WEBER – BUSINESS POLICIES / GENERAL TERMS AND CONDITIONS OF SALE
Weber Packaging Solutions Ltd.
BUSINESS POLICIES
| Legal entity: | Weber Packaging Solutions (Ireland) Limted |
| Company details: | CRO number: 136758 | VAT number: IE4819550M |
| Registered office: | Kilcannon Industrial Estate, Old Dublin Road, Enniscorthy, Wexford |
| Version / effective date: | Rev 1.8 | 01/01/2026 |
1. Definitions and interpretation
1.1 In these Conditions, unless the context otherwise requires:
“Business Day” means a day other than a Saturday, Sunday or public holiday in Ireland on which banks in Dublin are open for business.
“Conditions” means these General Terms and Conditions of Sale, as amended from time to time in accordance with clause 25.
“Contract” means the contract between the Supplier and the Customer for the sale and/or supply of Goods and/or Services in accordance with these Conditions.
“Customer” means the person, firm, company or other organisation purchasing Goods and/or Services from the Supplier.
“Deliverables” means all documents, reports, drawings, software outputs, label proofs, consultancy outputs, specifications, training materials and other materials supplied by the Supplier in connection with the Services.
“Goods” means all goods, products, equipment, consumables and materials supplied by the Supplier, including without limitation self-adhesive labels, tags, ribbons, barcode printers, print and apply systems, automatic labelling systems, thermal inkjet coding systems, barcode scanners, barcode verifiers, spare parts and accessories.
“Intellectual Property Rights” means patents, rights to inventions, copyright, database rights, trade marks, business names, domain names, design rights, rights in get-up, goodwill, confidential information, know-how and all other intellectual property rights, whether registered or unregistered.
“Order” means the Customer’s order for Goods and/or Services, whether submitted in writing, by email, electronically, via purchase order, via the Supplier’s website, or otherwise accepted by the Supplier.
“Services” means all services supplied by the Supplier, including without limitation installation, commissioning, integration, repair, preventative maintenance, calibration, verification, inspection, onsite service support, workshop repairs, consultancy, traceability consultancy, barcode consultancy, software configuration, operator training and technical support.
“Specification” means any specification, drawing, technical requirement, sample, artwork, print data, barcode standard, performance requirement or other requirement agreed in writing between the parties.
“Supplier” means Weber Packaging Solutions Ireland.
1.2 References to legislation are references to such legislation as amended, extended, consolidated or re-enacted from time to time.
1.3 Headings are for convenience only and do not affect interpretation.
1.4 Words in the singular include the plural and vice versa.
2. Basis of contract
2.1 These Conditions apply to and are incorporated into every quotation, Order and Contract for Goods and/or Services supplied by the Supplier.
2.2 Any quotation given by the Supplier is an invitation to treat only and is not an offer capable of acceptance.
2.3 A Contract shall come into existence only when the Supplier issues written acceptance of the Order, issues an order acknowledgement, commences performance of the Services, dispatches the Goods, or accepts payment for the Order, whichever occurs first.
2.4 These Conditions apply to the exclusion of any terms or conditions submitted, proposed or relied upon by the Customer, including any terms contained in any purchase order, procurement portal, vendor onboarding document or similar document, unless expressly agreed in writing and signed by an authorised representative of the Supplier.
2.5 Any samples, drawings, descriptive matter, catalogues, brochures, website content, advertising, technical literature or illustrations produced by the Supplier are issued for general guidance only and do not form part of the Contract unless expressly incorporated in writing.
2.6 The Customer is responsible for ensuring that the terms of its Order and any applicable Specification are complete and accurate.
2.7 Where the Supplier’s website permits online ordering or electronic acceptance, the Customer agrees that the placing of an Order by electronic means and its acceptance by the Supplier shall create a binding Contract subject to these Conditions.
3. Scope of supply
3.1 The Supplier may supply manufactured or converted self-adhesive labels and related consumables, third-party equipment and components, bespoke configured or integrated systems, installation and commissioning services, repair and maintenance services, and consultancy and barcode or traceability support services.
3.2 Unless expressly stated otherwise in writing, the Supplier is not responsible for civil works, electrical works, compressed air supply, guarding, data cabling, network readiness or production line modifications; site preparation; compatibility with third-party hardware, software or production lines not fully disclosed before order acceptance; or validation, regulatory approval or customer-specific compliance obligations outside the agreed Specification.
3.3 Any description of Goods as compatible, suitable or fit for a particular application is based on information supplied by the Customer. Final suitability in the Customer’s live environment remains subject to clause 10 and the Customer’s own validation obligations.
4. Quotations and pricing
4.1 Unless otherwise stated in writing, quotations are valid for 30 days from date of issue.
4.2 Prices are exclusive of VAT and any other applicable taxes, duties or levies; delivery, carriage, insurance, packaging, export documentation and customs charges; installation, commissioning, travel time, mileage, subsistence, accommodation and waiting time; software licences, third-party support agreements and recurring subscription fees; and disposal or recycling costs where applicable.
4.3 The Supplier may revise prices before acceptance of an Order if there is any increase in the cost of raw materials, transport, energy, labour, imported components, exchange rates, duties, taxes or third-party supply costs.
4.4 Where the Contract is for ongoing or repeat supply, the Supplier may increase prices on written notice to the Customer to reflect increases in input costs, changes in law, changes to Specification or increases imposed by third-party suppliers.
4.5 Typographical, clerical or system errors in quotations, price lists, website listings, order acknowledgements or invoices may be corrected by the Supplier at any time.
5. Orders, artwork, proofs and customer approval
5.1 No Order may be cancelled, withdrawn or amended by the Customer without the Supplier’s prior written consent.
5.2 The Supplier may charge the Customer for all costs and losses arising from cancellation, suspension, rescheduling or amendment of any Order, including material purchases, production time, engineering time, artwork time, administration costs and third-party cancellation charges.
5.3 For printed labels, tags and related products, the Customer is solely responsible for the accuracy, legality and completeness of all artwork, wording, barcodes, data, symbols, regulatory content and colours submitted; ensuring that all information required by law or industry code is present and correct; and checking and approving proofs promptly and carefully.
5.4 Approval by the Customer of artwork, proofs, layouts, barcode content, dimensions, colours, substrates, adhesives or other production details constitutes confirmation that the Customer accepts full responsibility for those approved items.
5.5 The Supplier shall not be liable for errors, omissions, non-compliance, misprints, barcode failures or regulatory issues arising from Customer-provided or Customer-approved artwork, data or instructions, except to the extent caused solely by the Supplier’s departure from the approved proof or agreed Specification.
5.6 The Customer warrants that any artwork, data, trade marks, designs and materials it supplies or instructs the Supplier to use do not infringe the rights of any third party and comply with all applicable laws and regulations.
6. Specifications, tolerances and changes
6.1 Goods shall be supplied substantially in accordance with the agreed Specification, subject to normal manufacturing tolerances, reasonable process variation and any stated industry tolerances.
6.2 The Supplier reserves the right to make changes to Goods or Services which do not materially adversely affect form, fit, function or performance, including changes required to comply with applicable law, safety requirements, component availability or good manufacturing practice.
6.3 Any change requested by the Customer to the Specification, scope, delivery schedule, installation scope or Services shall be subject to the Supplier’s written agreement and may result in revised pricing, revised lead times and other changes to the Contract.
6.4 Bespoke, made-to-order, custom-converted, custom-printed or specially procured Goods are supplied strictly to the agreed Specification and are non-returnable except where clause 14 applies.
7. Delivery of Goods
7.1 Any delivery dates given by the Supplier are estimates only.
7.2 Time for delivery is not of the essence unless expressly agreed in writing and signed by an authorised representative of the Supplier.
7.3 The Supplier may deliver the Goods in instalments. Each instalment may be invoiced separately and shall constitute a separate obligation.
7.4 Delivery shall take place where the Supplier delivers the Goods, on unloading at the agreed delivery location, or where the Customer collects the Goods, when the Goods are made available for collection.
7.5 The Customer shall provide safe, suitable and accessible delivery conditions, including access, unloading facilities, labour and equipment as reasonably required.
7.6 If the Customer fails to accept delivery or fails to provide adequate delivery instructions, the Supplier may store the Goods at the Customer’s risk and expense, arrange redelivery at the Customer’s cost, invoice the Goods as if delivered, and after giving reasonable notice, resell or dispose of the Goods and charge the Customer for any shortfall and related costs.
7.7 Risk in the Goods shall pass in accordance with clause 12.
8. Installation, commissioning and site services
8.1 Where the Supplier provides installation, commissioning or onsite Services, the Customer shall, at its own cost, ensure before the Supplier attends site that the site is safe and compliant with all health and safety requirements, all utilities and interfaces are ready, suitable operatives and line downtime are available, all relevant permits and inductions are in place, and the working environment is clean, secure and suitable.
8.2 The Supplier may suspend onsite work where site conditions are unsafe, unsuitable or not ready, and may charge for aborted visits, waiting time, return visits and associated costs.
8.3 Unless expressly agreed otherwise, installation does not include production validation, factory acceptance testing, site acceptance testing, IQ/OQ/PQ documentation, line modification, software interfacing by third parties, or integration beyond the stated scope.
8.4 The Customer shall operate and maintain equipment only in accordance with the Supplier’s instructions and any manufacturer documentation.
9. Services, support and response times
9.1 The Supplier shall perform the Services with reasonable care and skill.
9.2 Any service attendance dates, response times, target completion times or service levels are estimates unless expressly stated in a separate signed service agreement.
9.3 The Supplier may use remote diagnostics, remote support and subcontractors where appropriate.
9.4 The Supplier may charge additionally for work outside normal business hours, emergency call-outs, work requested outside contracted scope, parts, consumables and third-party costs, travel time, mileage, accommodation and subsistence, and repeat visits caused by Customer delay, restricted access, operator unavailability or undisclosed site conditions.
9.5 The Supplier shall not be responsible for delays or failures in Services caused by third-party parts shortages, courier delays, access restrictions, unsafe conditions, power or network issues, customer-side software issues or line unavailability.
10. Customer obligations
10.1 The Customer shall cooperate with the Supplier in all matters relating to the Contract; provide accurate information, artwork, data, drawings and instructions in a timely manner; obtain and maintain all necessary licences, permissions and consents; comply with all applicable laws relating to its products, packaging, labels, barcodes, traceability obligations and use of the Goods; keep all Goods properly stored, handled, operated and maintained; ensure operators are suitably trained; back up all data and systems before any service, repair, update or software intervention; and provide safe access to site and equipment.
10.2 The Customer acknowledges that barcode readability, verification grades, print durability, adhesive performance, coding performance and system throughput may be affected by substrate, surface energy, storage conditions, transport conditions, line speed, environmental conditions, application method, cleaning regime and other variables outside the Supplier’s control.
10.3 The Customer is responsible for final in-process and end-use testing of Goods in the actual application environment before full commercial rollout.
11. Acceptance
11.1 The Customer shall inspect the Goods on delivery and the Deliverables and Services promptly on completion.
11.2 The Goods and/or Services shall be deemed accepted unless the Customer notifies the Supplier in writing within 30 days of delivery or completion, specifying the alleged defect, shortfall or non-conformity in reasonable detail.
11.3 The Customer shall not reject Goods for minor deviations, minor defects, immaterial shortages or matters within accepted tolerances.
11.4 Use, resale, conversion, printing, application, installation into production, or any other commercial use of the Goods shall constitute acceptance.
12. Risk and title
12.1 Risk in the Goods passes to the Customer on delivery in accordance with clause 7.4.
12.2 Title to the Goods shall not pass to the Customer until the Supplier has received payment in full and in cleared funds for the Goods and all other sums due from the Customer to the Supplier under any contract whatsoever.
12.3 Until title passes, the Customer shall store the Goods separately and clearly identify them as the Supplier’s property, keep the Goods in satisfactory condition and insured for their full value, not remove or obscure identifying marks, and not pledge or otherwise encumber the Goods.
12.4 The Customer may resell the Goods in the ordinary course of business before title passes, but only as principal and not as agent of the Supplier.
12.5 If the Customer fails to pay any sum due, becomes insolvent, or the Supplier reasonably believes the Customer is likely to become unable to pay its debts, the Supplier may enter any premises where the Goods are stored to recover them, and the Customer grants the Supplier an irrevocable licence to do so, to the extent permitted by law.
13. Payment
13.1 Unless otherwise agreed in writing, payment shall be due in full within 30 days net from invoice date.
13.2 For capital equipment, unless otherwise agreed in writing, payment shall be staged as follows: 40% with order, 40% on delivery of equipment to site, and 20% on completion of installation and test acceptance.
13.3 The Supplier may require full payment in advance, a deposit, stage payments, payment before dispatch or payment before installation or commissioning, particularly for bespoke Goods, capital equipment, first orders, export orders or where the Supplier considers credit risk to justify it.
13.4 Time for payment is of the essence.
13.5 Payment shall be made in full without set-off, counterclaim, deduction or withholding, except where required by law.
13.6 If the Customer fails to make payment when due, the Supplier may charge interest and recovery amounts recoverable by law, suspend performance of any Contract, withhold deliveries, services, spares, support, software access or warranty service, require payment in advance for future work, and terminate the Contract or any other contract with the Customer.
13.7 Payments received may be appropriated by the Supplier to any outstanding invoice or liability of the Customer.
14. Warranty and remedies
14.1 Subject to the remaining provisions of this clause, the Supplier warrants that on delivery the Goods shall materially conform to the agreed Specification and, where the Supplier provides Services, the Services shall be carried out with reasonable care and skill.
14.2 Unless otherwise stated in writing, the following commercial warranty periods shall apply from delivery or completion: capital equipment and non-consumable hardware – 12 months; non-consumable spare parts – 12 months; repaired, refurbished or exchange parts – 3 months; workshop or onsite repair workmanship – 90 days; consumables including labels, ribbons and inks – 12 months against defects in materials and workmanship when stored, handled and used in accordance with the Supplier’s instructions and subject to normal shelf-life and application variables.
14.3 Equipment supplied by the Supplier may alternatively be subject to the relevant manufacturer’s warranty terms where expressly stated in writing or supplied with the product.
14.4 The warranty does not apply to defects or failures arising from fair wear and tear; misuse, neglect, accident, improper storage or abnormal working conditions; failure to follow operating or maintenance instructions; installation, alteration, repair or modification by anyone other than the Supplier or its authorised agents; use with unsuitable or incompatible labels, ribbons, inks, software, parts, surfaces or environmental conditions; customer-approved artwork, data or specification; normal process tolerances; consumable life or performance variation caused by application conditions; or defects caused by customer equipment, customer premises, third-party line interfaces or utilities.
14.5 As a condition of any warranty claim, the Customer shall notify the Supplier in writing within the 30-day claims period in clause 11, cease using the affected Goods if reasonably requested, give the Supplier a reasonable opportunity to inspect the issue, provide all relevant batch data, installation data, samples and supporting information, and return Goods if requested in accordance with the Supplier’s instructions.
14.6 If a valid warranty claim is established, the Supplier may, at its option, repair the Goods, replace the Goods, re-perform the Services, or refund or credit the price paid for the affected Goods or Services.
14.7 The remedies in clause 14.6 are the Customer’s exclusive remedies for breach of warranty to the fullest extent permitted by law.
15. Returns
15.1 No Goods may be returned without the Supplier’s prior written authorisation.
15.2 The Supplier may refuse returns of bespoke or custom-made Goods, printed labels or artworked products, opened consumables, used, damaged or obsolete Goods, software or licensed items, and special-order items.
15.3 Authorised returns may be subject to inspection, restocking charges, handling charges and the Goods being returned unused and in original packaging.
16. Intellectual property and tooling
16.1 All Intellectual Property Rights in the Supplier’s quotations, drawings, samples, layouts, software, firmware, systems, methods, catalogues, website content, training materials, know-how and Deliverables shall remain vested in the Supplier or its licensors.
16.2 The Customer acquires only such rights as are expressly granted in writing.
16.3 Unless otherwise agreed in writing, all tooling, plates, dies, cylinders, cutters, print files, CAD files, software configurations, templates, databases, verification settings and production methods created or used by the Supplier remain the property of the Supplier even if the Customer contributes to cost.
16.4 The Customer grants the Supplier a non-exclusive licence to use all artwork, data, trade marks and materials supplied by the Customer solely for the purpose of performing the Contract.
16.5 The Customer shall indemnify the Supplier against all losses, damages, liabilities, costs and expenses arising from any claim that Customer-supplied artwork, data, wording, symbols, software or instructions infringe third-party rights or breach applicable law.
17. Software, data and cybersecurity
17.1 Where Goods or Services include software, firmware, cloud services or remote support tools, such items may be subject to separate licence terms from the Supplier or third-party licensors.
17.2 The Customer shall ensure appropriate cybersecurity, system maintenance, backups and access controls in relation to its own systems, networks and data.
17.3 The Supplier does not warrant that any software, firmware, cloud service or networked system will be uninterrupted, error-free or immune from third-party cyber events.
17.4 The Customer is responsible for backing up data before installation, service, repair, update or remote intervention. The Supplier shall not be liable for loss, corruption or recovery of data except to the extent caused by its proven negligence and then subject to clause 19.
18. Confidentiality and data protection
18.1 Each party shall keep confidential all technical, commercial and financial information of the other party disclosed in connection with the Contract and shall not use such information except for the purposes of the Contract.
18.2 This clause does not apply to information which is or becomes public other than through breach of this clause, was lawfully known before disclosure, is lawfully received from a third party, or is required to be disclosed by law or court order.
18.3 Each party shall comply with applicable data protection law in connection with any personal data processed under the Contract.
18.4 Where the Supplier processes personal data on behalf of the Customer as processor, the parties shall enter into any additional data processing terms reasonably required.
18.5 The Customer acknowledges that the Supplier may process business contact details and related personal data for contract administration, credit control, service delivery, support, warranty, compliance and legitimate business purposes.
19. Limitation of liability
19.1 Nothing in these Conditions limits or excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, breach of title to Goods, or any other liability which cannot lawfully be limited or excluded.
19.2 Subject to clause 19.1, the Supplier shall not be liable, whether in contract, tort including negligence, breach of statutory duty or otherwise, for any loss of profit, loss of revenue, loss of business, loss of anticipated savings, loss of contract, loss of goodwill, loss of production, loss of use, recall costs, reputational loss, loss or corruption of data, or any indirect, special or consequential loss.
19.3 Subject to clauses 19.1 and 19.2, the Supplier’s total aggregate liability arising out of or in connection with the Contract shall not exceed the price paid for the affected Goods or Services under the relevant Contract and in any event shall not exceed the total sums paid by the Customer under the relevant Contract in the 12 months preceding the event giving rise to the claim.
19.4 The Supplier shall have no liability for any claim unless the Customer gives written notice of the claim with full particulars promptly and in any event within 6 months of the event giving rise to the claim and legal proceedings are commenced within 12 months of that event, to the extent permitted by law.
19.5 The Customer acknowledges that the pricing of the Goods and Services has been calculated on the basis of the liability allocation set out in these Conditions.
20. Compliance with law and regulated content
20.1 The Customer is responsible for ensuring that the Goods, artwork, labels, barcodes, data and finished products used by it comply with all laws, regulations, industry standards and customer-specific requirements applicable to its products and markets.
20.2 The Supplier does not provide legal or regulatory approval services unless expressly agreed in writing.
20.3 Any consultancy, barcode grading support, traceability support or technical guidance provided by the Supplier is given in good faith based on information available at the time, but the Customer remains responsible for final legal, quality, operational and regulatory decisions.
20.4 The Customer shall comply with all applicable anti-bribery, anti-corruption, trade sanctions, import and export and modern slavery laws in connection with the Contract.
20.5 The Supplier may suspend or terminate the Contract immediately if it reasonably suspects any breach of clause 20.4 or any unlawful use of the Goods or Services.
21. Force majeure
21.1 The Supplier shall not be liable for any failure or delay in performing its obligations to the extent caused by an event beyond its reasonable control, including acts of God, flood, fire, explosion, accident, war, terrorism, civil unrest, epidemic, pandemic, industrial dispute, shortage of labour, raw material shortage, utility failure, cyber incident, transport disruption, port delay, supplier default, governmental action or change in law.
21.2 If such event continues for more than 90 days, either party may terminate the affected Contract on written notice without liability, except for rights accrued before termination.
22. Suspension and termination
22.1 The Supplier may suspend performance or terminate the Contract with immediate effect by written notice if the Customer fails to pay any amount due on time, commits a material breach and if remediable fails to remedy it within 14 days of notice, becomes insolvent or ceases or threatens to cease trading, refuses delivery or delays performance for more than 30 days, or acts in a manner likely to damage the Supplier’s rights, property, reputation or legal compliance.
22.2 On termination, all invoices become immediately due and payable, the Supplier may stop work, recover Goods and cancel outstanding deliveries, the Customer shall pay for all work done, Goods supplied, commitments made and costs incurred up to termination, and any licence or right granted to the Customer under the Contract shall cease except as expressly stated otherwise.
23. Set-off, lien and security
23.1 The Supplier may set off any liability of the Customer to the Supplier against any liability of the Supplier to the Customer.
23.2 The Supplier shall have a general lien over any property of the Customer in its possession for any sums due from the Customer.
24. Notices
24.1 Any notice under the Contract shall be in writing and delivered by hand, pre-paid post or recognised courier, or sent by email to the address notified by the receiving party.
24.2 Notices shall be deemed received if delivered by hand, at the time of delivery; if sent by post, at 9.00 am on the second Business Day after posting; and if sent by email, at the time of transmission provided no delivery failure message is received, or otherwise at 9.00 am on the next Business Day.
24.3 This clause does not apply to the service of court proceedings.
25. General
25.1 Entire agreement. The Contract constitutes the entire agreement between the parties and supersedes all prior discussions, negotiations and understandings relating to its subject matter.
25.2 No reliance. The Customer acknowledges that it has not relied on any statement, representation or promise not expressly set out in the Contract.
25.3 Variation. No variation of the Contract shall be binding unless in writing and signed by authorised representatives of both parties, except that the Supplier may update these Conditions for future contracts by publishing revised terms on its website or otherwise notifying customers.
25.4 Assignment. The Customer may not assign, novate, transfer, charge or deal with any of its rights or obligations under the Contract without the Supplier’s prior written consent. The Supplier may assign or subcontract any of its rights or obligations.
25.5 Severance. If any provision is held invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary and if such modification is not possible, deleted, without affecting the remaining provisions.
25.6 Waiver. No failure or delay by the Supplier to exercise any right shall constitute a waiver of that or any other right.
25.7 No person who is not a party to the Contract shall have any right to enforce any term of the Contract except to the extent expressly stated otherwise and to the extent permitted by applicable law.
25.8 Clauses which expressly or by implication are intended to survive termination shall continue in force after termination.
26. Governing law and jurisdiction
26.1 The Contract and any dispute or claim arising out of or in connection with it, including non-contractual disputes or claims, shall be governed by and construed in accordance with the laws of Ireland.
26.2 The courts of Ireland shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Contract, including non-contractual disputes or claims.
Weber Packaging Solutions (Ireland)
Registered Office: Kilcannon Industrial Estate, Old Dublin Road, Enniscorthy, Wexford.
Company Number 136758.
Tel: ++353 53 9233778 Fax: ++353 53 9233284 E-mail: sales@weberireland.com www.webermarking.ie
Weber – Business Policies / General Terms and Conditions – Page 7 of 7
