Terms and conditions for an upholsterer

An upholsterer's terms have to deal with property that belongs to the customer, a price agreed before anyone has seen inside the frame, fabric ordered in and cut, and a finished piece sitting in the workshop waiting to be collected. I draft customer terms around how your workshop actually runs, for a fixed fee of £995, delivered in five working days.

Who this is for

Re-upholsterers, furniture restorers, workshops doing contract and marine upholstery, and businesses that combine re-covering with frame repair and polishing, anywhere in England and Wales, whether you trade as a sole trader or a limited company. Most take work from homeowners and also from interior designers, hotels and pubs. The law treats consumers and business customers very differently, so one set of terms has to be written with both in mind.

What matters in an upholsterer's terms

The estimate given before the cover comes off

Nobody can price a re-upholstery job properly until the old cover, wadding and hessian are off. Broken joints, woodworm, perished webbing, collapsed springs and previous repairs made with staples and glue only appear at that point, and the customer has already been quoted a figure. Your terms should say that the quoted price covers the work described, that you will stop and report what you find, and that further work is chargeable only once the customer has agreed it in writing. Photographs sent before the extra work starts settle most of these arguments before they begin.

Fabric, metreage and the customer's own material

Fabric causes more upholstery disputes than frames do. Your terms should cover metreage estimates and who pays when more is needed, pattern repeats and centring, variation between dye lots and rolls, and the fact that a natural fabric or a hide will not match a sample exactly. Where the customer supplies their own material, say plainly that you do not warrant its suitability, durability or fire performance, that you rely on what its supplier states about it, that cutting is at the customer's risk, and that your labour remains payable if their fabric turns out to be flawed or short.

Deposits and the homeowner's cancellation rights

Most domestic work is agreed in the customer's home or over the phone and by email, which brings the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 into play and gives the consumer fourteen days to cancel. Goods made to the consumer's specification sit outside that right, and fabric cut for their frame usually will, but the position has to be explained to them properly before you start. Order fabric or begin stripping inside the period without their express request and you may find you have worked for nothing. Where the cancellation information is never given, the period can extend by up to a year.

Holding somebody else's furniture

From collection until delivery you are looking after property that belongs to someone else and is often worth far more than your invoice. A Georgian chair, a designer sofa or a piece the customer's grandmother owned creates an exposure that a re-covering fee will never cover. Your terms should require the customer to declare items of unusual value before you collect, record an agreed value, set out what your insurance covers in the workshop and in transit, and be honest about workshop risks. Against a consumer the Consumer Rights Act 2015 will not let you limit liability for the service to less than the price.

Collection, storage and the final balance

Finished furniture that nobody collects occupies workshop space you need for the next job. Your terms should set a collection or delivery window, a notice procedure when the deadline passes, a storage charge that starts after it, and a clear statement that the balance falls due on completion rather than on collection, so a customer cannot postpone payment by leaving the suite with you. Keep the storage charge proportionate and flag it prominently: the Consumer Rights Act 2015 treats disproportionate default charges with suspicion, and a charge in small print the customer never had a real chance to see will not bind them.

Trade, contract and hospitality customers

Interior designers, hotels, pubs, restaurants and furniture retailers buy on different terms from homeowners. They send purchase orders, pay in arrears and expect lead times, batch consistency and a liability cap. For those customers the Late Payment of Commercial Debts (Interest) Act 1998 gives you statutory interest and fixed compensation unless your own interest clause is a substantial remedy. A cap on liability, an exclusion of loss of profit where a dining room reopens late, and a clear position on who owns the design of a bespoke piece all belong in the business-facing section, and under the Unfair Contract Terms Act 1977 those limits must be reasonable.

What it costs

Customer or supplier terms and conditions, £995. One set of terms, customer-facing or supplier-facing, drafted around your business. Five working days.

Review of your existing terms, £495. You already have terms and want to know how much of a problem they are. Returned marked up with my amendments and an explanation of the changes. Three working days.

Buying online forms the engagement on payment. The scope is what the terms and conditions drafting page describes, you accept the Terms of Service at checkout, and I email you within four working hours to get started. If you would rather ask something first, email me.

What you get

• A full set of terms drafted around your business, not a template with your name inserted
• A covering note in plain English explaining every commercial choice I made and why, so you can defend the terms in a negotiation without ringing me
• Liability, payment, termination and IP provisions set at a level that will survive a procurement review
• Consumer-facing wording drafted to be enforceable where you sell to consumers
• Guidance on how to incorporate the terms properly, which is where most businesses actually fail
• One round of amendments after you have read them

What is not included

• Negotiating your terms with individual customers
• Sector-specific regulatory compliance beyond the contract terms themselves
• Website privacy notice and cookie compliance, which I quote separately
• Terms governed by the law of another country

Questions I am often asked

I mostly work for interior designers who send their own purchase orders. Is there any point in having terms?

There is, and it matters more than it does with homeowners. Whoever gets their paperwork in last tends to win the argument about whose terms apply, so incorporation is the part I spend time on: when you send your terms, what your acknowledgement says, and how you respond to a purchase order that arrives with somebody else's conditions attached.

How should my terms deal with antiques and restoration work?

By managing expectations in writing. The terms should record whether the customer wants traditional methods or a modern equivalent, that original timber, patina and horsehair cannot be reproduced, that replaced components will not match aged ones exactly, and that you will report anything found during stripping before committing to a restoration approach or a price.

A customer says the fabric I supplied has worn badly after a year. Where do I stand?

Much turns on what was specified and recorded. Under the Consumer Rights Act 2015 goods must be of satisfactory quality and fit for purpose, so the note of what the fabric was chosen for, and the durability information given at the time, does the real work. I draft the specification and acceptance wording so that conversation is written down rather than remembered.

Related guidance and services

• Terms and conditions drafting, £995, the service this page describes
• Contract review, £495
• Ask Caesar, £495 a month
• Terms and conditions for a carpet and flooring fitter
• Terms and conditions for a removals company

This page is general guidance for businesses in England and Wales, not advice on your own circumstances. Last reviewed: September 2026. Email geoffrey@caesar.co.uk.