These Terms govern the use by the Customer of any of the Services that Zembl agrees to provide to the Customer from time to time. Please read these Terms carefully before using the Services.
1.1 The following definitions apply to these Terms and Conditions of Service (the “Terms”):
Contract: means any contract between a Supplier and the Customer.
Customer: means any customer who satisfies the eligibility requirements set out in clause 3 and to whom Zembl agrees to supply any of the Services from time to time.
Existing Supplier: means the Customer’s existing energy retail supplier.
Zembl: means Zembl Pty Limited (ABN: 29 138 847 757), which is a company registered in Australia and which has an office at Level 5, 100 William St, Woolloomooloo, NSW, 2011.
Quotation: means a quotation provided to the Customer by Zembl on behalf a Supplier which sets out the terms and prices upon which a Supplier may be prepared to supply the Supplier Services to the Customer.
Services: the services provided by Zembl, including the Price Comparison Service described in clause 4.1, the Switching Service described in clause 4.3, and the Re-Zembl Service described in clause 4.4.
Site: means the website www.zembl.com.au.
Supplier: means any energy retail supplier as may be selected by Zembl and/or listed on the Site from time to time, including the Existing Supplier (where applicable).
Supplier Services: means the energy retail supply services and/or products as may be agreed to be provided by a Supplier to a Customer from time to time.
2. Application of Terms
2.1 These Terms will apply to the provision of any Service by Zembl to a Customer. Zembl may also ask the Customer to accept additional terms relevant to the provision of certain Services (such as the Re-Zembl service). These will be separately provided to the Customer and will apply in addition to these Terms. If there is a conflict between these Terms and the terms of the other Service, the terms of the other Service will prevail.
2.2 No other terms provided by the Customer, or implied by trade, custom, practice or course of dealing, will apply to the Services unless specifically agreed to by Zembl.
3. Eligibility to use the Services
In order to be eligible to use the Services, the Customer must:
(a) be the owner or occupier of premises (whether residential or business) to which energy is sold or proposed to be sold;
(b) if a business or other enterprise, have an Australian ABN and / or ACN;
(c) if an individual, be aged eighteen years or over; and
(d) be able to provide Zembl with all such relevant information as Zembl may require in order to provide the Services to the Customer.
4. Provision of Services
Price Comparison Service
4.1 If the Customer opts for and Zembl agrees to provide the Price Comparison Service, Zembl will, upon request from time to time from the Customer, provide the Customer with information on Suppliers’ prices. Zembl will use its reasonable endeavours to secure favourable and competitive prices on behalf of the Customer and will provide the Customer with relevant Quotations obtained from the Suppliers for consideration by the Customer. Zembl and the Supplier reserve the right to revise, amend or withdraw any Quotation at any time upon informing the Customer.
Facilitating new Supply arrangements
4.2 If the Customer opts for and Zembl agrees to provide the Switching Service or the Re-Zembl Service, the Customer allows Zembl to facilitate the switching of the Customer to a new Supplier, or to new or renewed arrangements with its Existing Supplier.
4.3 The Switching Service will involve seeking and obtaining the Customer’s consent to a new Contract with a Supplier for the supply and purchase of the Supplier Services.
4.4 The Re-Zembl Service will involve Zembl acting as the Customer’s agent to source and enter into Contracts with Suppliers on the Customer’s behalf, on an ongoing basis (as and when they are due to expire or be renewed), until Zembl’s authority is revoked by the Customer.
5. Contracts with Suppliers
5.1 The Customer acknowledges that by entering into a Contract with a Supplier, the Customer will be contracting directly with the Supplier and not with Zembl. The Customer agrees that Zembl is not liable in any way in relation to any transactions, dealings or arrangements of any kind made between the Customer and any Supplier and that any such transaction, dealing or arrangement (including any payment obligations of the Customer) is the Customer’s sole risk and responsibility.
5.2 It is the Customer’s responsibility to ensure that all the Customer information under the Contract is true, accurate, complete, reliable and current in all respects and to inform Zembl promptly if there are any errors. If any of the Customer information needs to be amended or rectified, this may result in the provision of Supplier Services being delayed or rejected by the Supplier.
5.3 Zembl will not be responsible for any delay or failure caused by any Supplier or Existing Supplier in relation to effecting any transfer between Suppliers or Supplier Services.
5.4 While Zembl will use all reasonable endeavours to secure new Supply Contracts at competitive prices, the extent of any savings under any Supply Contract will be dependent on a number of matters, not all of which can be predicted at the time of entering into the Supply Contract.
6.1 Zembl will provide the Services completely free of charge.
6.2 Zembl receives payments from Suppliers, who pay a commission to Zembl once a new Supply Contract successfully begins.
7. Contacting the Customer
Either the Customer or Zembl may terminate the Services at any time.
9. Limitation on Liability
9.1 Zembl will exercise reasonable skill and care in providing the Services. However, the performance of the Services by Zembl may be dependent upon third parties (including Suppliers and Existing Suppliers) and Zembl is not able to guarantee or accept any responsibility for any failure or delay caused by such third parties or for any inaccurate, incomplete or unreliable information provided to the Customer by such parties via Zembl.
9.2 The Customer agrees that, subject to clauses 9.3 and 9.4:
(a) Zembl will not be liable to the Customer for any claim by the Customer (for which Zembl may otherwise be legally liable) that is not submitted in writing within 3 months of the Customer becoming aware of the relevant circumstances; and
(b) Zembl’s total liability for all losses of whatever nature suffered by the Customer for which Zembl may be legally liable is limited to the lesser of: (i) the Customer’s actual loss; and (ii) the commission earned by Zembl from the Supplier as a result of Zembl securing and finalising the Contract between the Supplier and the Customer.
9.3 Subject to clause 9.4, the Customer agrees that Zembl will not be liable for any: (a) indirect loss, claim or damage, or any punitive, special, incidental or consequential damages of any kind; (b) loss of profit or savings; (c) loss or corruption of data or information; (d) loss of contracts, business or opportunity; (e) damage to goodwill or reputation; in each case whether direct or indirect and in each case whether based in contract, tort (including negligence), strict liability, or otherwise, arising out of or in connection with the Services, in each case even if Zembl has been forewarned or is aware of the possibility of such loss or damage.
9.4 Zembl does not exclude or limit its liability (if any) in any way:
(a) for death or personal injury caused by Zembl’s negligence;
(b) for fraud or fraudulent misrepresentation; or
(c) for any matter from which it is unlawful to exclude, or attempt to exclude, Zembl’s liability, including under any consumer guarantees under the Australian Consumer Law.
10. Force majeure
10.1 Zembl will not be liable to the Customer if Zembl is prevented from or delayed in performing any of its obligations in relation to the provision of any of the Services, or from carrying on its business, by acts, events, omissions or accidents beyond Zembl’s reasonable control.
11. Transfer of rights and obligations
11.1 The Customer may not transfer, assign, charge or otherwise dispose of any of its rights or obligations arising under these Terms without Zembl’s prior written consent.
11.2 Zembl may at any time assign any of its rights under these Terms to a third party, charge any of its rights under these Terms in favour of a third party, engage subcontractors to perform any part of the Services, or novate its rights and obligations under these Terms to a third party on terms specified by Zembl, without the Customer’s consent.
12. Governing Law and Jurisdiction
12.1 These Terms are governed by the laws of the State of New South Wales, Australia.
12.2 Each party submits to the exclusive jurisdiction of courts exercising jurisdiction in New South Wales and courts of appeal from them in respect of any proceedings arising out of, or in connection with, the Services. Each party waives any objection to the venue of any legal process in these courts on the basis that the process has been brought in an inconvenient forum.
13. Changes in Supplier pricing
13.1 Zembl makes its price comparisons and recommendations based on Suppliers’ pricing at the point at which it is offered by Suppliers. Customers should be aware that many Suppliers include terms permitting the Supplier to change the pricing during the Contract in some circumstances.
14. Customer Savings Guarantee
14.1 Zembl provides a Customer Savings Guarantee to all Customers that receive a comprehensive bill comparison and change Suppliers by using the Zembl Switching Service. The Customer Savings Guarantee is intended to provide the Customer with the confidence that the new Supplier they choose will save them money, and is likely to do so for the following 12 months. However, this guarantee does not apply to the Re-Zembl Service; a separate “Re-Zembl Assemble Guarantee” instead applies to that Service, as described in the terms for that Service separately provided to the Customer.
14.2 Should any Customer consider that a saving was not achieved after a period of 12 months under the new Supplier, then the Customer must present its bills for the preceding 12 months to Zembl. Zembl will analyse those bills and compare:
(a) the Customer’s total charges in those bills for the preceding 12 months; with
(b) what the Customer’s total charges would have been for that same 12-month period, had the Customer remained with the Existing Supplier on its existing product (but at the new prices for that product that would have applied, and the Customer’s actual consumption, for those 12 months).
Should Zembl conclude that the Customer did not save money as a result of using the Zembl Service, then Zembl will provide the Customer with $100 off the Customer’s next energy bill.
15. Amending these Terms
15.1 Zembl may amend these Terms from time to time, to reflect Zembl’s reasonable business needs, by updating the Site. Any amendment will apply to Services provided after the date of publication.