Last updated: 22/10/24

“Octopus Electric Vehicles”

Means Octopus Electric Vehicles Limited (Also referred in this contract as “us”, “our” and “we”) with company number 10754317, specialising in the financing and supply of electric vehicles, selling domestic, destination and workplace charge points, and providing salary sacrifice schemes, with its registered address at UK House, 5th Floor, 164-182 Oxford St, London, W1D 1NN. Octopus Electric Vehicles Limited is authorised and regulated by the Financial Conduct Authority, registration number 809736.

“Octopus Energy”

Means Octopus Energy Limited with company number 09263424. Renewable energy provider and sister company to Octopus Electric Vehicles.

“Individual Customer Referrer”

Individuals who have been issued with a Personalised URL by Octopus Electric Vehicles (OEV) also referred to in this contract as "you" and "your".

“Personalised URL”

A unique URL created by Octopus Electric Vehicles for you to share with Referral Clients so that they can register their interest in our products and services, submit their contact information, and agree to the terms and conditions of being a Referral Customer.

"Product"

An Octopus Electric Vehicles product or service, as detailed in the rewards table in clause T&C clause 1.1.

“Referral Client”

A contact of the Partner, who were introduced to Octopus by an Individual Customer Referrer, and who Octopus are not already engaged with, and whose application for a Product from us was accepted;

"Lead"

Defined as any potential Referral Client introduced to Octopus by the Partner, who Octopus are not already engaged with;

"Delivered Vehicle"

A vehicle is considered to be delivered once it is signed for by a Referral Client and has been with the Referral Client for a period of 7 days;

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1. From time to time we may offer a referral scheme which offers rewards to you, (or if agreed between us, to be paid to the Referral Client directly) that you introduce to us once they have contracted with us for, and taken delivery of one or more of the following Products:
   1. The lease of an electric vehicle for personal use, through business contract hire, salary sacrifice schemes or personal contract hire;
2. To make referrals and generate rewards accordingly, we will provide you with a Personalised URL which you can provide to potential Referral Clients, for them to register their interest in our products. Rewards will only be issued if the Referral Client submits their information via your Personalised URL or it is provided to the Octopus Electric Vehicles team when the Referral Client first reaches out to discuss vehicle options.
3. You and the Referral Clients you refer to us will not be eligible for a reward under the referral scheme if:
   1. We have reason to believe you are sending or advertising your Personalised URL to parties who are not known to you;
   2. You are making the claim retrospectively for customers who had already taken a Product before you or they were given your Personalised URL, or who had failed to provide the Personalised URL to us at the first point of contact with us;
   3. You refer someone to us who is already an Octopus Electric Vehicles client or customer or who has already interacted with us or our staff or those of our affiliate companies;
   4. You are referring customers to switch to an Octopus Energy energy tariff or other product that is not a Product. Octopus Electric Vehicles does not offer a referral reward for energy switches. Octopus Energy has its own referral scheme for energy supply switching and anyone wishing to participate in their referral scheme should contact them directly at https://octopus.energy/blog/octopus-referrals/
4. This Affiliate Referral Scheme is intended to introduce new Referral Clients to Octopus Electric Vehicles. You can't use your Personalised URL codes for additional leases or renewals you take out yourself, or with any of your group companies.
5. The Individual Customer Referrer is not appointed as our exclusive referrer, and we may appoint other persons to introduce leads for similar or related arrangements.
6. We reserve the right to make changes to or cancel this Affiliate Referral Scheme at our discretion at any time. In the event we change or cancel the scheme, we will provide you with 14 days’ notice by publishing such changes on our website. In this instance, we will still honour existing referral payments in respect of Client Referrals made where a contract for a Product has been entered into between us and the Referral Client prior to the termination date and payments to you will be made in line with these terms and conditions and relevant eligibility criteria.
7. You (and where applicable the Referral Clients you introduce to us) will only be eligible for a reward in respect of vehicles delivered by us to the Referral Client(s) within the the period of 12 months following the date of the relevant Referral Client’s first agreement with Octopus. Rewards provided to you or the Referral Client will expire within one year of the date of the first agreement we enter into with the Referral Client for a Product if you have not invoiced us for such payments by that date.
8. By agreeing to these terms and conditions, you are agreeing to the rewards listed below and the basis on which they have been calculated:
   1. Per electric vehicle purchased or leased (as per clause 1.1), the reward payment to you will be £100 exclusive of VAT per Delivered Vehicle.
   2. Where there is an Early Termination of a vehicle, we shall not owe a reward, and if paid already will be deducted from future rewards owed to you.
   3. In the event you have any dispute in respect of the reward, you must advise us of the dispute, with full details, we will then endeavour to resolve the dispute as soon as reasonably practicable.
9. Your right to a reward is personal to you and is non-transferable.
10. You won't be eligible to refer customers to us under the referral scheme if:
    1. You're currently employed by Octopus Energy Group Limited or any of its affiliate or subsidiary companies;
    2. The person you refer is currently employed by Octopus Electric Vehicles Limited or any other company within the Octopus Energy group.
11. Our only liability to you shall be to pay the reward amount as set out in these terms and conditions, we shall have no other liability to you under this arrangement. Nothing in this agreement is intended to limit our liability in relation to death or personal injury caused by our negligence, or otherwise to the extent it can not lawfully be excluded.
12. The Parties agree that this Agreement is for the provision of introduction services only and not one under which the Individual Customer Referrer has any continuing authority to negotiate, or to negotiate and conclude, the sale or purchase of any products or goods on our behalf. The Parties undertake to one another that they have contracted on the basis that the Commercial Agents (Council Directive) Regulations 1993 (the “CAR”) do not apply, nor ever will apply, and it is not the intention of either Party that the CAR shall govern their relationship howsoever arising under this Agreement. The Individual Customer Referrer undertakes and agrees that it does not now have any entitlement to make, nor shall it have any entitlement to make any claim against us for an indemnity or compensation under the CAR, and shall indemnify us to the extent the that it seeks to make such a claim contrary to the assurances in this clause.

If you have any questions about the T&Cs outlined above, please get in touch either via partnerships@octopusev.com or 0203 870 3892.

Your Obligations as a Partner / Affiliate with Octopus Electric Vehicles

You shall use reasonable endeavours to promote our Products, at a minimum with us to be named/profiled on your website (if applicable), subject to any use of our brand to be in line with our brand guidelines and the messaging to be agreed with us in advance of publication (or using pre-agreed promotional materials we have provided to you, to be used without amendment). We hereby confirm that we authorise you to use our logo for this purpose, and no other purpose. A copy of our logo and the Brand Guidelines are available at https://octopusev.info/brand-guideline. We may withdraw our consent for you to use our brand at any time, and if we notify you of this you agree to remove any reference to our brand on your publications within 5 days of such request.

You shall ensure that your representatives, employees, contractors and agents shall comply with all of your obligations under this Agreement.

You shall ensure that you have obtained all necessary data subject consent for any Personal Data shared with us and processed in connection with this agreement and that associated records are maintained.

You will at all times act in our best interests and not do or say anything which could damage our reputation or goodwill.

Our Obligations to You

We will generate a report of Delivered Vehicles to You, and You will invoice us on a quarterly basis for these vehicles for the provided sum as is specified in our quarterly report within one month of such report being issued to you. Invoices should be sent to partnerships@octopusev.com

We will provide you with materials that we agree you can publish on your website about our Products and relevant information to signpost potential Referral Customers to. You may not amend the materials we provide to you, or use them for any purpose other than in accordance with these terms and conditions. You shall not publish any other information or reference to Octopus Energy without our prior written approval.

Mutual Obligations between both You and Us

All information provided by one party to the other under or in connection with these terms and conditions (Confidential Information) shall be considered confidential unless otherwise specified in writing by the party who is providing such information. Confidential Information shall remain the disclosing party’s exclusive property. Each party shall receive and maintain all Confidential Information in confidence, not disclose it to any other person, and use it only for the purposes of this Agreement.

Neither party shall make any press releases, publications or announcements about this Agreement or the relationship between the parties without the prior written approval of the other party.

Force Majeure

Neither party shall be liable for delay in, or failure to, perform their obligations to the extent that the delay or failure results from circumstances outside their reasonable control other than lack of funds and they have notified so the other party. If the delay or failure persists for more than 28 days either party shall be entitled to serve notice terminating the Agreement.

Entire Agreement

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and expressly excludes any representation, warranty, condition or other undertaking implied by law or by custom and supersedes all previous agreements and understandings between the Parties with respect thereto.

Third Party Rights

The parties to this Agreement do not intend that any of its terms will be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person not a party to it.

Assignment

Neither party shall assign, novate or otherwise transfer any of its rights or obligations under this Agreement without with the prior written consent of the other party.

Severance

Each of these terms shall be a separate provision applying and surviving even if for any reason one or other of the said provision is held inapplicable or unreasonable in any circumstances.

No Bribery

Neither party shall engage in any activity, practice or conduct which could constitute, facilitate or cause (in whole or in part) the commission of an offence under the Bribery Act 2010, and will at all times have in place suitable policies and procedures designed to prevent the same.

Variation

We may modify these terms and conditions from time to time by publishing an update on our website, in such circumstances the change shall take effect from the date of publication and shall apply to any leads submitted after the date that such update is published.

Governing Law

Any dispute or claim arising under the Agreement (whether contractual or non-contractual) shall be submitted to resolution in accordance with English Law and the English Courts shall have exclusive jurisdiction.