Business Terms and Conditions of Sale
Grassmats Limited
Last updated: 23 July 2026
1. About these terms
1.1 These Business Terms and Conditions of Sale apply to the sale of goods by Grassmats Limited to business customers.
1.2 Grassmats Limited is registered in England and Wales under company number 12409182. Our registered and trading address is Second Avenue, Radnor Park Industrial Estate, Congleton, Cheshire, CW12 4XJ.
1.3 In these terms, Customer means the business customer purchasing the goods, Goods means the products and associated items supplied by us, Order means the Customer’s order, and Contract means the contract between Grassmats Limited and the Customer.
1.4 By placing an Order, the Customer confirms that it is acting as a business customer and that the person placing the Order has authority to bind the Customer.
2. Basis of contract and precedence
2.1 These terms apply to every quotation, Order and Contract between us and a business customer unless an authorised representative of Grassmats Limited expressly agrees otherwise in writing.
2.2 These terms apply to the exclusion of any terms the Customer seeks to impose or incorporate, including terms appearing on or accompanying a purchase order, supplier approval form, procurement portal, delivery instruction or other Customer document.
2.3 A reference to a purchase order number or other Customer document is for administrative purposes only and does not indicate acceptance of any terms contained in or associated with that document.
2.4 Any variation must be expressly agreed in writing by an authorised representative of Grassmats Limited and must identify the provision being varied.
2.5 A quotation is not an offer capable of acceptance. Unless otherwise stated, it is valid for 30 days and may be withdrawn or revised before an Order is accepted.
2.6 An Order is an offer by the Customer to buy the Goods under these terms. A Contract is formed when we issue a written order confirmation, confirm acceptance by email, or dispatch the Goods, whichever occurs first.
2.7 The Customer must check the order confirmation promptly and tell us immediately about any error.
3. Goods, descriptions and advice
3.1 The Goods will materially correspond with the description in our order confirmation.
3.2 Photographs, illustrations, samples, measurements, weights, colours and descriptions are for general guidance. Minor differences and reasonable manufacturing tolerances do not constitute a defect.
3.3 Rubber, recycled and natural materials may reasonably vary in colour, shade, surface appearance, dimensions, weight, finish or composition.
3.4 Unless we expressly agree in writing to provide a design or specification service, the Customer is responsible for checking quantities, measurements, specifications, suitability, site conditions, ground preparation, drainage, loading requirements and installation requirements.
3.5 Product guidance is based on the information supplied by the Customer. General advice is not a guarantee that Goods will be suitable for every site, condition, load or application.
3.6 The Customer must follow applicable product specifications, installation instructions, maintenance instructions and safety guidance.
4. Prices
4.1 Unless otherwise stated, prices exclude VAT, delivery, offloading and installation. VAT is charged at the applicable rate.
4.2 We may change advertised and future prices at any time. An accepted Order will be supplied at the agreed price unless the Customer changes the Order, supplied inaccurate information, causes additional delivery or handling costs, or the parties agree otherwise in writing.
4.3 Obvious clerical or pricing errors may be corrected. If a material pricing error is found before dispatch, we may offer the Customer the choice of proceeding at the correct price or cancelling the affected Order.
5. Payment
5.1 Payment is due before dispatch unless we have approved credit terms in writing.
5.2 Where credit terms have been approved, payment is due within the period stated on the invoice or order confirmation.
5.3 The Customer must pay invoices in full, in cleared funds and without withholding, deduction, counterclaim or set-off, except where required by law.
5.4 If payment is overdue, we may suspend Orders or deliveries, withdraw or reduce credit, require advance payment, and charge statutory interest, compensation and recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998.
5.5 A disputed invoice must be notified promptly with full details. Any undisputed amount remains payable by the due date.
6. Delivery
6.1 Delivery dates and times are estimates unless we expressly agree in writing that a date or time is guaranteed. Time for delivery is not of the essence.
6.2 We may deliver in separate consignments and invoice each consignment separately.
6.3 Unless otherwise agreed, pallet and heavy-goods deliveries are made to the nearest safe and accessible kerbside or hardstanding at the delivery address.
6.4 The Customer must provide an accurate address, disclose access restrictions, ensure suitable access for the delivery vehicle, arrange a suitable recipient where required, and provide equipment and personnel needed to move the Goods after delivery.
6.5 Delivery is completed when the Goods are unloaded at the agreed location, made available for collection, or handed to a carrier arranged by the Customer.
6.6 Electronic proof of delivery, a carrier record, photograph, GPS data or carrier signature may be relied on as evidence of delivery. We are not required to provide or retain a paper delivery note signed in duplicate.
6.7 If delivery cannot be completed because of the Customer’s act or omission, we may charge storage, waiting time, return transport and redelivery costs.
7. Risk and ownership
7.1 Risk passes to the Customer when delivery is completed.
7.2 Ownership does not pass until we have received payment in full for the Goods and all other amounts due from the Customer.
7.3 Until ownership passes, the Customer must store and protect the Goods, keep them identifiable as our property where reasonably practicable, insure them and not remove identifying marks.
7.4 If payment becomes overdue or the Customer becomes insolvent, we may require the return of Goods that remain our property and, where lawful, enter the Customer’s premises to recover them.
8. Inspection, shortages and delivery damage
8.1 The Customer must inspect the Goods as soon as reasonably practicable after delivery and before installation, cutting, alteration, incorporation into works or onward supply.
8.2 Visible shortages, incorrect Goods or delivery damage should be recorded with the carrier and notified to us in writing within three business days. Concealed transit damage should be notified within seven business days.
8.3 The notice should include the order or invoice number, details of the issue and clear photographs of the Goods and packaging.
8.4 The Customer must retain the Goods and packaging and allow us, the manufacturer or carrier a reasonable opportunity to inspect.
8.5 These notification periods do not prevent a claim for a defect that could not reasonably have been discovered within them, but we are not responsible for loss that could reasonably have been avoided by prompt inspection and notice.
9. Defective Goods
9.1 At delivery, the Goods will materially correspond with their agreed description, be of satisfactory quality, and be reasonably fit for a purpose expressly confirmed by us in writing where the Customer has reasonably relied on our skill and judgement.
9.2 The Customer must notify us promptly after discovering an alleged defect, provide reasonable evidence, and allow us a reasonable opportunity to inspect and investigate before disposing of the Goods, carrying out remedial work or incurring substantial replacement costs.
9.3 If Goods are shown to have been defective when risk passed, we may choose to repair or replace them, issue a credit, or refund the price paid for the affected Goods.
9.4 We are not responsible for normal wear, misuse, overloading, impact, vandalism, accidental damage, incorrect storage or handling, unsuitable installation, unsuitable ground or drainage, failure to follow instructions, use outside specification, unauthorised alteration or repair, or damage after risk passed.
9.5 The Customer must not install or continue using Goods where a defect is reasonably apparent. We are not responsible for avoidable installation, removal or reinstatement costs incurred after the issue should reasonably have been identified.
9.6 Any manufacturer’s warranty is subject to that manufacturer’s conditions.
10. Voluntary 30-day business returns
10.1 We offer business customers a voluntary right to request the return of eligible Goods within 30 days after delivery. This is separate from rights relating to defective, damaged or incorrectly supplied Goods.
10.2 The Customer must obtain written return authorisation before returning Goods.
10.3 Goods must be unused, uninstalled, unaltered, clean, complete, suitably packaged and capable of being resold as new.
10.4 We may refuse returns of bespoke, customised, cut-to-size, specially manufactured, special-order, non-stock, clearance or specifically discounted Goods, and Goods that have been installed, used, marked, damaged or incorporated into other works.
10.5 The original delivery charge is non-refundable. The Customer bears the cost and risk of returning the Goods. Where we arrange collection, the collection and return transport cost will be charged to the Customer or deducted from the credit or refund.
10.6 We may deduct a restocking charge of up to 25% of the net price of returned Goods. This may reflect administration, handling, inspection, repacking, storage and any reduction in resale value.
10.7 Any credit or refund is calculated after receipt and inspection.
10.8 The deductions in this clause do not apply where a return is required because we supplied materially defective or incorrect Goods, except to the extent the Customer caused or increased the loss.
11. Changes and cancellations before delivery
11.1 Once a Contract has formed, the Customer may not cancel or amend it without our written agreement.
11.2 We may require payment of costs and losses already incurred, including supplier cancellation charges, manufacturing costs, transport costs and administration costs.
11.3 Bespoke, cut-to-size, specially manufactured and special-order Goods cannot normally be cancelled once manufacture, cutting, purchasing or allocation has begun.
12. Customer responsibilities
12.1 The Customer is responsible for supplying complete and accurate information, checking quantities and specifications, ensuring suitability, complying with applicable laws and standards, obtaining required permissions and risk assessments, and ensuring installation is completed by competent persons.
12.2 The Customer is responsible for the acts and omissions of its employees, contractors, installers and agents.
13. Liability
13.1 Nothing limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, breach of the terms implied by section 12 of the Sale of Goods Act 1979, or liability that cannot lawfully be limited.
13.2 Subject to clause 13.1, we are not liable for loss of profit, revenue, business, contracts, anticipated savings, goodwill, business interruption, or indirect or consequential loss.
13.3 Subject to clause 13.1, our total aggregate liability arising from or connected with an Order will not exceed the total price paid or payable for the Order giving rise to the claim.
13.4 We are not liable for loss caused by inaccurate Customer information, unsuitable site conditions, incorrect installation or use outside the stated specification.
13.5 The Customer must take reasonable steps to mitigate loss.
14. Suspension and termination
14.1 We may suspend delivery or terminate a Contract by written notice if the Customer fails to pay when due, commits a material breach, becomes insolvent, ceases or threatens to cease trading, or we reasonably believe its ability to pay is materially impaired.
14.2 On termination, all outstanding amounts become immediately due. Termination does not affect rights or liabilities that arose beforehand.
15. Events outside our control
15.1 We are not liable for delay or failure caused by an event outside our reasonable control, including severe weather, fire, flood, epidemic, war, civil disturbance, industrial action, transport or carrier failure, cyber incident, utility failure, government action, import or export restriction, material shortage or supplier failure.
15.2 We may suspend performance for the duration of the event or cancel the affected part of the Contract where performance becomes impracticable.
16. Data protection
16.1 Each party will comply with applicable data protection law when processing personal information in connection with a Contract.
16.2 We may process names, business contact details, billing information, delivery information and other personal information reasonably needed to administer Orders, deliver Goods, collect payment, maintain records and provide support. Further information is in our Privacy Statement.
16.3 Where the Customer supplies information about an employee, customer, delivery recipient or other person, it confirms that it is entitled to provide that information for the relevant purpose.
17. General
17.1 We may use employees, carriers, manufacturers, suppliers and subcontractors to perform our obligations.
17.2 The Customer may not assign or transfer a Contract without our prior written consent. We may assign it to an associated company or as part of a transfer of our business.
17.3 A failure or delay in exercising a right does not waive it.
17.4 If a provision is invalid or unenforceable, it will be modified or deleted to the minimum extent necessary and the remaining provisions continue.
17.5 The Contract is the entire agreement concerning the relevant Order and replaces previous discussions and representations relating to it.
17.6 No person other than us and the Customer has a right to enforce the Contract under the Contracts (Rights of Third Parties) Act 1999.
17.7 Notices may be delivered by hand, prepaid post or email to the latest address notified by the receiving party.
18. Law and jurisdiction
18.1 The Contract and any dispute or claim arising from it are governed by the law of England and Wales.
18.2 The courts of England and Wales have exclusive jurisdiction.
Contact: Grassmats Limited, Second Avenue, Radnor Park Industrial Estate, Congleton, Cheshire, CW12 4XJ. Telephone: 01260 583020. Email: [email protected].
