Last updated: March 2026
"Authority" or "Client" means the individual, company, or organisation engaging ZESTEC SERVICES LIMITED for renewable energy consultancy, electrical design, or related services.
"Consultant" or "we" or "us" means ZESTEC SERVICES LIMITED, a company registered in England and Wales, specialising in Zero-Emission Systems and Technical Electrical Consulting Services, including renewable energy design and electrical engineering consultancy, with registered office at 20 Wenlock Road, London, England, N1 7GU.
"Contract" means the agreement between the Client and the Consultant comprising the Purchase Order (or Contract of Sale), these Terms and Conditions, and any referenced documents.
"Deliverables" means the design outputs, reports, or other work products specified in the Contract, including but not limited to single-line diagrams, cable calculations, selectivity studies, technical reports, certificates of compliance, PV system designs, BESS specifications, and EV charging infrastructure designs.
"Fees" means the charges for Services as specified in the Contract of Sale or accepted quotation.
"Key Personnel" means any person designated in the Contract as essential to project delivery.
"MPAN" means Meter Point Administration Number, the unique identifier for electricity supply points.
"Project" means the consultancy services described in the Contract.
"Purchase Order" means the written order issued by the Client or accepted quotation from the Consultant detailing the Project scope, Fees, and delivery timescales.
"Services" means the renewable energy consultancy, electrical design, and related services as specified in the Contract, covering solar PV, BESS, EV charging infrastructure, and general AC electrical design across domestic, commercial, and industrial sectors.
2.1 These Terms and Conditions, together with the Contract of Sale (or Purchase Order) and any documents referenced therein, constitute the entire Contract between the parties and supersede all prior negotiations, representations, and agreements.
2.2 No variation to these Terms shall be valid unless agreed in writing and signed by both parties.
2.3 If any provision of this Contract is held invalid or unenforceable, the remaining provisions shall continue in full force.
2.4 The Client's standard terms and conditions, if any, are expressly rejected. Commencement of work or acceptance of payment constitutes acceptance of these Terms.
2.5 Nothing in this Contract creates a partnership, employment relationship, or agency between the parties.
2.6 All pricing, retainer arrangements, payment schedules, and fee structures are specified exclusively within the individual Contract of Sale or accepted quotation and do not form part of these general Terms and Conditions.
3.1 The Consultant provides renewable energy and electrical design consultancy services in accordance with:
Covering domestic, commercial, and industrial sectors:
3.6.1 The Consultant shall deliver all Services with reasonable skill, care, and diligence, using appropriately qualified personnel.
3.6.2 Deliverables shall be provided in digital format (PDF, CAD, or as otherwise agreed in the Contract) unless the Contract specifies otherwise.
3.6.3 The Consultant operates a design-authority model, maintaining full technical oversight of all designs produced, including those involving subcontracted installation works.
Unless explicitly included in the Contract:
4.1 The Client shall provide complete and accurate project data in a timely manner, including existing PV designs, site information, electrical infrastructure details, MPAN details, DNO correspondence, roof plans, structural assessments, and any relevant survey data.
4.2 The Client is responsible for ensuring all provided information is accurate and complete, site safety compliance for any site visits, and timely responses to requests for clarification (within 48 hours).
4.3 Delays caused by Client failure to provide required information may result in extended delivery timescales, additional charges for idle design time as specified in the Contract, and potential project suspension after 14 days' written notice.
4.4 Changes to project scope after commencement will be managed in accordance with Section 8 (Variations and Change Control) and the applicable Contract.
5.1 All Fees, pricing structures, retainer arrangements, payment schedules, and billing terms are specified exclusively within the individual Contract of Sale or accepted quotation agreed between the parties. These general Terms and Conditions do not contain or imply any specific pricing.
5.2 The Contract of Sale will specify the applicable fee structure (whether project-based, retainer, hourly, daily, or fixed-price), payment milestones, deposit requirements, and invoicing arrangements.
5.3.1 All invoices must reference the Contract or Purchase Order number, detail services provided, and show VAT separately where applicable at the current UK rate.
5.3.2 Payment Methods: Bank transfer (BACS) to account details provided on invoice (preferred method – no fee). Debit/credit card payments accepted (no fee). Cheque payments subject to £2.50 administration fee. Cash payments not accepted.
5.3.3 All prices are exclusive of VAT unless explicitly stated otherwise. VAT is charged at the prevailing UK rate and shown separately on all invoices.
5.4.1 Interest on overdue amounts accrues at 5% above the Bank of England base rate per annum, calculated daily from the due date, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.
5.4.2 Late payment process: 7 days overdue – first reminder by email; 14 days overdue – formal notice, work suspension, interest accrues; 21 days overdue – termination rights activated, final demand; 30 days overdue – account referred to debt collection, legal proceedings may commence.
5.4.3 The Client shall be liable for all reasonable costs of collection including administration fees (£75 minimum), debt collection agency fees, legal costs, court costs, and all accrued interest.
5.4.4 Upon non-payment at 14 days overdue, all work immediately ceases, Deliverables are withheld, access to digital files is suspended, and no new work is accepted until the account is cleared.
5.5.1 Quotation Validity: Estimates and quotations are valid for 30 days from date of issue unless otherwise stated.
5.5.2 Payment disputes must be raised in writing within 7 days of invoice receipt. Undisputed portions remain payable by the original due date.
5.5.3 The Client may not withhold, deduct, or set off any amounts due under this Contract against amounts claimed under any other contract or alleged counter-claims.
5.5.4 Where agreed in advance, reasonable expenses are rechargeable including travel at standard HMRC mileage rates, accommodation and subsistence at cost with receipts, and a 10% administration fee on total expenses.
6.1 Upon non-payment within specified terms, the Consultant reserves the right to engage professional debt collection agencies, report the debt to credit reference agencies (Experian, Equifax, TransUnion), and commence legal proceedings for recovery of all outstanding amounts, accrued interest, and reasonable collection costs.
6.2 The Client shall be liable for all third-party costs incurred in recovering the debt, including debt collection agency fees (typically 10–25% of outstanding amount plus VAT), legal costs on a solicitor-client basis, court fees, bailiff/enforcement fees, and tracing agent fees.
6.3 Continued non-payment may result in immediate suspension of all work, termination of the Contract, refusal to release Deliverables, County Court or High Court judgment, enforcement action, and winding-up or bankruptcy petition where applicable.
6.4 Clients with outstanding debts will not be accepted for new work until all amounts are cleared. Clients with a history of late payment may be required to pay upfront, provide larger deposits, or accept shorter payment terms.
The Consultant strongly advises Clients to contact us immediately if payment difficulties arise, to discuss payment plans before debt recovery proceedings commence.
7.1 Upon receipt of full payment for specific Deliverables, all intellectual property rights in those Deliverables created specifically for the Client shall transfer to the Client. This includes copyright, design rights, and rights to modify for the specific Project.
7.2 All designs, calculations, reports, and documentation remain the Consultant's intellectual property until full payment is received. The Consultant may withhold delivery pending payment.
7.3 The Client may use Deliverables solely for the specified Project. The Client shall not use designs for other projects or sites without written consent and additional fees; reproduce, distribute, or sell Deliverables to third parties; or reverse-engineer methodologies or templates.
7.4 The Consultant warrants that Deliverables will not infringe third-party intellectual property rights, excluding materials or specifications provided by the Client. The Consultant shall indemnify the Client against infringement claims arising from Consultant-created work, subject to liability limits in Section 10.
7.5 Pre-existing materials remain the Consultant's property, including calculation methodologies, design templates, software tools, and know-how. The Client receives a non-exclusive, non-transferable licence to use such materials solely as incorporated in paid-for Deliverables.
7.6 The Consultant may retain copies of all Deliverables for legal compliance, professional indemnity insurance, quality assurance, and defence of claims.
7.7 The Consultant may reference the Client relationship in general terms and include anonymised project information in portfolios, subject to confidentiality obligations in Section 11.
8.1 Either party may request variations to the Project scope by submitting a written Change Request containing a description of the proposed change, rationale, urgency, and preferred implementation date.
8.2 Within 5 working days of receiving a Change Request, the Consultant shall provide a written impact assessment covering delivery timescales, additional hours, costs, technical implications, and risks.
8.3 Variations require written approval from both parties before implementation. Urgent variations may be authorised verbally but must be confirmed in writing within 48 hours.
8.4 Variation fees and administration charges are specified in the individual Contract of Sale. Where the Contract is silent, the Consultant's standard variation assessment fee applies and will be communicated before work proceeds.
8.5 Client-initiated delays extend timelines proportionately at no additional cost to the Consultant.
9.1 Indicative timescales for standard deliverables are provided in the relevant Contract of Sale or quotation. Actual time may vary based on project complexity, information quality, and specific requirements.
9.2 Delivery timescales are based on continuous access to Client data during business hours (09:00–17:00 GMT, Monday–Friday), no scope changes during the delivery period, timely Client responses within 48 hours, and complete information provided upfront.
9.3 Priority delivery may be available where specified and agreed, subject to the Consultant's availability and any priority premium specified in the Contract. Priority availability is confirmed at time of quotation.
9.4 The Consultant shall use reasonable endeavours to meet agreed timescales and notify the Client immediately of any anticipated delays, providing the reason, estimated revised delivery date, and mitigation actions.
9.5 Client-caused delays (failure to provide information, delayed responses, scope changes) may result in extended delivery dates, charges for idle time as specified in the Contract, and work suspension after 14 days' written notice.
9.6 Time is not of the essence unless explicitly stated in the Contract. Reasonable delays do not constitute breach of contract.
9.7 Upon completion, the Client has 5 working days to review and accept Deliverables. If rejected with specific reasonable grounds, the Consultant has 5 working days to remedy defects.
10.1 The Consultant's total aggregate liability under this Contract shall not exceed the total Fees paid or payable under the relevant Contract of Sale, subject to an absolute maximum cap of £50,000 per Client per calendar year.
10.2 The Consultant shall not be liable for loss of profits, revenue, contracts, or business opportunities; indirect or consequential losses; losses arising from Client implementation of designs; errors stemming from inaccurate Client-provided data; regulatory changes after delivery; or third-party products or services.
10.3 Nothing limits liability for death or personal injury caused by negligence, fraud, or any matter for which exclusion is prohibited by law.
10.4 The Consultant maintains professional indemnity insurance of at least £1,000,000 per claim and £2,000,000 aggregate per policy year, public liability insurance of £5,000,000 per claim, and employer's liability insurance of £10,000,000 where employees are engaged. Insurance will be maintained for 6 years after completion.
10.5 Design Warranty: The Consultant warrants that Deliverables will be prepared with reasonable skill and care, comply with applicable regulations current at time of delivery, and be accurate based on information provided. Warranty period: 12 months from delivery. Warranty claims must be notified in writing within 30 days of discovery.
10.6 The Client shall indemnify the Consultant against losses arising from inaccurate information provided, Client misuse or incorrect implementation of Deliverables, third-party claims arising from Client actions, health and safety breaches at Client premises, and Client's failure to obtain necessary permits or approvals.
10.7 No claim may be brought more than 12 months after the Client became aware of the facts giving rise to the claim, or 6 years after completion of the relevant Deliverable, whichever is earlier.
11.1 Both parties undertake to keep confidential all information disclosed during the Contract, including technical information, commercial information, customer information, intellectual property, financial information, and project information. Confidential information shall be used solely for Contract purposes, protected with reasonable care, and not disclosed without prior written consent except to employees, professional advisors, and subcontractors on a need-to-know basis under equivalent confidentiality obligations.
11.2 Confidentiality obligations do not apply to information that is publicly available, was already known before disclosure, is lawfully obtained from a third party, is independently developed, or must be disclosed by law.
11.3 Both parties shall comply with UK GDPR, Data Protection Act 2018, and PECR. For Client personal data processed by the Consultant, the Client is Data Controller and the Consultant is Data Processor. The Consultant processes personal data only on documented instructions from the Client and implements appropriate technical and organisational security measures.
11.4 Data subjects may exercise their rights (access, rectification, erasure, restriction, portability, objection) by contacting dataprotection@zestecservices.com. The Consultant will respond within 1 month.
11.5 The Consultant implements encryption, access controls, regular backups, staff training, secure disposal, and incident response procedures. In the event of a personal data breach, the Consultant will notify the Client within 72 hours.
11.6 Personal data retention: active contracts – duration plus warranty period; financial records – 6 years (HMRC); project files – 6 years (limitation period); marketing data – until consent withdrawn.
11.7 The Consultant does not transfer personal data outside the UK without appropriate safeguards and Client notification.
11.8 Confidentiality obligations survive Contract termination for 5 years. Trade secrets are protected indefinitely.
11.9 Full Privacy Policy is available at www.zestecservices.com/privacy.
12.1 The notice periods, termination fees, and early termination provisions applicable to each engagement are specified in the individual Contract of Sale. Where the Contract is silent, the following general provisions apply.
12.2 Either party may terminate by giving written notice in accordance with the Contract. Where no notice period is specified, 30 days' written notice applies.
12.3 The Consultant may terminate immediately by written notice if: an invoice remains unpaid 30 days after the due date; the Client commits a material breach; or an insolvency event occurs.
12.4 Either party may terminate immediately upon insolvency events (administration, liquidation, winding-up petition, bankruptcy, IVA, or analogous proceedings).
12.5 If Force Majeure continues for more than 60 consecutive days, either party may terminate with 14 days' written notice (see Section 15).
12.6 Upon termination: all outstanding Fees become immediately due; the Client pays for completed work and work in progress on a quantum meruit basis; upon full payment, the Consultant delivers all completed Deliverables and work in progress (marked as incomplete); IP in paid-for work transfers to Client. Surviving obligations include payment, IP, confidentiality, data protection, liability, dispute resolution, and governing law.
12.7 Both parties shall return or securely destroy the other's confidential information within 14 days of termination, subject to legal retention obligations.
13.1 The Consultant shall assign appropriately qualified and experienced personnel holding relevant qualifications including electrical engineering degrees or equivalent, professional registration (IEng or working towards), BS7671 18th Edition certification, and relevant industry experience.
13.2 The Consultant operates a subcontractor framework for installation works, maintaining design authority over all subcontracted activities. Subcontractors are bound by confidentiality agreements, non-solicitation clauses, and quality requirements equivalent to these Terms. The Consultant remains fully liable for subcontractor performance.
13.3 During the Contract term and for 12 months after termination, neither party shall directly employ, solicit, or entice personnel who worked on the Project without written consent. Compensation for breach: £15,000 or 6 months' gross salary, whichever is greater.
13.4 The Consultant and its personnel are self-employed for tax purposes. No employment relationship exists between Consultant personnel and the Client. The Consultant complies with IR35 off-payroll working rules and will cooperate with the Client's IR35 assessment processes.
14.1 Both parties shall comply with the Health and Safety at Work etc. Act 1974, Management of Health and Safety at Work Regulations 1999, CDM Regulations 2015 (where applicable), and all relevant health and safety legislation.
14.2 The Consultant shall notify the Client of health and safety hazards, provide RAMS for site work, ensure personnel competence, comply with CDM 2015 Designer duties, and consider health and safety in all designs.
14.3 Where work is performed at Client premises, the Client shall provide a safe working environment, site induction, hazard notification (at least 48 hours before site visits), and necessary PPE.
14.4 Both parties shall comply with the Equality Act 2010, Environmental Protection Act 1990, and all applicable regulations.
15.1 Force Majeure means any event beyond reasonable control, including natural disasters, pandemics, war, terrorism, government actions, infrastructure failures, and cyber-attacks not caused by the affected party's inadequate security.
15.2 Financial difficulty, supplier failure (unless itself caused by Force Majeure), and events caused by the affected party's negligence are excluded.
15.3 The affected party shall notify the other in writing within 48 hours, providing details of the event, its effects, mitigation steps, and estimated duration.
15.4 Obligations directly prevented by Force Majeure are suspended for the duration. Delivery timescales extend proportionately. Payment obligations for completed work remain due. Both parties shall use reasonable efforts to mitigate effects.
15.5 If Force Majeure continues for more than 60 consecutive days, either party may terminate with 14 days' notice. The Client pays for work completed before the event, with no termination fees or compensation payable.
16.1 Disputes shall first be addressed through good faith negotiation: Level 1 (project manager, days 1–14) then Level 2 (senior management, days 15–28).
16.2 If negotiation fails within 28 days, either party may refer the dispute to mediation. The mediator shall be agreed by the parties or appointed by CEDR. Mediator fees are shared equally; each party bears its own representation costs.
16.3 If mediation fails, disputes may proceed to litigation in the courts of England and Wales. Claims are allocated to the appropriate track: Small Claims (up to £10,000), Fast Track (£10,000–£25,000), or Multi-Track (over £25,000).
16.4 Both parties shall continue performing their obligations during dispute resolution unless the Contract has been validly terminated.
17.1 This Contract constitutes the entire agreement between the parties and supersedes all prior negotiations, agreements, representations, and correspondence.
17.2 If any provision is held invalid or unenforceable, remaining provisions continue in full force.
17.3 Failure or delay in exercising any right does not constitute a waiver. Waivers must be in writing.
17.4 The Client may not assign this Contract without the Consultant's prior written consent. The Consultant may assign to any affiliate, subsidiary, or successor in business with 30 days' notice.
17.5 No third party has rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term.
17.6 All notices must be in writing, in English, and properly addressed. Notices may be served by hand, first-class post, recorded delivery, email (during business hours), or courier.
17.7 This Contract is governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the courts of England and Wales.
17.8 No amendment is valid unless in writing and signed by authorised representatives. Electronic signatures are acceptable.
17.9 The parties are independent contractors. Neither has authority to bind the other.
18.1 Both parties shall comply with the Bribery Act 2010, Proceeds of Crime Act 2002, Criminal Finances Act 2017, Modern Slavery Act 2015, and all applicable anti-corruption, anti-slavery, and sanctions legislation.
18.2 Neither party shall offer, give, or accept bribes, facilitation payments, or kickbacks. Reasonable hospitality (typically under £100) is permitted if given openly and transparently.
18.3 Both parties comply with UK sanctions, export controls, and the Equality Act 2010.
18.4 Breach of this Section entitles the non-breaching party to terminate immediately, suspend performance, and claim damages.
18.5 Each party shall disclose actual or potential conflicts of interest within 5 working days of becoming aware.
19.1 Both parties comply with all applicable environmental legislation. The Consultant minimises environmental impact and prioritises renewable energy and low-carbon solutions.
19.2 Sustainable design principles are incorporated where feasible: energy efficiency, low-carbon solutions, future-proofing, material efficiency, and lifecycle considerations.
19.3 The Consultant operates a digital-first policy with all Deliverables in digital format. Physical copies may incur additional charges.
19.4 Travel is minimised through remote surveys, client-provided documentation, and consolidated site visits.
In addition to definitions in Section 1: "Business Day" means a day (other than Saturday or Sunday) on which banks are open in England. "Business Hours" means 09:00–17:00 GMT/BST, Monday to Friday, excluding bank holidays. "Writing" includes email, letter, and any permanent visible form. "Month" means calendar month. "Including" means "including without limitation." References to statutes include amendments and subordinate legislation. Words in singular include plural. "May" indicates discretion; "shall" indicates mandatory obligation. All sums are in Pounds Sterling.
21.1 By signing a Contract of Sale, making payment, commencing use of Services, providing project information, confirming by email, or continuing performance after receiving these Terms, the Client accepts and agrees to be bound by these Terms and Conditions.
21.2 The Client acknowledges that it has read and understood these Terms, has had adequate opportunity to seek independent legal advice, accepts these Terms voluntarily, and has authority to bind itself or the entity it represents.
21.3 Questions and clarifications should be directed to info@zestec-services.com before engagement.
ZESTEC SERVICES LIMITED
Registered Office: 20 Wenlock Road, London, England, N1 7GU
Company Registration Number: 16566434
General Enquiries: info@zestec-services.com
Website: www.zestecservices.com