1. Acceptance of Orders
All orders are subject to acceptance by Weber Packaging Solutions Inc. (Henceforth referred to as “Weber” in this document). A physical purchase order or written authorization is required for orders over $5,000. Acceptance of the product by Buyer/Customer constitutes acceptance of these Standard Terms and Conditions of Sale (“Terms and Conditions”). Any objection to these Terms and Conditions shall be made in writing by Buyer/Customer at or before acceptance of the order, and without such written objection, these Terms and Conditions will be deemed accepted.
2. Limitation of Liability
IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF WEBER TO THE BUYER/CUSTOMER FOR OR ARISING OUT OF, OR RELATING TO, THESE TERMS AND CONDITIONS, THE PURCHASE OF PRODUCTS, OR THE RELATIONSHIP OF THE PARTIES EXCEED THE AMOUNT INVOICED BY WEBER AND PAID BY BUYER/CUSTOMER AS THE PURCHASE PRICE OF ANY PRODUCTS UNDER THESE TERMS AND CONDITIONS. FURTHERMORE, IN NO EVENT SHALL WEBER HAVE ANY LIABILITY TO THE BUYER/CUSTOMER FOR ANY OTHER SPECIAL, RELIANCE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCTS LIABILITY, OR OTHERWISE. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER BUYER/CUSTOMER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY STATED HEREIN. NOTWITHSTANDING THE OTHER PROVISIONS OF THIS SECTION 2, THE LIMITATIONS AND OTHER TERMS OF THIS SECTION DO NOT APPLY TO (1) ANY GROSS NEGLIGENCE, INTENTIONAL MISCONDUCT OR FRAUD BY EITHER PARTY; OR (2) EITHER PARTY’S INDEMNITY OBLIGATIONS UNDER THIS AGREEMENT
Subject to the limitation of liability in paragraph 2, Weber agrees to indemnify, defend, and hold harmless Buyer/Customer and its affiliates, subsidiaries, shareholders, members, directors, officers, employees, agents, parents and contractors (other than Weber), from and against any Claim, and any associated losses, arising from: (A) the failure of products provided by Weber hereunder to meet the representations, warranties and covenants set forth herein; (B) a breach by Weber of any material terms or conditions under this agreement; (C) the negligence, recklessness or willful misconduct of Weber in manufacturing products or in the performance of its other obligations under this agreement; (D) violation of any patent, trade secret, or other intellectual property or proprietary right due to Weber’s provision of the Products to Buyer/Customer; and (E) bodily injury, death, tangible property damage or theft resulting from Weber’s negligent or willful acts and omissions.
Buyer/Customer agrees to indemnify, defend, and hold harmless Weber Packaging Solutions Inc. (Weber) and its affiliates, subsidiaries, shareholders, members, directors, officers, employees, agents, parents and contractors, from and against any Claim, and any associated losses, arising from: (A) the failure of to use products provided Buyer/Customer hereunder pursuant to the representations, warranties and covenants set forth herein; (B) a breach by Buyer/Customer of any material terms or conditions under this agreement; (C) the negligence, recklessness or willful misconduct of Buyer/Customer in using products or in the performance of its other obligations under this agreement; (D) violation of any patent, trade secret, or other intellectual property or proprietary right due to Buyer/Customer’s use of the Products; and (E) bodily injury, death, tangible property damage and theft resulting from Buyer/Customer’s negligent or willful acts and omissions.
Proofs will be provided to the Buyer/Customer after Weber is in receipt of all applicable artwork. Proofs should be inspected for accuracy, general appearance, spelling, etc. Production will not begin until proofs are approved in writing and received by Weber, including ordering raw material and tooling required to produce the order.
5. Proof Cancellation Charge
If proofs have been issued and the order is subsequently cancelled at any time before it goes to production, a flat fee of $150.00 will be charged to the Buyer/Customer.
Custom label orders are not subject to cancellation. In the event that a cancellation is requested prior to production, the Buyer/Customer will be liable for all costs incurred, including but not limited to artwork, plates, dies, other preparation charges, and the cost of raw material that was purchased by Weber for the purpose of producing the order.
Applicators and Continuous Inkjet Systems (CIJ):
Any order cancelled within five (5) days of the receipt of the order, will be subject to a $500 processing charge. Additional charges will apply to orders cancelled after five (5) days, to cover all engineering and material costs.
Table-Top or Desktop Printers:
Orders for desktop printers may be cancelled prior to the shipment. Most printers ship within one (1) day of receipt of order. Contact Weber Customer Service to check on the status of shipment.
7. Shipping Charges
All shipments are Incoterms 2020-EXW; unless otherwise specified and accepted by Weber in writing.
8. Custom Label Over-Runs or Under-Runs
All orders will be supplied and billed on a plus or minus (+/-) three percent (3%) quantity basis. Exceptions must have prior written approval.
Prices are subject to change without notice. Quotations are void, unless accepted within sixty (60) days from date of issue.
10. Preparation Charges
All plate and tooling preparation charges are net labor and do not include any materials procured by Weber required to produce the order. Physical printing plates and tooling are the property of Weber.
11. Payment Terms
Weber’s standard payment terms are Net 10 days from invoice date for all Weber products. Any unpaid invoice shall accrue interest at one and one-half percent (1.5%) per month or the highest rate permitted by law, and Buyer/Customer shall pay any costs of collection, including reasonable attorneys’ fees.
All equipment, inclusive of Label Applicators, Printer-Applicators, Custom Labeling Systems and Continuous Inkjet Systems (CIJ); require a down payment of fifty percent (50%), and are net 10 days from invoice date.
Tabletop, printers less than $5,000; will not require a down payment. Standard payment terms will apply
12. Return Policy
A Return Merchandise Authorization number (RMA) must be obtained prior to any product being returned. Any items returned without an RMA number will be refused. All RMA items are subject to full inspection, and returns will be subject to a twenty percent (20%) re-stocking charge. A $100 flat rate will be charged for returns of tabletop printers. Returns WILL NOT be authorized for any custom products (labels or equipment). Return authorization must be requested within thirty (30) days from the date of shipment and must be received by Weber within sixty (60) days of the date of shipment.
13. Artwork Return Policy
It is assumed that art files received for a print order are copies provided for Weber’s use. Weber will not incur the responsibility as the long-term data storage provider of such art files. In the event an art file needs to be retrieved, a $75.00 fee will be charged per label, for a digital transfer of the original customer-provided file.
Weber and Buyer/Customer shall take reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of any Confidential Information of the other party. Without limiting the foregoing, each party shall take at least those measures that it takes to protect its own Confidential Information, and shall promptly notify the disclosing party of any misuse or misappropriation of Confidential Information of which it becomes aware. Each party shall disclose Confidential Information only to those officers, directors, employees and contractors who are required to have the information in order to evaluate or engage in discussions concerning the contemplated business relationship, and such party shall remain responsible for compliance with the terms of this Agreement by its officers, directors, employees and contractors.
15. Weber Engineering Acceptance
All orders are subject to engineering review by Weber before final acceptance.
Weber reserves the right to modify any published specifications in order to meet the application requirements.
Any customer-initiated changes in application requirements, equipment specifications, or physical characteristics of the product before, during, or after receipt of the product, may result in additional charges, lead-time changes, or order cancellation.
Final pricing, confirmed speeds, and label placement accuracy is subject to testing.
Any claim or controversy arising out of or relating to this Agreement or to matters of the place of contracting, interpretation, performance, breach, and obligations of the parties must be brought exclusively in the state or federal courts located in Cook County, Illinois, and Buyer/Customer consents to this exclusive jurisdiction. Any claim or controversy will be construed and adjudicated in accordance with the laws of the state of Illinois. The United Nations Convention on Agreements for the International Sale of Goods will not apply to this Agreement.
Weber makes no warranty to Buyer/Customer with respect to equipment manufactured by others and resold by Weber hereunder. Instead, such equipment will carry only the manufacturer’s warranty.
Manufacturer's Warranties Located Here. Weber makes no representations and disclaims any representation regarding the terms or existence of any manufacturer’s warranty.
For products manufactured by Weber, see Weber Warranty Statement (below).
18. Complete Agreement; Assignment
These Terms and Conditions constitute the full and entire understanding and agreement between the Parties with regard to the subject matter hereof, and supersede any prior communications, representations, understandings and agreements, either oral or written, between the Parties with respect to such subject matter. These Terms and Conditions may not be altered except by a written instrument signed by Weber. Any waiver of the provisions of these Terms and Conditions or of a Party’s rights or remedies hereunder must be in writing to be effective.
Weber offers a standard 1 year plus 10 days warranty period for hardware products manufactured by Weber. The following provisions and exceptions apply:
1. The machine(s) should use Weber labels, ribbons, and machine parts. Use of non-Weber labels, ribbons, or machine parts may, in Weber’s sole discretion, void this warranty.
2. All machine components are covered with the exception of print engine wear parts.
3. Weber warrants the applicator and print engine (excluding the print engine wear parts) to be free from defects in workmanship and materials for the specified warranty period. The warranty period is one (1) year plus 10 days (total of 375 calendar days) from date of shipment from Weber, Arlington Heights, Illinois.
This warranty covers items that are defective in nature and does not cover neglect, abuse, misuse, or natural acts. It does not cover equipment or parts that are improperly installed or replaced by the user and/or its agent. It does not cover loss or damages resulting from accident, unapproved modifications, or alterations. Normal maintenance must be performed in a timely and appropriate manner, and all supplies and/or replacement parts must be equivalent to those supplied by Weber. The warranty does not cover expendable and/or consumable items or parts such as, but not limited to, labels, ribbons or print heads.
Warranty labor, travel, and out of pocket expenses are covered for the first 30 days from date of installation when the equipment is installed by Weber Authorized Service Personnel dispatched by Weber from Arlington Heights, Illinois. Warranty labor, travel, and out of pocket expenses are not covered beyond the first 30 days from date of installation. Warranty labor, travel, and out of pocket expenses are also not covered if someone other than a Weber Authorized Service Personnel performs the installation.
This non-transferable warranty is limited to the original purchaser of the product and supersedes all other warranties, expressed or implied, and shall not be modified in any way. No salesperson, representative, or agent of Weber is authorized to make any guarantee, warranty, or representation that contradicts this product warranty as published by Weber, Arlington Heights, Illinois. Any waiver, alteration, addition or modification to the published Weber warranty must be in writing and signed by an executive officer of Weber to be valid.
Disclaimer. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH HEREIN, WEBER MAKES NO (AND HEREBY EXPRESSLY DISCLAIMS ALL) REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE.