Legal

Last updated: September 2026

These Terms and Conditions of Sale (“Terms”) set out the basis on which U&A Group Limited supplies products to its customers, including orders placed through www.uagroupltd.com, www.uagroupltd.co.uk, by email, telephone, purchase order or through another sales channel accepted by us.

These Terms apply to both Business Customers and Consumers. Certain provisions apply only to Business Customers and are clearly identified as such.

Please read these Terms carefully before placing an order. By placing an order with us, you agree to be bound by these Terms.

1. About Us & Definitions

U&A Group Limited (“U&A”, “we”, “us” or “our”) is a company incorporated in England and Wales under company number 17314545.

Registered office:
11D Walpole Gardens
London
TW2 5SL
United Kingdom

Email: sales@uagroupltd.co.uk

In these Terms:

“Business Customer” means any person, company, partnership, organisation or other entity purchasing Products wholly or mainly for purposes relating to its trade, business, craft or profession.

“Consumer” means an individual purchasing Products wholly or mainly for purposes outside their trade, business, craft or profession.

“Customer”, “you” or “your” means the person or entity purchasing Products from us.

“Contract” means the contract between U&A and the Customer for the sale and purchase of Products incorporating these Terms.

“Products” means goods supplied or to be supplied by U&A.

“Website” means www.uagroupltd.com, www.uagroupltd.co.uk and any other website operated by U&A through which Products may be sold.

2. Application of These Terms

These Terms apply to all Contracts for the supply of Products by U&A unless we expressly agree otherwise in writing.

U&A primarily supplies businesses, but Consumers may also purchase Products from us.

If you are purchasing as a Consumer, you have statutory rights under UK consumer law. Nothing in these Terms excludes, restricts or otherwise affects any rights which cannot lawfully be excluded or restricted.

Business Customers

If you are a Business Customer, these Terms apply to the exclusion of any terms which you seek to impose or incorporate through:

• a purchase order;
• procurement system;
• confirmation of order;
• supplier onboarding document;
• specification;
• correspondence; or
• any other document,

unless we expressly agree otherwise in writing.

No variation of these Terms will bind U&A unless expressly agreed by us in writing.

3. Orders & Formation of Contract

When you place an order, you make an offer to purchase the Products specified in that order subject to these Terms.

An automated order acknowledgement, payment authorisation or other confirmation that we have received your order does not necessarily constitute acceptance.

A Contract is formed when we expressly confirm acceptance of your order or dispatch the Products, whichever occurs first.

We reserve the right to decline or cancel an order before acceptance where reasonably necessary, including where:

• a Product is unavailable;
• there is a pricing, description or technical error;
• payment cannot be authorised;
• delivery to the requested location is unavailable or impractical;
• an agreed Business Customer account limit has been exceeded;
• we reasonably suspect fraud or unauthorised activity; or
• we are unable to fulfil the order for reasons outside our reasonable control.

Where payment has already been taken for an order which we do not accept, the relevant amount will be refunded.

You are responsible for ensuring that all information provided when placing an order, including Product, quantity and delivery information, is accurate.

4. Products, Descriptions & Specifications

We take reasonable care to ensure Product descriptions, photographs, specifications and other information are accurate.

Product images are illustrative. Colours, packaging, dimensions, weights, sheet counts, pack sizes and other specifications may occasionally vary slightly due to manufacturing tolerances, supplier changes or Product improvements.

We may make reasonable changes to a Product or its packaging provided that those changes do not materially reduce its quality or materially alter its intended use.

Minor non-material variations in colour, packaging, dimensions or weight may occur due to manufacturing tolerances or supplier updates. Any material change to pack quantity, sheet count, specification or intended use will be reflected in the applicable Product information or communicated where appropriate.

Where Products are manufactured by third parties, specifications and technical information may be based on information supplied by the manufacturer.

Certain Products may be subject to minimum order quantities, case quantities, pallet quantities or other ordering increments. Where applicable, these will be shown or communicated on the Website, quotation, order confirmation or other applicable sales documentation.

Samples

We may provide Product samples to Customers for evaluation purposes. Unless expressly stated otherwise, samples are provided solely to assist with Product assessment and do not constitute a guarantee that subsequent commercial stock will be identical in appearance, packaging or presentation.

Customers should confirm any material specification, performance requirement, compatibility requirement or other characteristic on which they intend to rely before placing an order.

Where a sample is provided for use with a dispenser, chemical system or other Product requiring compatibility, the Customer is responsible for following any applicable instructions and confirming suitability for its intended application, unless we have expressly agreed otherwise in writing.

Any charge for a sample or its delivery will be communicated before the sample is supplied. Nothing in this section affects any rights which cannot lawfully be excluded or restricted.

5. Product Substitutions

Where a Product becomes unavailable or discontinued, we may offer a reasonably comparable alternative.

We will not knowingly substitute a materially different Product without informing you where the difference could reasonably affect its intended use.

If you do not wish to accept a proposed material substitution, you may cancel the affected Product and receive a refund of any amount already paid for it.

6. Quotations

A quotation does not constitute an offer capable of acceptance unless expressly stated otherwise.

Unless a validity period is specified, we may withdraw or amend a quotation before an order based upon it has been accepted.

Quoted prices are exclusive of VAT unless expressly stated otherwise.

Delivery, pallet, freight or other charges may be additional where specified.

Where a quotation depends on estimated quantities, freight costs, exchange rates, supplier prices or other variable costs, we may revise the quotation before accepting an order if those underlying costs materially change.

7. Prices & VAT

Unless expressly stated otherwise, prices displayed or quoted by U&A are exclusive of VAT.

VAT will be charged at the applicable rate where required.

Any applicable delivery, pallet, freight or other charges will be displayed or communicated separately where relevant.

We may change Product prices from time to time. Changes will not normally affect orders already accepted by us.

If an obvious pricing error is identified before dispatch, we may contact you and give you the choice of proceeding at the correct price or cancelling the affected Product.

We are not required to supply a Product at an obviously incorrect price where the error could reasonably have been recognised as such.

8. Payment & Business Trade Accounts

Unless otherwise agreed in writing, payment must be made in full at the time of order.

We may, at our discretion, allow approved Business Customers to purchase Products on agreed payment terms, such as payment within 14 or 21 days of invoice.

Any such arrangement is subject to the payment terms and any account limit agreed by U&A.

Allowing a Business Customer to pay after delivery does not oblige us to offer the same payment terms on future orders.

We may reduce, suspend or withdraw agreed payment terms for future orders where:

• invoices are overdue;
• an agreed account limit has been exceeded;
• the Customer’s financial circumstances materially change;
• we reasonably have concerns regarding the Customer’s ability to pay; or
• the Customer materially breaches these Terms.

Business Customers must pay invoices in full without deduction, withholding, counterclaim or set-off except where required by law or expressly agreed by us in writing.

9. Late Payment — Business Customers

Where a Business Customer fails to pay an amount when due, we reserve the right to charge interest, compensation and applicable reasonable debt recovery costs in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, associated regulations and any legislation replacing or amending that regime.

We may also:

• suspend further deliveries;
• decline further orders;
• withdraw agreed payment terms;
• require advance payment for future orders; and
• take reasonable steps to recover outstanding amounts.

These rights are in addition to any other rights or remedies available to us.

10. Delivery

Products will be delivered to the address accepted by us for the relevant order.

Delivery dates and times are estimates unless we expressly agree otherwise in writing.

We will use reasonable efforts to meet estimated delivery dates but cannot guarantee delivery dates where delays arise outside our reasonable control.

We may make deliveries in separate consignments where reasonably necessary.

Delivery estimates for non-stock, special-order, private-label, personalised or made-to-order Products will be confirmed separately and may differ from our standard delivery times.

Our Delivery & Returns Policy contains further information concerning delivery charges, delivery times, tracking, delivery areas and missed deliveries and forms part of these Terms.

11. Pallet & Large Deliveries

Unless otherwise agreed in advance, pallet deliveries are made to the nearest safe and reasonably accessible unloading point.

The Customer is responsible for:

• ensuring suitable vehicle access;
• informing us of relevant access restrictions;
• ensuring an authorised person is available to accept delivery; and
• providing appropriate facilities or assistance where reasonably required.

We may charge Business Customers reasonable additional costs arising from:

• incorrect delivery information;
• undisclosed access restrictions;
• refused deliveries;
• failed delivery attempts;
• redelivery;
• storage;
• excessive waiting time; or
• another circumstance caused by the Customer which prevents normal delivery.

Unless expressly agreed otherwise, pallet deliveries are kerbside deliveries and do not include unpacking, internal movement, installation or removal of pallets or packaging. Any requirement for a tail-lift, timed delivery or other special delivery service must be notified before dispatch and may incur an additional charge.

12. Risk & Ownership of Products

Risk of loss of or damage to Products passes to the Customer when the Products are delivered to the agreed delivery location.

Business Customers — Retention of Title

For Business Customers, ownership of Products will not pass to the Customer until U&A has received payment in full in cleared funds for:

1. those Products; and
2. all other amounts then due and payable by that Customer to U&A.

Until ownership passes, the Business Customer must, so far as reasonably practicable:

• hold the Products as bailee for U&A;
• keep them identifiable as Products supplied by U&A;
• store them appropriately;
• protect them from loss or damage; and
• not remove, deface or obscure identifying marks.

The Business Customer may resell Products in the ordinary course of business before ownership passes.

That right will cease if the Customer becomes subject to an insolvency event or we validly terminate the relevant Contract for non-payment.

Where ownership has not passed and payment is overdue, we may, to the extent permitted by law, require the return of Products remaining in the Customer’s possession or control.

13. Inspection, Damage, Shortages & Incorrect Products

Business Customers should inspect Products as soon as reasonably practicable following delivery.

Please notify us promptly where:

• Products arrive visibly damaged;
• Products or quantities are missing;
• incorrect Products have been supplied; or
• another apparent delivery discrepancy exists.

We ask Business Customers to report visible delivery issues preferably within 48 hours of delivery, quoting the relevant order number and providing photographs where appropriate.

Failure to report within 48 hours does not remove rights which cannot lawfully be excluded.

Consumers should contact us as soon as reasonably practicable where there is a problem with an order. Consumer statutory rights are not affected by this section.

14. Consumer Cancellation Rights

If you are a Consumer purchasing Products online or through another distance-selling method, you may have a statutory right to change your mind and cancel your Contract.

For most eligible Products, you may notify us that you wish to cancel within 14 days beginning on the day after you receive the Products, subject to applicable statutory exceptions.

After notifying us of cancellation, Products must be returned in accordance with applicable consumer law and our Delivery & Returns Policy.

Where statutory cancellation rights apply, we will refund amounts required by law, including the applicable standard outbound delivery charge where required.

You will normally be responsible for the direct cost of returning unwanted Products unless we agree otherwise or the Products are faulty, damaged, incorrectly supplied or not as described.

We may make a deduction from a refund where permitted by law if the value of Products has been reduced as a result of handling beyond what would reasonably be necessary to establish their nature, characteristics and functioning.

Hygiene & Sealed Products

Certain sealed Products may not be eligible for cancellation once unsealed where they are unsuitable for return for health protection or hygiene reasons.

This exception applies only where permitted by law.

Nothing in this section affects your rights where Products are faulty, damaged or not as described.

15. Business Customer Returns

Subject to our Delivery & Returns Policy, Business Customers may request the return of eligible unwanted Products within 14 days of delivery.

This is a commercial returns policy offered by U&A and is separate from statutory consumer cancellation rights.

Eligible Products must normally be:

• unused;
• unopened;
• undamaged;
• in their original packaging; and
• suitable for resale.

Approved returns of unwanted or non-faulty Products by Business Customers may be subject to:

• a 15% handling and restocking fee with a minimum £10 charge per return  ; and
• applicable return transportation or collection charges.

The 15% restocking fee does not apply to Consumers exercising applicable statutory cancellation rights.

Nor does it apply where Products are faulty, damaged on delivery, incorrectly supplied or not as described.

16. Special-Order, Non-Stock, Private-Label, Branded, & Bespoke Products

Products which are manufactured, specially sourced, branded, private-labelled, personalised, customised or ordered specifically at a Business Customer’s request may not be cancelled or returned once we have committed to purchasing or manufacturing those Products, except where defective, incorrectly supplied or otherwise required by law.

Where reasonably practicable, we will identify such Products before accepting the order.

Consumer statutory rights are not affected.

17. Recurring Orders & Subscriptions

Certain Products may be available for purchase on a recurring order or subscription basis.

Before you enter into a subscription, we will provide you with the key information applicable to that subscription, including, where relevant:

• the Products included;
• the price and any applicable discount;
• the frequency of deliveries and payments;
• when payments will be taken;
• whether and how the price may change;
• whether any minimum commitment applies;
• how the subscription renews or continues;
• any applicable early cancellation charge or discount recovery mechanism
• how you can pause, change or cancel the subscription; and
• any applicable cancellation or cooling-off rights.

Subscription payments will be taken using the payment method selected by the Customer at the frequency agreed when the subscription is entered into.

Unless a minimum term or other arrangement has been expressly agreed, a subscription will continue until cancelled.

Managing or Cancelling a Subscription

Customers may manage, pause or cancel an eligible subscription using the online subscription management facility made available by U&A or by contacting:

sales@uagroupltd.co.uk

We will not make cancellation unreasonably difficult.

Where a Customer enters into a subscription online, U&A will provide an appropriate online method of cancellation where required by applicable law.

Cancellation of a subscription will not normally cancel an order which has already been processed or dispatched. Unless applicable law or the agreed subscription terms require otherwise, cancellation will take effect before the next eligible recurring order.

We will confirm the cancellation or ending of a Consumer subscription in accordance with applicable law.

Subscription Discounts & Early Cancellation

We may offer Products at a discounted price where they are purchased through a subscription.

A subscription discount is provided on the basis that the Customer genuinely intends to purchase the Product on a recurring basis rather than use the subscription solely to obtain a one-off promotional discount.

Where this is clearly disclosed before purchase, if a Customer receives an introductory or first-order subscription discount and voluntarily cancels the subscription shortly after the first order solely or primarily to obtain that discount without continuing the subscription, we reserve the right to recover an Early Cancellation Charge.

The Early Cancellation Charge will not exceed the value of the subscription discount actually received by the Customer on the affected introductory order.

For example, if the normal price of a Product is £100 and the Customer pays £90 because of a £10 subscription discount, the maximum Early Cancellation Charge under this provision would be £10.

Any applicable Early Cancellation Charge and the circumstances in which it may apply will be clearly disclosed to the Customer before the subscription is entered into.

When the Early Cancellation Charge Does Not Apply

No Early Cancellation Charge will apply:

where the Customer exercises a statutory cooling-off or cancellation right;
where applicable law prohibits the charge;
where the Product is faulty, damaged, incorrectly supplied or not as described;
where U&A materially breaches the Contract;
where U&A discontinues the relevant subscription;
where U&A makes a material change to the subscription which gives the Customer a right to cancel; or
where applying the charge would otherwise be unlawful.
Nothing in this section restricts any statutory rights available to Consumers.

Price Changes

We may change subscription prices from time to time.

Where a price change applies to future recurring orders, we will provide reasonable advance notice before the revised price takes effect.

Where required by applicable law, Customers will have the right to cancel the subscription before the revised price takes effect.

Consumer Subscriptions

Where a Consumer enters into a subscription, U&A will provide the information, notices, reminders, cancellation methods and cooling-off rights required by applicable consumer law.

This may include, where applicable:

information provided before the subscription is entered into;
confirmation of the subscription on a durable medium;
reminder notices before relevant renewal payments;
an initial cooling-off period;
any applicable renewal cooling-off period;
a straightforward method of ending the subscription;
online cancellation where required by law;
any applicable early cancellation charge or discount recovery mechanism
confirmation when the subscription has been cancelled or ended; and
any refund required by applicable law.
Nothing in these Terms limits any statutory right available to a Consumer in relation to a subscription.

Business Customer Recurring Supply Arrangements

For Business Customers, recurring supply arrangements may also be agreed separately by quotation, order confirmation or written supply agreement.

Such arrangements may specify minimum quantities, delivery frequency, pricing, minimum commitment periods, notice periods or other commercial terms.

Where there is any inconsistency between this section and expressly agreed written terms for a Business Customer’s recurring supply arrangement, the expressly agreed terms will prevail to the extent of that inconsistency.

18. Refunds

Refunds will normally be made to the original payment method.

Once a return has been received and inspected, we will notify the Customer where appropriate and process any approved refund.

We aim to process approved refunds within 5–7 working days, although banks and payment providers may take additional time to make funds available.

Consumer refunds will be processed within any statutory time limits that apply.

Further details are contained in our Delivery & Returns Policy.

19. Customer Responsibilities & Product Use

Customers are responsible for ensuring Products are appropriately stored, handled and used.

Business Customers are responsible for determining whether Products are suitable for their intended commercial application unless we expressly agree otherwise in writing.

Where Products include chemicals, disinfectants, cleaning agents or other Products requiring specific handling, Customers must follow applicable:

• Product labels;
• Safety Data Sheets;
• dilution instructions;
• manufacturer guidance; and
• legal and regulatory requirements.

Subject to applicable law, we are not responsible for loss or damage caused by misuse, inappropriate storage, unauthorised alteration, failure to follow instructions or use for a purpose for which a Product was not reasonably intended.

Consumer statutory rights are not affected.

20. Product Quality & Statutory Rights

We will supply Products in accordance with applicable legal requirements.

Nothing in these Terms excludes or limits a Consumer’s statutory rights regarding Products which are:

• faulty;
• not of satisfactory quality;
• not fit for an applicable purpose; or
• not as described.

Where a Product carries a third-party manufacturer’s warranty, we may where appropriate assist the Customer in accessing that warranty.

21. Limitation of Liability — Business Customers

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
• another liability which cannot lawfully be excluded or limited.

Subject to the above, where the Customer is a Business Customer, U&A will not be liable for:

• loss of profit;
• loss of revenue;
• loss of business;
• loss of anticipated savings;
• loss of goodwill;
• loss of contracts;
• loss of business opportunity; or
• indirect or consequential loss,

arising out of or in connection with a Contract, to the extent permitted by law.

Subject to liabilities which cannot lawfully be limited, U&A’s total aggregate liability to a Business Customer arising out of or in connection with a particular Contract will not exceed the total price paid or payable for the Products giving rise to the claim.

This clause does not limit the Customer’s obligation to pay amounts properly due to U&A.

22. Consumers & Liability

Nothing in these Terms limits or excludes any liability to a Consumer where doing so would be unlawful.

Nothing in these Terms affects statutory remedies available to Consumers under applicable UK consumer law.

23. Events Outside Our Reasonable Control

We will not be liable for failure or delay in performing obligations where caused by circumstances outside our reasonable control.

These may include:

• severe weather;
• natural disasters;
• fire or flood;
• war, terrorism or civil unrest;
• strikes or industrial action;
• epidemics or pandemics;
• port or shipping disruption;
• carrier or transport disruption;
• customs delays;
• governmental action;
• import or export restrictions;
• interruption of utilities or communications;
• material cyber incidents affecting relevant infrastructure; or
• material supplier or manufacturer disruption outside our reasonable control.

Our affected obligations will be suspended for the period reasonably affected.

If an event outside our reasonable control materially prevents performance for more than 30 consecutive days, either party may cancel the affected unperformed part of the Contract by written notice.

24. Suspension & Termination — Business Customers

We may suspend further performance, deliveries or agreed payment terms where a Business Customer:

• fails to pay an amount when due;
• exceeds an agreed account limit;
• materially breaches these Terms;
• becomes unable to pay its debts;
• enters liquidation, administration or another formal insolvency process;
• ceases or threatens to cease trading; or
• gives us reasonable grounds to believe payment obligations may not be met.

Where appropriate and where a breach is capable of remedy, we may provide a reasonable opportunity to remedy it.

Termination does not affect rights or obligations accrued before termination.

25. Intellectual Property

All intellectual property rights in U&A-created Website content, catalogues, branding, logos, graphics, photographs, Product descriptions and marketing materials belong to U&A or our licensors.

Nothing in a Contract transfers ownership of those rights to the Customer.

U&A proprietary content may not be reproduced, distributed, modified or commercially exploited without our prior written consent except where permitted by law.

Third-party trademarks and Product branding remain the property of their respective owners.

26. Privacy & Data Protection

We process personal information in accordance with applicable data protection legislation and our Privacy Policy.

Our Privacy Policy explains how personal information is collected, used, stored and protected.

Where a Business Customer provides personal information relating to employees, representatives or delivery contacts, it is responsible for ensuring that it is entitled to provide that information for the relevant purpose.

27. Confidentiality — Business Customers

Each party must keep confidential non-public commercial, financial or technical information received from the other party which is reasonably understood to be confidential.

This may include:

• individually negotiated pricing;
• discounts;
• account limits;
• quotations; and
• commercial arrangements.

This obligation does not apply to information which is lawfully public, independently developed, lawfully obtained from another source or required to be disclosed by law or a competent authority.

28. Entire Agreement — Business Customers

For Business Customers, the Contract and documents expressly incorporated into it constitute the entire agreement relating to the relevant order.

The Business Customer acknowledges that it has not relied upon any statement, representation or assurance not incorporated into the Contract.

Nothing in this section excludes liability for fraud or fraudulent misrepresentation.

29. Assignment & Subcontracting

Business Customers may not assign or transfer their rights or obligations under a Contract without our prior written consent.

We may assign or transfer our rights and obligations in connection with a sale, transfer or reorganisation of our business provided that doing so does not materially reduce applicable Customer rights.

We may use third-party carriers, warehouses, fulfilment providers and other subcontractors to perform our obligations.

Consumer statutory rights are not affected.

30. Waiver

If we do not immediately exercise or enforce a right or remedy, this does not mean that the right or remedy has been waived.

A waiver will apply only to the circumstances for which it is expressly given.

31. Severability

If any provision or part of a provision of these Terms is found to be unlawful, invalid or unenforceable, it will be modified to the minimum extent necessary where legally possible.

If modification is not possible, the relevant provision will be treated as deleted.

The remainder of these Terms will continue in effect.

32. Third-Party Rights

Unless expressly stated otherwise, a person who is not a party to a Contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce that Contract.

33. Changes to These Terms

We may update these Terms from time to time.

The version applying to a particular order will normally be the version in force when the Contract for that order is formed.

The latest version will be available on our Website together with its effective or last-updated date.

Changes will not retrospectively alter an existing Contract unless required by law or agreed between the parties.

34. Notices & Contact Details

General customer service, order and return enquiries may be sent to:

sales@uagroupltd.co.uk

Formal contractual notices should be sent in writing to the relevant registered office, principal business address or another address expressly notified for that purpose.

35. Governing Law & Jurisdiction

These Terms and Contracts between U&A and Customers are governed by the laws of England and Wales.

Business Customers

If you are a Business Customer, the courts of England and Wales will have exclusive jurisdiction over disputes or claims arising out of or in connection with a Contract.

Consumers

If you are a Consumer, nothing in this section deprives you of any mandatory rights regarding applicable law or the courts in which you are entitled to bring proceedings.

36. Contact Us

If you have questions regarding these Terms or an order, please contact:

U&A Group Limited
11D Walpole Gardens
London
TW2 5SL
United Kingdom

Email: sales@uagroupltd.co.uk
Company number: 17314545