notice.
10.8 Any card placed on stop for any reason must be withdrawn from service immediately and returned to Certas Energy cut in half. Any card not returned will be subject to a charge of £12.00 per card.
11. LIABILITY OF CERTAS ENERGY
11.1 Certas Energy accepts no liability and gives no warranty, express or implied, whether arising by common law or statute in relation to any transaction by or Product supplied to the Account Holder by virtue of entering into this agreement with the Account Holder.
11.2 Certas Energy accepts no responsibility and shall not be liable to the Account Holder for a failure (for whatever reason) on the part of an automatic dispensing pump to dispense Products at a Site.
11.3 Nothing in these Conditions shall exclude or limit the liability of Certas Energy for death or personal injury caused by Certas Energy negligence or fraudulent misrepresentation.
11.4 Certas Energy shall not be liable to the Account Holder in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever and whatever the cause thereof in connection with the supply or non supply of any Products or any use or non use of a Card or in connection with any obligations of Certas Energy under these conditions for any: (i) economic loss of any kind whatsoever, or (ii) loss of profit, business contracts, revenues or anticipated savings, or (iii) damage to the Account
Holder’s reputation or goodwill, or (iv) loss resulting from any claim made by any third party, or (v) special, indirect or consequential loss or damage of any nature whatsoever.
Except where expressly agreed in writing by Certas Energy, Products purchased against any Card shall not be used by the Card Holder and/or the Account Holder for any purpose other than for fuel or lubricant (as appropriate) in the Account Holder’s own or contracted vehicles and shall not be resold or other wise disposed of to any other persons.
13. INDEMNITY - HEALTH & SAFETY
13.1 Subject to clause 11.3, the Account Holder shall fully indemnify Certas Energy and keep Certas Energy fully indemnified against all liability including employer’s liability in respect of any damage to the property of Certas Energy or the Card Holder or the death or personal injury of their respective employees or agents arising out of or consequent upon the use of the Card, the Sites or the Product.
13.2 The Account Holder shall draw the attention of any employees and agents or any persons whosoever handling or using the Products on his behalf or having access to them whilst in his possession to any instructions warnings or suggestions concerning the methods whereby or the conditions whereupon they should be used or handled contained or referred to in Certas Energy material safety data sheets or other literature relating to the products or upon any label attached to them or the
packaging wherein they are contained and ensure compliance by any person using or handling them with the instructions, warnings or suggestions mentioned or referred to in this clause.
13.3 Subject to clause 11.3, the Account Holder shall indemnify Certas Energy in respect of any loss or liability whatsoever suffered or incurred by Certas Energy by reason or any breach by the Account Holder and/or Card Holder of the foregoing, or by reason of any failure by the Card Holder himself to comply with the warnings, suggestions or instructions referred to in this clause.
14. FORCE MAJEURE
14.1 Any obligation of Certas Energy to supply Products to the Account Holder shall be suspended and Certas Energy shall be relieved of its obligations and liabilities to supply any Products in the event of any direct or indirect cause or circumstances whatsoever reasonably outside Certas Energy control including with out limitation the non-movement of Products due to public blockades, industrial action or trade dispute (including by and with Certas Energy own employees) Government intervention or restriction, acts of God, import or export regulations, war, riots, power failure, fire, flood and any event which hinders or prevents Certas Energy from obtaining Products from its usual sources of supply.
14.2 On the occurrence of any of the circumstances mentioned in Condition 14.1 above Certas Energy shall determine (and may from time to time re-determine) the extent (if any) to which supplies to the Account Holder are to be maintained whilst such circumstances continue, having regard to its ability to obtain, process and to deliver supplies, the costs of doing so, the requirements of all its customers local needs and any other consideration it considers relevant.
14.3 As soon as practicable after the circumstances mentioned in Condition 14.1 above cease Certas Energy shall inform the Account Holder of the resumption of supplies.
15.1 This agreement shall not be assignable in whole or in part by the Account Holder without prior written consent of Certas Energy.
15.2 The Account Holder shall immediately notify Certas Energy in writing of any change to the Account Holder’s address.
15.3 Certas Energy may vary or add to the terms of this agreement at any time provided that notice of such variation is served in writing. Any use of the Card by the Account Holder or any Card Holder 24 hours after such notice has been served on the Account Holder shall be construed as acceptance by the Account Holder of such variation or addition.
15.4 Unless Certas Energy expressly states otherwise in connection with any particular promotions, the Card does not entitle the Card Holder to participate in any of Certas Energy special offers that may be available from time to time.
16.1 The Account Holder gives permission to Certas Energy to carry out enquiries with respect to opening an account. This may include without limit the searching of the Account Holder’s records at one or more credit reference agencies. Such search details will be added to your record and may be seen by other organisations that make searches.
16.2 Details of this agreement and the conduct of your account will be registered with a licensed credit reference agency. Information thus registered may be used to help make credit decisions, or occasionally, for fraud prevention or the tracking of debtors.
16.3 Personal data supplied by the Account Holder and/or a Card Holder will be held and processed by computer or otherwise by Certas Energy to operate the Account(s); to confirm, update and enhance Certas Energy’ customer records, for statistical analysis, to establish any Cardholder’s identity; and to assess the credit status of the Account Holder and each Card Holder on an ongoing basis and this may include doing additional searches during the life of the Account. We may also continue processing of such personal data after the Account has ended.
16.4 It is important that Certas Energy is provided with accurate information. If the Account Holder or Card Holder has given Certas Energy false, misleading or inaccurate information and Certas Energy suspects fraud, it will record this with the agency.
16.5 Fraud prevention agencies’ records will also be shared with other organisations to help make decisions on motor and household credit, life and other insurance proposals and insurance claims.
16.6 Certas Energy may disclose data relating to the Account Holder or a Card Holder to:
16.6.1 credit reference and fraud prevention agencies as described above;
16.6.2 any agent or sub-contractor of Certas Energy;
16.6.3 to any person to whom Certas Energy proposes to transfer any of its rights and/or duties under this Agreement;
16.6.4 to insurance companies for purposes connected with insurance products that relate or might relate to the Account(s);
16.6.5 to any organisation which endorses the Card; and
16.6.6 as otherwise required or permitted by law or any regulatory authority.
16.7 Certas Energy may contact the Account Holder about services or products, ordered by Certas Energy or by other companies approved by Certas Energy, which Certas Energy believes the Account Holder may be interested in. Certas Energy may also contact the Account Holder to carry out market research about Certas Energy services or products or those third parties.
16.8 The Account Holder acknowledges that:
16.8.1 it has a right at any time to stop Certas Energy from contacting it or giving its details to others for marketing purposes
16.8..2 it is entitled to have details of those credit reference agencies and fraud prevention from whom Certas Energy obtain and to who Certas Energy pass information about the Account Holder. The Account Holder has a legal right to these details and a right to receive a copy of the information held by Certas Energy about it, by applying to Certas Energy in writing. A fee may be payable.
17. JURISDICTION & LAW
This agreement is governed by the Law of England and the parties submit to the exclusive jurisdiction of the English Courts.