Updated 22/07/2026
1. Definitions And Contract Formation
In these Terms and Conditions:
**“Company”, “we”, “us” or “our”** means Fabric Covered Shutters.
**“Buyer”, “Customer” or “you”** means the person or entity purchasing goods or services from the Company.
**“Proposal”** means our quotation, order confirmation, specification, drawings, measurements, fabric details and/or other documents describing the goods and services to be supplied.
**“Goods”** means the shutters and any associated products manufactured or supplied by us.
Payment of a deposit constitutes acceptance of the Proposal and these Terms and Conditions and creates a binding contract between the Buyer and the Company.
Where no deposit is requested or paid, a binding contract shall arise when the Buyer accepts the Proposal, confirms an instruction to proceed, supplies materials for the order, or otherwise clearly authorises the Company to commence work.
These Terms and Conditions, together with the accepted Proposal and any subsequently agreed written variations, constitute the entire agreement between the parties.
In the event of any inconsistency, the specific terms stated in the Proposal shall take precedence over these general Terms and Conditions.
2. Bespoke And Made-To-Measure Goods
Our shutters are individually manufactured to the Buyer’s requirements and may be made to specific dimensions, configurations, fabric selections and other personalised specifications.
The Buyer is responsible for carefully checking all dimensions, specifications, drawings, fabric selections, opening configurations and other information contained in the Proposal before approving the order.
Once manufacture, procurement or other work relating specifically to the order has commenced, changes may not be possible and may incur additional charges.
Where applicable under consumer law, statutory cancellation rights that would ordinarily apply to distance or off-premises contracts may not apply to goods made to the consumer’s specifications or clearly personalised.
Nothing in these Terms affects any statutory rights that cannot lawfully be excluded or restricted.
3. Deposits And Cancellation
Unless otherwise stated in the Proposal, any deposit requested is a payment on account towards the total contract price and authorises the Company to incur costs and commence work in connection with the order.
Because our products are bespoke, the Company may incur design, administration, procurement, labour, material and manufacturing costs shortly after an order is accepted.
If the Buyer requests cancellation after the contract has been formed, the Company will assess the cancellation taking into account the stage reached and the losses reasonably arising from the cancellation.
The Buyer may be required to pay reasonable costs and losses resulting directly from the cancellation, including, where applicable:
- design, survey and administration work already undertaken;
- materials, fabric, components or services ordered or committed to;
- manufacturing work already completed or commenced;
- non-recoverable third-party costs;
- reasonable costs associated with cancelling or modifying existing
commitments; and
- any other loss that the Company is legally entitled to recover.
Any amount retained from a deposit or otherwise charged following cancellation shall not exceed the amount the Company is lawfully entitled to recover.
Where work completed and costs incurred exceed the deposit already paid, the Company reserves the right to invoice the Buyer for any additional amount lawfully due.
The Company will take reasonable steps to mitigate its losses where required by law.
4. Measurements And Customer-Supplied Information
Where the Buyer, their representative or any third party supplies measurements, dimensions, templates, drawings or other specifications, the Company is entitled to rely upon that information as accurate.
The Buyer is responsible for ensuring that all such information is correct and complete.
The Company shall not be responsible for additional costs, remanufacture, alterations, delays or other losses arising from inaccurate or incomplete information supplied by or on behalf of the Buyer, except where the Company has expressly accepted responsibility in writing for taking or verifying the relevant measurements.
Any corrective work required as a result of incorrect customer-supplied information may be charged separately.
5. Customer-Supplied Fabric
Where the Buyer elects to supply their own fabric, the Buyer remains responsible for the selection, purchase, quality and inherent characteristics of that fabric, except where responsibility is expressly accepted by the Company under the optional Fabric Checking Service described below.
Before production begins, the Company may require a physical sample of the proposed fabric to assess its general suitability for the Company’s manufacturing process.
Approval of a sample is a preliminary assessment only. It does not constitute inspection or approval of the full quantity of fabric subsequently supplied and does not constitute a warranty as to the fabric’s quality, condition, consistency or freedom from defects.
5.1. Standard Service – Customer-Supplied Fabric Not Checked
Unless the Buyer purchases the Fabric Checking Service, customer-supplied fabric is accepted for manufacture on the basis that the Buyer accepts responsibility for its quality, condition and suitability.
The Company may carry out a general visual assessment while handling, cutting and manufacturing the fabric but is not required to inspect the full length of the fabric specifically for defects before manufacture.
Accordingly, the Company shall not be responsible for defects or problems inherent in customer-supplied fabric that were not caused by the Company, including, without limitation:
- weaving, printing or manufacturing defects;
- marks, contamination or damage present before receipt;
- colour or dye variation;
- irregular or inaccurate pattern repeats;
- pattern or print misalignment;
- variations in usable width;
- shrinkage, stretching or dimensional instability;
- fading or lack of colourfastness;
- inconsistencies occurring within or between fabric rolls; or
- other latent or inherent defects or characteristics of the fabric.
If such a problem becomes apparent before or during manufacture, the Company will notify the Buyer where reasonably practicable. The Buyer may be required to provide replacement fabric and any resulting delay may extend the estimated completion date.
Where work has already reasonably been undertaken before an inherent fabric defect becomes apparent, the Company shall not be responsible for the cost or value of the customer-supplied fabric or for remanufacturing necessitated solely by that defect, except where the Company failed to exercise reasonable care and skill in carrying out its own services.
5.2. Optional Fabric Checking Service – £6 Per Linear Metre
The Buyer may elect to purchase the Company’s Fabric Checking Service at a charge of £6 per linear metre of fabric inspected.
Where this service is purchased, the Company will inspect the fabric with reasonable care and skill before manufacture for reasonably identifiable visible defects and characteristics relevant to its intended use in the manufacture of Fabric Covered Shutters.
The inspection may include, where reasonably applicable:
- visible marks, damage or contamination;
- obvious weaving or manufacturing defects;
- significant print irregularities;
- obvious inconsistencies in pattern repeat;
- significant pattern or print misalignment;
- usable fabric width;
- obvious inconsistencies between sections of fabric; and
- other visible characteristics that, in the Company’s reasonable
professional judgement, may materially affect manufacture or the finished appearance of the shutters.
If the Company identifies a material concern during the inspection, the Buyer will be informed before the affected fabric is used wherever reasonably practicable.
The Buyer may then be asked to approve its use, provide replacement fabric or obtain advice from the fabric supplier.
5.3. Responsibility Where The Fabric Checking Service Is Purchased
Where the Buyer has purchased the Fabric Checking Service and the Company fails, through a lack of reasonable care and skill, to identify a material defect that should reasonably have been identified during the agreed inspection, the Company will accept responsibility for putting right the resulting manufacturing issue in accordance with the Buyer’s applicable legal rights.
This responsibility applies only to defects that were reasonably capable of being identified by the agreed visual and practical inspection before manufacture.
The Fabric Checking Service is not a laboratory, technical or destructive test and does not guarantee that the fabric is free from all defects or suitable in every respect.
The service does not cover defects or characteristics that could not reasonably be identified by visual and practical inspection, including latent defects, future fading, long-term durability, chemical composition, colourfastness, shrinkage or dimensional changes occurring later, reactions to environmental conditions, or other properties requiring specialist or laboratory testing.
Nothing in this clause excludes or restricts liability that cannot lawfully be excluded or restricted.
5.4. Customer Decision
The Fabric Checking Service is optional.
Where the Buyer chooses not to purchase the service, the Buyer acknowledges that the Company has not been engaged or paid to undertake a systematic inspection of the full quantity of customer-supplied fabric before manufacture.
The distinction between the standard service and the Fabric Checking Service reflects the additional time, handling, inspection and responsibility undertaken by the Company when the checking service is purchased.
6. Fabric Quantities
Any estimate of fabric quantity supplied by the Company is given in good faith based upon the information available at the time.
Unless expressly agreed otherwise in writing, fabric quantities are estimates only and may be affected by pattern repeat, usable fabric width, flaws, pattern placement, matching requirements and manufacturing tolerances.
The Buyer should not order fabric solely on the basis of an estimated quantity without allowing an appropriate margin where advised.
No fabric is included in the price unless expressly stated in the Proposal.
7. Variations And Changes
Any alteration requested by the Buyer after acceptance of the Proposal may result in additional charges and/or changes to the estimated completion date.
The Company will notify the Buyer of any material additional cost before carrying out substantial additional work where reasonably practicable.
Once bespoke manufacture has commenced, requested alterations may not be technically or commercially possible.
Where a change requires goods or components already manufactured to be remade, the Buyer may be responsible for the reasonable cost of the original work as well as the replacement work.
8. Delivery And Completion Dates
Any delivery, manufacture or installation date provided by the Company is an estimate unless expressly agreed in writing as a guaranteed date.
The Company will use reasonable endeavours to meet estimated timescales.
Time shall not be of the essence of the contract unless expressly agreed in writing.
The Company shall not be liable for delay caused by circumstances outside its reasonable control, including delays or failures involving fabric suppliers, couriers, manufacturers, transport providers, material shortages, industrial action, adverse weather, illness, accidents, import or customs delays or other third-party suppliers.
Where such circumstances occur, the Company shall be entitled to a reasonable extension of time.
Nothing in this clause limits any statutory rights the Buyer may have where the Company fails to supply the Goods within a period required by applicable consumer law.
9. Staged Invoicing
The Company reserves the right, where appropriate, to invoice the Proposal in stages according to work completed, materials procured or identifiable stages of manufacture.
Any deposit already paid may be apportioned against the relevant stage or final invoice at the Company’s reasonable discretion, provided that the Buyer receives full credit for all sums paid.
10. Delivery, Collection And Risk
Risk of loss of or damage to the Goods shall pass to the Buyer when the Goods come into the physical possession of the Buyer or a person identified by the Buyer to take possession of them, subject to applicable consumer law.
Where the Buyer independently appoints a carrier or other person to collect the Goods and that carrier was not offered or arranged by the Company, risk may pass when the Goods are delivered to that carrier, where permitted by law.
Any loss or damage occurring after risk has lawfully passed to the Buyer shall not extinguish or reduce any outstanding payment obligation.
11. Installation And Site Conditions
Where installation is included, the Buyer is responsible for ensuring that reasonable access to the installation location is available at the agreed time and that the premises are safe and reasonably suitable for installation.
Unless expressly included in the Proposal, the Company is not responsible for rectifying pre-existing defects or irregularities in walls, window openings, floors, ceilings, frames or surrounding structures.
Bespoke shutters may require reasonable installation tolerances and adjustments to accommodate variations in existing buildings, particularly older properties where openings may not be square, level or uniform.
Where installation cannot proceed because the site is inaccessible, unsafe, incomplete or materially different from information previously supplied, the Company may charge reasonable additional costs incurred as a result.
12. Payment
Unless otherwise stated in the Proposal, the balance of the contract price is due on delivery, collection or completion of installation, as applicable.
The Buyer may not withhold payment of an undisputed amount because of a minor defect or issue that the Company has agreed to inspect or remedy.
Where part of an invoice is genuinely disputed, the undisputed portion remains payable when due.
13. Late Payment
If an amount remains unpaid after its due date, the Company reserves the right to charge reasonable interest on the overdue amount where permitted by law.
For consumer contracts, any interest charged shall be fair, proportionate and legally enforceable.
For business-to-business contracts, the Company reserves all rights available under the Late Payment of Commercial Debts (Interest) Act 1998 and any other applicable legislation, including the right to claim statutory interest, fixed compensation and reasonable recovery costs where applicable.
The Buyer shall also be responsible for reasonable and legally recoverable costs incurred by the Company in recovering overdue sums.
14. Ownership Of Goods
Legal title to the Goods shall remain with the Company until the Company has received payment in full of all sums properly due in respect of those Goods, to the extent permitted by law.
Risk and ownership may therefore pass at different times.
Nothing in this clause gives the Company an unrestricted right to enter residential premises or other private property without lawful authority or the consent of the occupier.
Where payment remains outstanding, the Company reserves the right to exercise any lawful remedy available to it for recovery of the Goods or sums due.
15. Inspection And Notification Of Problems
The Buyer should inspect the Goods as soon as reasonably practicable following delivery or installation and notify the Company promptly of any apparent damage, defects or discrepancies.
Prompt notification assists the Company in investigating and resolving any issue but does not affect statutory consumer rights.
Damage occurring after delivery or installation as a result of misuse, accidental damage, inappropriate cleaning, unauthorised alteration, environmental conditions or failure to follow care instructions is not considered a manufacturing defect.
16. Warranty
In addition to any statutory rights, the Company provides a twelve-month warranty covering defects in materials supplied by the Company and workmanship carried out by the Company.
The warranty does not cover:
- fair wear and tear;
- accidental or deliberate damage;
- misuse or neglect;
- damage caused by damp, condensation, excessive heat, sunlight or
unsuitable environmental conditions;
- natural characteristics, ageing or deterioration of fabrics;
- customer-supplied fabrics or materials, except to the extent
responsibility is expressly accepted under the Fabric Checking Service or otherwise required by law;
- faults arising from inaccurate information or measurements supplied
by the Buyer; or
- alterations, repairs or adjustments carried out by persons not
authorised by the Company.
Where a valid warranty claim arises, the Company will assess the appropriate remedy, which may include repair, replacement or another reasonable remedy.
Nothing in this warranty excludes or restricts any statutory rights or remedies available to a consumer under applicable law.
17. Bespoke Nature, Handmade Characteristics And Tolerances
The Buyer acknowledges that the Goods are bespoke and may incorporate handmade, upholstered and natural materials.
Minor variations in dimensions, tension, alignment, fabric positioning, pattern placement, texture, colour and finish may occur as an inherent consequence of bespoke manufacture and shall not constitute a defect where they fall within reasonable manufacturing tolerances and do not materially affect the appearance or normal use of the Goods.
Where multiple panels are manufactured, reasonable efforts will be made to achieve visual consistency and pattern alignment, but absolute uniformity cannot be guaranteed, particularly where fabric characteristics or the dimensions of the installation prevent it.
18. Liability
Nothing in these Terms excludes or limits liability where it would be unlawful to do so, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any statutory consumer rights that cannot legally be excluded.
Subject to the above, the Company shall not be responsible for losses caused by matters outside its reasonable control or by inaccurate information, unsuitable materials or instructions supplied by the Buyer.
The Company shall not be liable for indirect or consequential losses where such liability may lawfully be excluded.
Where the Buyer is acting in the course of a business rather than as a consumer, additional limitations of liability stated in the Proposal may apply.
19. Intellectual Property
All intellectual property rights belonging to the Company, including designs, drawings, technical details, manufacturing methods, photographs, illustrations, specifications, documents, website content and other proprietary materials, remain the property of the Company or its licensors.
No sale of Goods transfers ownership of the Company’s intellectual property to the Buyer.
The Buyer shall not reproduce, commercially exploit, manufacture from, distribute or provide to a third party any proprietary design, drawing or technical material belonging to the Company without prior written permission.
The Company reserves the right to take such action as it considers appropriate to protect and enforce its intellectual property rights.
20. Photographs And Portfolio Use
Unless otherwise agreed, the Company may photograph completed Goods for internal records, quality control and portfolio purposes.
Photographs that identify the Buyer, reveal personal information or materially identify a private residential property will not be used publicly without appropriate permission where such permission is required.
21. Events Outside Our Reasonable Control
The Company shall not be responsible for failure or delay in performing its obligations where caused by circumstances outside its reasonable control.
Such circumstances may include natural disasters, fire, flood, severe weather, epidemic or pandemic, war, civil disturbance, industrial disputes, interruption to transport, supply-chain disruption, failure of utilities, government action or significant failure by third-party suppliers.
The Company will take reasonable steps to minimise the effect of such circumstances and resume performance when reasonably possible.
22. Consumer Rights
Nothing in these Terms and Conditions is intended to exclude, restrict or reduce any rights or remedies that the Buyer has under the Consumer Rights Act 2015, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 or other applicable consumer protection legislation.
Where any provision of these Terms conflicts with a statutory right that cannot legally be excluded, the statutory right shall prevail.
23. Severability
If any provision or part of a provision of these Terms is found by a court or competent authority to be invalid, unlawful or unenforceable, that provision shall be treated as modified or removed to the minimum extent necessary.
The remaining provisions shall continue in full force and effect.
24. No Waiver
If the Company does not immediately enforce any right under these Terms, this shall not constitute a waiver of that right.
Any waiver relating to one breach shall not constitute a waiver of any subsequent breach.
25. Governing Law And Jurisdiction
These Terms and Conditions and any contract between the Buyer and the Company shall be governed by the laws of England and Wales.
Where the Buyer is a consumer, nothing in this clause deprives the Buyer of any mandatory rights regarding jurisdiction available under applicable law.
Where the Buyer is acting in the course of a business, the courts of England and Wales shall have exclusive jurisdiction unless otherwise agreed in writing.
Customer-Supplied Fabric — Order Selection
Where customer-supplied fabric is being used, the Buyer should select one of the following options as part of the order acceptance process:
FABRIC CHECKING SERVICE – £6 PER LINEAR METRE
I would like Fabric Covered Shutters to inspect my fabric before manufacture in accordance with the Fabric Checking Service terms. I understand the scope and limitations of the inspection as described in these Terms and Conditions.
NO FABRIC CHECKING SERVICE
I do not require Fabric Covered Shutters to carry out a systematic inspection of my fabric. I understand that I remain responsible for defects, suitability and inherent characteristics of customer-supplied fabric, subject to Fabric Covered Shutters exercising reasonable care and skill in providing its manufacturing services.
Fabric Covered Shutters · Pidgeon Box Farm, Rodley, Gloucestershire GL14 1QZ