Refusal of business terms letter

Use this letter to revise a supplier’s terms and conditions which may be prejudicial to your position.

Terms and conditions

You have signed an order document which has no terms and conditions at all. The supplier then sends an invoice with some fairly onerous conditions. For example, although the supplier is proposing to deliver your goods on a fixed delivery date, their conditions say that time is not of the essence (in other words, they can deliver when they like, provided it’s reasonably soon after the order).

What has happened here?

The seller has made a counter-offer in the bargaining process. If you do nothing, you may be regarded as accepting the counter-offer and would be bound by the seller’s terms and conditions.

What to do?

Before the goods are delivered, either send your supplier your own standard form of terms and conditions or send a letter of refusal of any specific condition using our letter, which points out which terms are not acceptable.

If you do not do this, you will be deemed to have accepted the terms and conditions as they appear on the supplier’s documents.