Terms and Conditions of Sale Ireland (Consumer Rights Act 2022)

In legal terms, they are standard contract terms. You draft them in advance, the customer accepts them by placing an order, and they become part of each contract of sale without being negotiated line by line. Irish law treats them differently depending on who is buying. Against a consumer, meaning an individual acting wholly or mainly outside their trade, business, craft or profession, the rules that matter are mandatory, and any term that cuts back the remedies, delivery rules or cancellation rights of the Consumer Rights Act 2022 does not bind the consumer. Against a business customer, you have far more room to set payment periods, cap liability and retain ownership until you are paid, subject to a test of fairness for some exclusions.

They are not website terms of use or a privacy notice. A shop that sells to the public and to trade accounts needs one set of terms and conditions of sale that switches between the two regimes clause by clause, and that is how this template is built. Owners who are also putting the rest of their paperwork in order will find shareholder, partnership and confidentiality documents among our Irish company and commercial agreements.

The core statute is the Consumer Rights Act 2022, which took consumer contracts out of the Sale of Goods Acts 1893 and 1980. Part 2 governs sales contracts: goods must conform to the contract, a consumer has a 30-day short-term right to terminate for a lack of conformity (section 24) or may ask for repair or replacement, and only then a price reduction or final termination (sections 23 to 26), and a defect that shows within 12 months of delivery is presumed to have been there from the start (section 22). Section 35 keeps the goods at the trader's risk until the consumer takes physical possession, and section 36 requires delivery within 30 days unless another time is agreed. Parts 3, 4 and 6 deal with digital content, services and unfair terms. You can read every section on the official Irish Statute Book text of the Consumer Rights Act 2022.

Part 5 is the one online sellers feel most. It lists the information owed before a distance contract, requires the order button to say "order with obligation to pay" (section 108) and gives a 14-day right to cancel (sections 112 and 113), with the model instructions and the model cancellation form in Schedule 4. S.I. No. 309 of 2026 then inserted section 115A: a consumer who bought through your website must be able to cancel there, using a function labelled "cancel contract here", and you must acknowledge the cancellation on a durable medium.

Business sales run on older law. Section 55 of the Sale of Goods Act 1893 stops you excluding the implied condition as to title and lets you limit the quality and fitness conditions only where the term is fair and reasonable. Late payment by a business buyer is governed by the European Communities (Late Payment in Commercial Transactions) Regulations 2012, which add interest at the ECB rate plus 8 percentage points and fixed compensation.

Any trader who sells goods more than occasionally needs written terms, but the trigger is usually a specific event. Opening an online shop is the obvious one, because the information duties of Part 5 apply from the first distance sale and a missing cancellation notice extends the consumer's right to cancel by up to 12 months. A counter business that starts taking phone or email orders is in the same position, often without realising it, since those are distance contracts too.

The second common trigger is a first trade account. A builders' merchant, a print supplier or a food wholesaler that begins invoicing businesses on credit needs a payment period, a late payment clause and retention of title, none of which belong in consumer terms. Growth brings the next cases: adding installation or a digital product changes the rules, while hiring delivery staff is a job for our Irish employment contracts and HR letters.

Two edge cases catch traders out. A sole trader who buys a laptop mainly for family use is still a consumer under the 2022 Act, so a tick box cannot switch the consumer rules off. And a charity shop run by a company limited by guarantee is a trader when it sells goods, so the same terms apply alongside the documents in our Irish charity and club governance templates.

The opening clauses identify the seller (legal name, CRO number for a company, address, contact details, VAT position) and define the customers, the goods and any services or digital content. Contract formation follows the sales channel: checkout steps, error correction and the order button for website orders, payment at the till for counter sales. Price clauses show VAT inclusive for consumers and exclusive for trade buyers, ban payment surcharges above cost and refuse pre-ticked extras.

Consumer clauses restate the statutory remedies rather than hiding them, in the plain language section 134 requires of consumer terms. The cancellation clause reproduces the official model wording of Schedule 4: the 14-day period, the address for notices, the online cancellation function, refunds within 14 days and the choice of who pays return postage, plus the section 111 exceptions for personalised, perishable or unsealed hygiene goods. A model cancellation form sits in a schedule at the end. Shops can add a goodwill returns policy for counter purchases, written as a promise on top of statutory rights.

For trade customers, the template sets your own payment period, statutory late payment interest and compensation, a duty to inspect goods on delivery, a defect reporting window, retention of title until payment in full, and a liability cap at the contract price. General clauses cover events outside your control, complaints and ADR, personal data and Irish governing law.

You start with the business itself: its legal name and address, then whether it is a company, a sole trader or a partnership, which decides whether a CRO number appears. VAT registration comes next, and the answer changes the price clause, followed by the contact details customers will use and the date from which the terms apply.

The two questions that shape the document come after that. You choose who you sell to (consumers, business customers or both) and how contracts are concluded (through a website, in person at your premises, or both). Those answers add or drop whole clauses, so a counter-only wholesaler never sees a cancellation schedule. You then describe the goods and say whether you also supply services or digital content.

Payment methods, delivery area and usual delivery times follow. Trade sellers enter a payment period in days and a defect reporting window in months. Distance sellers decide who pays return postage after a cancellation, shops decide on a goodwill returns policy, and anyone selling to consumers says whether they use an ADR entity. The preview updates as you answer, and every Irish template on the Captain.Legal Ireland homepage follows the same answer, review and Finish flow.

The mistake we see most often is a UK template with the currency changed. It cites the Consumer Rights Act 2015, quotes British time limits and names English courts that have no jurisdiction here. Close behind is the "no refunds" sign or clause. A trader can refuse a change-of-mind return in a shop, but no term can refuse a refund or repair for faulty goods, and a clause that tries to will not bind the consumer and can expose the trader to prosecution. Many sites also still carry a link to the old EU ODR platform, which closed in July 2025, or omit the website cancellation function that section 115A now requires.

On the trade side, two errors cost money. The first is relying on terms the buyer never saw: terms printed on an invoice issued after delivery usually come too late to form part of the contract. The second is a retention of title clause with nothing behind it in practice: goods mixed with other stock, never marked, never stored apart. When a customer enters examinership or liquidation, the examiner or liquidator will ask you to identify your goods, and a clause alone will not do it. If you are also taking a shop unit, our property and lease templates for Ireland handle the premises side.