General electrical energy supply contract conditions for Clidom Energy, S.L. (Holaluz)
Purpose of the contract
The purpose of the contract (the "Contract") is the supply of electricity by Clidom Energy, S.L. (hereinafter, "Holaluz" or "Supplier") to the CUPS (Unified Supply Point Code, fromits initials in Spanish) indicated by the Client, on the basis of the Particular Terms and of the present General Terms and Conditions.
With the signature of this Contract, the Customer: (i) expressly accepts the joint contract for the purchase of electricity and the access to the distribution network (ATR, from its initials in Spanish) with Holaluz as the only contractual option. Holaluz will be entitled to offer and invoice a global price which includes both concepts (energy purchase and Third-Party Grid Access "ATR");(ii) authorizes and grants sufficient power to Holaluz so that it acquires at all effects the legal position of representative of the Customer before the Distribution Company with regards to the Third-Party Grid Access Contract or manages the termination of previous supply Contracts, whatever their form or, if necessary, subscribes the Third-Party Access Contract with the Distributor; (iii) authorizes Holaluz its representation before the National Commission of Markets and Competition ("CNMC"), or if required, the appropriate administration, to the effects of change of Supplier; (iv) authorizes and grants sufficient power to Holaluz so that it can undertake all necessary actions before any Supplier company with which the Customer has (or had had) contracted the supply of electricity, with the purpose of complying with the Contract. Notwithstanding the aforementioned representation, the Customer will continue to be the holder of the Access Contract, maintaining before the Distributor all legal and contractual rights and duties. If this contract is resolved, the Customer will continue to be the holder of the security deposit that may exist. To this effect, the Customer, with the signature of this Contract, obliges himself not to terminate, resolve or modify the Distribution Access Contract that Holaluz formalizes in its name, for the duration of this Contract, not withstanding his right to change supplier in the terms set out by the legislation in force.
This supply contract is personal and of continuous performance. The Customer is obligated to use the energy contracted only in the place and in the conditions for which it is contracted and not to transfer, dispose of or make available to third parties, except in the cases legally permitted.
Long-distance contracting
By the express decision of both parties, this contract is entered into electronically through the website owned by Holaluz (www.holaluz.com), and it is formalized with the acceptance by the Customer expressed through the registration process and sign-up form, which includes the tariff choice and all the data provided.
As an alternative to the form of contracting established in the previous clause, the Customer can provide his personal information to Holaluz telephonically, including an e-mail address, and his tariff choice. Holaluz will send via e-mail to the provided address a copy of the Particular Terms and of these General Terms and Conditions. The Customer will have to accept via e-mail the celebration of the Contract in the terms sent by Holaluz.
A copy of these General Terms and Conditions will always be accessible in the Customer area on the www.holaluz.com website via a personalized login for the Customer with the credentials provided by email at the moment their contract is confirmed.
Supply point and metering equipment
The supply point is the connection or delivery point located in the Customer's facility where the measurement of the electricity consumption is performed, for which the Customer must have a metering device, either owned or leased, that meets the legally established technical requirements and serves to read their consumptions, the Customer being responsible for its safe-keeping, proper use, and non-manipulation.
In the case of leased equipment, the price that Holaluz will invoice for it will be always the same as the price the Distributor bills Holaluz.
The Customer will immediately notify Holaluz of any incident that he may detect in the metering equipment.
The Distributor will be in charge of connecting the equipment and the meter, within the periods and conditions legally established.
The Customer guarantees physical access to its facility, to both Holaluz and the Distributor, as well as to their duly accredited employees who must be able to access the supply point and the metering equipment in order to perform the installation, reading, maintenance, checks, verifications and any other actions required for the proper provisioning of the contracted service.
The Customer will not manipulate the metering equipment.
In the event of a failure or malfunctioning of the metering equipment, which makes it impossible to read the consumption data for any period, Holaluz will estimate the energy consumed by the Customer based on the provisions found in Clause 7.2 below.
Quality and continuity of supply
The quality of supply will comply with the regulations in force at all times, considering the continuity of supply and the quality of the product supplied, which is ultimately the responsibility of the Distributor. Holaluz will ensure that the Distributor meets the minimum legally established levels of quality, defending the interests of the Customer before the electricity Distributor otherwise.
The maximum power that the Customer can consume will be established in accordance with the applicable legislation in force. The nominal voltage and power contracted by the Customer, by which the supply will be provided, are as indicated in the Particular Terms and Conditions.
Holaluz will process before the Distributor and transfer to the Customer, the corresponding bonuses, discounts and/or indemnities that the Distributor applies for incidents on their grid, all in accordance with the regulations in force at all times.
In accordance with the Electricity Sector Law and its developing legislation, the Customer expresses his understanding that the Distributor is the sole responsible for the maintenance of the distribution network and of the quality and continuity of supply. On this basis, Holaluz, will not be at any time responsible of the lack of quality or continuity of the supply or for the damages that the Customer might suffer as a consequence of interruptions or cuts in supply, surges or tension drops, etc. In these cases, the Customer must address any complaint, extrajudicial or judicial, related to the quality or continuity of supply to the Distribution Company with which the Access to the network of the Customer's Supply Point (CUPS) is contracted. Holaluz will provide the Customer, if he so requests, the identity and domicile of the Distribution Company with which the access to the network is contracted.
Changes in the ATR conditions of the contact
Within the limits of the authorization granted by the Customer (vid. Clause 1.2 of this ATR Contract), Holaluz can modify the conditions of the ATR Contract before the Distribution Company as long as they do not affect the quality, and guarantee the supply of electricity for the Customer, in order to ensure the compliance with the Contract, whether it be requested by the Customer or under its own initiative. The said changes may be of the contracted power, request for the installation of a maximeter or of a new measurement equipment, or changes in the access tariff (hourly discrimination, supervalle"for electric vehicle, etc.). If the said changes have not been expressly requested by the Customer, and instead Holaluz was the decision maker, it will be Holaluz who bears the cost for the corresponding attachment rights (see also clause 6.8). Regardless of the aforementioned substitution or possible changes requested, the Client will continue to maintain before the Distribution Company all rights regarding the Access Contract, and in case of resolution of this Contract, will continue to be the holder of the guarantee deposit that may exist. The Customer accepts that at the time of termination of the Contract with Holaluz, he will maintain the contractual conditions he had at that time, bearing directly the cost of any contractual change the Customer should decide at that time or in the future.
Price and rates
The price that the Customer is obligated to pay Holaluz includes the payment for the electricity, in accordance with the tariff chosen by the Customer and specified in the Particular Terms and Conditions, the applicable taxes for electricity supply, that will always be borne by the Customer, and, if applicable, the leasing of equipment and the management services with the Distributor.
Likewise, Holaluz will invoice the Customer the applicable access rate in accordance with the indications of the Distributor, as well as any other items contained in the regulation which may be due to the Distributor, but the collection of which is to be undertaken by the Supplier (for example, invoices resulting from inspection procedures or fraud).
The part of the supply tariff regulated by the government (on the power and the energy) may vary due to the modification of any regulated values that the Spanish government may approve throughout the validity of this Contract and which will be transferred to the Customer by Holaluz. Holaluz will pass on those changes in the regulated concepts based on the ATR tariff that the Customer actually has at the time of the exchange and not based on his tariff at the time of contracting.
The part of the supply tariff not regulated by the government (on power and energy) may be modified, in which case Holaluz will communicate such change to the Customer fifteen (15) days prior to its entry into effect. If the modification involves an increase in price, the Customer may terminate the contract by expressing his will in writing via email to clientes@holaluz.com or through the web form on www.holaluz.com within fifteen (15) calendar days following the receipt of the said communication. If the Customer does not resolve the Contract in the established period, the modification will be understood to have been accepted by the Customer.
If there are other components for the metering of the electricity (transformers, ICP, etc.) that are being leased, the prices to be invoiced for the said lease will be those in force according to applicable regulation, which the Distributor invoices Holaluz at each moment. If additional metering services were agreed upon, or Holaluz were the owner of the metering equipment installed on a lease basis at the Customer's Supply Point, the prices for these will be contained in the Particular Terms and Conditions.
Any cost derived from any actions in the Customer's metering equipment and/or facilities will be borne exclusively by the Customer.
The variations of the access tariffs, and any other variations or modifications of the other concepts, activities and regulated values or adoption of new costs or concepts that affect the supply activity (such as, to name a few, the cost corresponding to the social bonus or the cost of financing the National Energetic Efficiency Fund) which are applicable for the duration of the present Contract, will be transferred automatically to the supply prices inasmuch as they are applicable, without this being considered as a modification of the contractual conditions in the terms established by clause 16 regarding "Modification of the General Conditions and Particular Conditions"), of the present General Terms and Conditions.
Similarly, in accordance with applicable legislation, Holaluz will invoice for the concepts that are described below, for the amount the Distributor invoices Holaluz, and that at the time of the present contract, amount to the following, notwithstanding that the said regulated costs may vary by regulation: (i) attachment rights, in case of new supply, increase or decrease of power and change of tariff, of 9.04 EUR + VAT; (ii) access rights, for new supply or power increase, set at 19.70 EUR/kW contracted + VAT; (iii) extension rights, in the case of new supplies or power increase, set at 17.37 EUR/kW contracted + VAT; (iv) verifications, for facilities of over 20 years, with a cost of 8.01 EUR + VAT; (v) guarantee, for new supplies, power increase or changes of holder, with a cost equivalent to the monthly theoretical invoice corresponding to fifty hours of use of contracted power.
Consumption will be invoiced monthly for complete natural calendar months. Invoicing will be done within fifteen (15) natural days following the end of each month and will comprise all consumptions from the entire period until the date of issuing of the invoice which have been subject to reading and invoicing by the Distributor or estimated by Holaluz, or, if applicable, until the termination of the contract should it occur in that period for any reason, including withdrawal and/or resolution of the contract. In case of effective termination, the date communicated by the Distributor to Holaluz will be taken as the termination date of the service. Nevertheless, invoicing can also be done in advance, in accordance with the stipulations contained in the Particular Conditions and with the corresponding regularizations at the end of the period.
The consumption reading for the invoicing is done by the Distributor, which is legally responsible for doing so. In the event that there is no real reading at billing time, the Customer expressly authorizes Holaluz to bill an estimated amount based on the consumption for the same month from previous years, adjusted to the trend for the present year and other external factors related to energy consumption (such as, for example, the weather). Once Holaluz has the real consumption readings, it will proceed to the corresponding regularization in the following invoice.
Prior to the issuance of the invoice, Holaluz may send the Customer a pro-forma invoice, which shall include all items billed and allow the Customer, should there be disagreement regarding the billed consumption, to send the consumption reading to clientes@holaluz.com. Holaluz will send the invoice using the actual consumption communicated by the Customer, unless said consumption is clearly inconsistent with the Customer's own previous consumption history.
The invoice issued by Holaluz will detail all of the legally required items and will provide the Customer with information on the origin of the energy supplied, the environmental impacts of the various sources of energy, and the ratio used for each of them (renewable, combined cycle, coal. nuclear, cogeneration...).
The Customer expressly accepts, to the effects of the legislation on Consumer Protection, that the invoice be issued electronically, accessible from the personal customer area. The Customer will receive an email to the indicated address informing about the availability of the invoice in the customer zone and its amount. The Customer will have access to the invoices for the past year in the customer area.
Payment will be made by bank debit to the account indicated by the Customer in the Particular Terms, which must be communicated to the banking institution. Nevertheless, as an exception to the prior rule, if the Customer defaulted at least one invoice, Holaluz may set alternative payment methods for the following invoices, such as charging them to a credit card from which a prior defaulted invoice has been paid.
Payment will be made on the date on which the banking institution receives the communication from Holaluz with the amount to be paid by the Customer. All of this without prejudice of the possibility for Holaluz of suspending the supply and/or terminating the present Contract in accordance with clauses 9 and 13. In the event of rejection of the bank debit, Holaluz will transfer the costs to the Customer, including the costs deriving from the rejection, the administrative costs and any other resulting from the subsequent claim against the Customer for the amount due. All amounts pending and due will be considered as matured debt and will automatically accrue default interest for Holaluz, which is set at the legal interest of money plus 3% annually over the amounts due and which will accrue daily.
Allocation of payments: Prior to the payment of the principal, the Customer must satisfy the default interest and other costs which may be due by the Customer. In the event the Customer had other services contracted with Holaluz and partial payments were made, it will be the Customer's choice to decide which debt to allocate the payment to, in the terms laid down by the Civil Code. Should the Customer not use this power, and once the interests and costs are covered, the payments will be allocated to the matured invoices of older date of any supply or service carried out by Holaluz.
Suspension of supply
Holaluz can instruct the Distribution Company to suspend the supply to the Customer, in accordance with the applicable legislation, when the legally prescribed period of time for every kind of consumer has gone by, from the formal request of payment, without it having been satisfied. The suspension of supply deriving from default will not exempt the Customer from settling the amount due, with the interests and surcharges that may be applicable. Similarly, in the event of suspension for default, the reconnection will not be carried out until the Customer has fulfilled all due payments, the interests accrued and the costs generated by the suspension and potential reconnection of supply. In addition Holaluz can demand the deposit of guarantees or the pre-payment equivalent to two months of supply before requesting the reconnection of the supply. During the suspension of supply period, the Customer will continue to be responsible for the payment of the concepts deriving from the contract for access to the network before the Distribution Company, such as power, the leasing of measuring equipment, or any other that may accrue despite the suspension of supply. If the payment of all due amounts is verified, Holaluz will communicate this fact to the Distribution Company within 3 working days so that the latter can carry out the reconnection in the period legally established by the applicable legislation. The Distribution Company is solely responsible for the reconnection, in accordance with the applicable regulation.
The Distribution Company, directly or requested by Holaluz, can suspend the supply under the following circumstances: (i) in cases of fource majeur or fortuitous event; (ii) when it is indispensable for maintenance, reparation of installations or improvement of services or for security reasons; (iii) when, the Customer has undertaken, or was aware of, direct attachments without a prior Contract or deviations for the supply of energy to an installation not included in the Contract; there have been manipulations of the measuring or control equipment or actions that prevent its correct functioning; (iv) in the case that reasonably and always in accordance with the applicable legislation, Holaluz or the Distribution Company consider that the Customer's facility is dangerous; (v) because of termination of Contract and, (vi) in all those cases stipulated by the applicable legislation. In the cases described under section (ii) the suspension requires prior administrative authorization and communication to the Customer in accordance with applicable legislation, unless such actions stem from the System Operator and are directed to guaranteeing supply security. In the cases established in section (iii) if no objective criteria for issuing the invoice exists, an invoice for the amount equivalent to the contracted power, or the power that should have been contracted, for six hours of daily use during the year, will be issued, without prejudice of the criminal or civil actions that may be available.
Holaluz can exercise at any time its right to resolve the present Contract for default of the Customer in accordance with clauses 8.2 and 13.1.3.
The stipulations of this Clause must be understood without prejudice of the specifications established for essential supplies, in accordance with the applicable legislation.
Alternatively to ordering the suspension of supply, Holaluz may, in the event of breach of the present Contract by the Customer, and should it consider it appropriate, request the signing up of the Customer with the Supplier of Reference for the supply for which the breach has occurred.
The Customer may formulate claims to Holaluz through all communication channels established for this purpose, which are always up-to-date at www.holaluz.com; these can be in writing sent to "Atención al cliente - Reclamación" at Holaluz's offices in Barcelona at Paseo Juan de Borbón 99-101, 4ª Planta, Barcelona (08039); by email to clientes@holaluz.com, as well as online via our website form: https://www.holaluz.com/en/contact/ or telephonically to our free number (+34) 900 906 021 or to any other phone number that Holaluz had enabled to that effect.
The Customer, with the signature of the Contract, expresses his knowledge regarding the possibility of accessing the extrajudicial procedures established in the applicable legislation, such as the consumption arbitration system, as well as the procedures established by the Autonomous Communities and the possibility of submitting the controversies referring to their specific rights as final users of electricity to the Ministry of Energy, Tourism and Digital Agenda. Likewise, in conformity with European Law, we inform the Customer of the existence of a platform for claim review of the European Commission, accessible in the following link: http://ec.europa.eu/consumers/odr/.
This Contract will enter into effect at the time of its signing, and the agreed terms and conditions will have an initial duration of one (1) year from the start of the supply to the Customer. At the end of the initial term, this contract will be extended automatically for periods of one (1) year if neither of the parties notifies the other, in writing, (preferably, by communication through the customer area on Holaluz) their wish to resolve it, as established in the clauses below.
In the first year, the Customer may unilaterally resolve from this Contract at any time, communicating his will to resolve in writing to Holaluz thirty (30) business days in advance. If the resolution occurred after the first year, the Customer may resolve with a fifteen (15) day notice without penalty. The said notices will not be applicable for those Customers who prove the resolution of the Contract is based on their application of the social bonus.
Holaluz may unilaterally resolve from this Contract at any time, by communication in writing to the Customer thirty (30) business days in advance. Nevertheless, if the resolution occurred after the first year, Holaluz may resolve with a fifteen (15) day notice without penalty.
Holaluz will have 15 business days from entering into this Contract to verify the solvency of the Customer. If so requested by Holaluz, it may condition the entry into effect of this agreement to the provisioning of a sufficient guarantee in the form of a bank deposit or guarantee, the amount of which shall not exceed the estimated amount of electrical consumption for three (3) months. If this period expires without Holaluz having notified the Customer of the need to provide this guarantee, it shall be considered that the contract has acquired full effectiveness between the parties.
Any consumer customer that acts outside of a business or professional scope, as defined by Art. 3 of Royal Legislative Decree 1/2007, of November 16 (T.R. of the General Consumer and User Defense Law), will have the right, in accordance with the current legislation and without any penalty, to withdraw from this contract without having to claim just cause within the maximum period of fourteen (14) business days from entering into it. In this case, the revocation will be communicated by email to clientes@holaluz.com or by postal mail to Paseo Juan de Borbón 99-101, 4º Floor, 08039 Barcelona, using the Withdrawal Form available on our website or a similar document.
In the exercise of this right of withdrawal, Holaluz has the right to request or withhold solely the amounts for the electricity consumption that the Customer has carried out up to that moment. In that case, and for the restitution of the reciprocal services used and the amounts paid, the provisions of the Civil Code and other applicable legislation will be observed.
This contract may be terminated:
By mutual agreement of the parties;
By withdrawal of one of the parties in the terms set out in clauses 11 and 12;
By breach of any of the parties, particularly for default of any amount in accordance with the provisions of this Contract.
If the Contract is terminated for any reason, the Customer shall in any case be obliged to pay for the costs incurred until the date the service is terminated plus the applicable interest, regardless of any compensation that may legally correspond as a result of said termination.
Subrogation and transfer
If the Customer is up to date with payments, the Contract may be transferred to a third party who will use the Customer's facility under the same conditions agreed upon with the Customer in this Contract. Once accepted, Holaluz will manage the change with the Distributor. The effectiveness of the transfer will be conditioned to the regularization of the access contract, notwithstanding the application of the provisions of section 11.4 on the verification of the solvency of the assignee by Holaluz.
When appropriate, Holaluz may assign the contract and the rights and obligations arising therefrom to any company from the Holaluz group or that succeeds it, legally or contractually, prior communication to the Customer.
All personal data provided for the preparation of this contract will be incorporated to a file owned by Clidom Energy, S.L. for the management of the contractual relationship with the Customer, as well as for the delivery of corporate communications that we may consider to be of interest to the Customer.
The Customer declares that all personal data provided to Holaluz is accurate and expressly commits to keeping it updated, issuing timely notifications to Holaluz by email to clientes@holaluz.com. The Customer must especially ensure that both the postal address and the CUPS are correct, as Holaluz has no way of confirming its veracity, and if the Customer provided an incorrect address or CUPS, he would be signing-up a third-party with Holaluz, remaining the Customer as the sole responsible for the damages that this situation may generate.
When it is necessary for the provisioning of the services contracted, the Customer expressly authorizes Holaluz to communicate their personal data to third parties for their processing for this particular purpose.
Holaluz has adopted the security measures legally established for the preservation of said personal data.
The rights of access, correction, deletion and opposition may be exercised in writing to Clidom Energy, S.L. – Datos LOPD, Paseo Juan de Borbón 99-101, 4ª Planta, 08039, Barcelona or by email to lopd@clidom.es, in both cases attaching a photocopy of your National Identification Document (ID).
Modification of the General and Particular Terms
The modification of the terms of the present Contract, unless it is a direct consequence of the applicable legislation, will be notified to the Client by email to the address provided with a fifteen (15) business day notice prior to their entry into force, informing the Customer of the right to resolve the Contract without penalization in case of non-conformity with the modifications.
In the case of discrepancy between the General Terms and Conditions of the Contract and the Particular Conditions, the latter will prevail.
In the event that one of the parties requests a voluntary bankruptcy proceeding, it shall notify expressly the other party as soon as possible and at least fifteen (15) business days in advance, following the communication methods established in the present Contract. If the Bankruptcy proceedings were declared by necessity, the party that enters into Bankruptcy must expressly notify the other party within five (5) business days from becoming aware of the situation. Any lack of communication of the Bankruptcy Proceedings in the terms expressed in this clause will entail the automatic breach of the Contract. The request of the Bankruptcy proceedings or its declaration is considered expressly by the parties as a cause for Contract resolution, and if the party in bankruptcy were the Customer, transfer to the regulated tariff offered by the Supplier of Reference of the area where the CUPS of the Customer is located can be made.
If the Customer were in a situation of Bankruptcy, whether necessary or voluntary, the invoices can be turned and must be paid in advance. Similarly, any invoice issued after the judicial declaration of insolvency will be considered as credits against the bulk ("créditos contra la masa") for the effects of the Bankruptcy Law.
In the case that it was not possible to resolve the Contract attending to the interest of the Bankruptcy proceeding, the parties expressly recognize that all those debts stemming from the provision of services from the present Contract will be considered as credits against the bulk ("créditos contra la masa") and will be of immediate payment, both before and after the Bankruptcy proceeding.
Applicable legislation and jurisdiction
This contract is governed by the Spanish legislation which is applicable at any time, and particularly by Law 54/97, of November 27th, of the Electrical Sector, its regulatory development and any regulation that may modify or replace it.
For the resolution of any conflict regarding the interpretation and applicability of this Contract, the parties are subject to the Courts and Tribunals of the place where the Customer's facility is located, without prejudice of clause 10.2 of the General Conditions of this Contract.
This is the complete content of the General Conditions agreed by the Customer and Clidom Energy, S.L., formalized electronically and uploaded for the Customer's use in the restricted access area of www.holaluz.com.