ACCEPTANCE

These Terms & Conditions (these "Terms") are an agreement between Design 25 LLC. ("Design 25," "us," "we," or "our") and you, our customer, reseller, partner, and/or buyer (referred to hereinafter as "Customer", "you", "they", "your"), which governs all products, product orders and transactions between you and Design 25 LLC. By choosing to do business with Design 25 LLC, you are consenting and agreeing to these Terms.

CUSTOMER SPECIFIC TERMS AND AGREEMENTS

Design 25 offers customer specific terms and conditions. Please contact us for additional details. You will be required to execute our customer specific terms and conditions., which will contain additional or other specific terms and conditions. In the event of a conflict between these Terms and the terms of customer specific terms, the terms of the customer specific agreement will govern any matter relative to the ship relationship.

ORDERS

Account Setup. You must complete a "New Account Application" form online via our website at www.Design25.com prior to being able to place an order. You will receive your new account information via email within 1-2 business days.
Placing orders Placement of an order with Design 25 constitutes acceptance of these Terms. Samples and swatches are excluded.All orders are placed online at www.design25.com.
Order Tracking Orders are tracked by loggin into our website at www.design25.com. You may request tracking information by sending an email to customerservice@design25.com.
Container shipments Orders for containers shipments are available. Please contact customerservice@design25.com for more information.

CUSTOM ORDERS All orders are custom orders and customer acknowledges that: (i) a custom rug is by nature a unique product; (ii) slight variations in color and size are normal for custom rugs; (iii) all custom rugs can have a variance of +/- 3 inches. Any production time that may be provided is an estimate only, but Design 25 strives to meet stated time frames. Final delivery of a custom rug will vary based on size, construction, and shipping method. Visit our website www.design25.com to get an instant quote and estimated arrival window for your custom order needs. There are no returns or refunds for custom order products. Customer must cancel a custom order within 5 business days from the date of the order or else the deposit will be forfeited.

PRICING

Products are invoiced at the current price effective at the time of order. Quotation prices are firm for thirty (30) days from the date of the quotation, unless specifically stated to the contrary as part of a particular price quote. After the expiration of this thirty (30) day period prices will be subject to change without notice. Any variations in quantity specified and/or rate of delivery may necessitate a revision in price. Unless otherwise stated as part of price quote, all prices are F.O.B. shipping point. All products will be billed at the price in effect at the time of order.

PAYMENT AND LATE PAYMENT

Customer agrees to pay Design 25 in accordance with the payment terms appearing on the sales order and/or invoice. The payment term is full payment up front unless otherwise noted on your account or in your custom term’s agreement.
Design 25 pricing does not include any federal, state or local property, sales, use, excise or similar tax. Consequently, in addition to the prices specified, the amount of any present or future sales, use, excise, GST or similar tax imposed due to the sale or products or services shall be paid by Customer unless Customer furnished an acceptable tax exemption certificate in advance to Design 25 LLC.
All returned checks will be assessed a $40.00 NSF fee. In the event it becomes necessary to place Customer’s account with a collection agency or attorney, Customer agrees to pay all cost and reasonable attorney’s fees.
Past due invoices may result in your account (and outstanding orders) being placed on "Hold" and/or loss of term privileges. If you have any questions concerning invoices, payments and billing please contact us at Customerservice@design25.com

SHIPMENTS

PLEASE INSPECT ALL SHIPMENTS TO ENSURE CONTENTS MATCH BILL OF LADING. Signing the bill of lading confirms your receipt and acceptance of items. Any damaged items must be refused at time of delivery and noted by the carrier. Photos are required for all such claims. Residential and rural areas will incur additional freight charges. Customer will be responsible for any additional freight charges incurred due to residential delivery, lift gates, special delivery, etc. All rugs larger than 8 feet in length are required to ship via a trucking carrier (LTL). All rugs less than 8 feet in length will ship via FedEx Ground or DHL unless otherwise noted.

Note: Forklifts are not to be used when storing or moving rugs.

DELIVERY, DELAYS AND DAMAGE

When we provide a delivery date, it is not a guarantee but rather the best estimate of the date based on when the product(s) will be shipped by Design 25. Design 25 assumes no liability for loss of profits, special, incidental or consequential damages due to shipping or delivery delays. Design 25 assumes no responsibility for collection of loss or damage claims. Any visible loss or damage to a shipment must be indicated by a notation made by the carrier’s agent on the delivery receipt before the receipt is signed. The notation must clearly specify the extent of loss, shortage or damage.

CANCELLATION AND RETURN POLICY

Returns Procedure. Log into our website at www.design25.com to initiate a return. An RMA (Return Merchandise Authorization) will be issued once the return request is approved. Any item returned without an RMA may be refused at Customer’s expense. An RMA number must be clearly marked on the outside of the package for all returns, including samples.
For a product to be eligible for return, it must be unused, salable, and in original or equivalent packaging. Returned items should have a tracking number and proper insurance. Any cost incurred by Design 25 to put a returned product in appropriate condition for resale will be charged to Customer, which will be in addition to the restocking fee. The original cost of freight is not refundable, and all return freight charges are at Customer’s expense, unless the product is defective. Colors may vary slightly between dye lots and individual rugs. Slight pattern irregularities are normal in handmade items and not considered to be defective.

Defective or Damaged Returns. Upon receipt of your merchandise, please inspect and open the package thoroughly with the driver present. Goods damaged in transit must be refused at time of delivery. It is possible that the outside packaging is intact while the product inside was damaged in transit. Photos are required on all defective product claims. If you are unable to open and inspect immediately at the time of delivery, please write "Subject to Inspection" on shipping documents before signing for delivery. Please clearly note on the BOL (Bill of Lading) any obvious issues or signs of damage such as torn packaging, rips, etc. The carrier or Design 25 cannot be held liable if BOL/Shipping document is signed and damage is not noted by the receiver. Verify your BOL/Shipping document for number of packages and note any items which have not been received. Please email us at customerservice@design25.com and notify us that you have received/refused a damaged item.

MINIMUM ADVERTISED PRICE (MAP)

All products listed on our website will contain a price labeled as "MAP," which represents the Minimum Advertised Price permitted under the Design 25 Minimum Advertised Price Policy. This Policy states Design 25’s guidelines for the minimum price that can be disclosed in Customer’s online public solicitations, promotions and advertising for the applicable Design 25 products. The MAP Policy will be provided to all applicable Customers and is subject to change upon notice. Customer should review and understand all conditions of the MAP Policy prior to ordering a product intended for online resale.

WARRANTY

Every Design 25 rug is warranted against manufacturing defects for one (1) year from original purchase date. Design 25 may replace or repair at its discretion without charge. Customer is expected to inspect all claims from their retail customer. Claims for damage arising from negligence or improper cleaning will not be accepted. The price of the product as charged to Customer will be Design 25’s maximum liability on any claim.

CUSTOMER REPRESENTATIONS

Customer represents and warrants that it will: (a) conduct business in an ethical manner that reflects favorably on the goodwill and reputation of Design 25; (b) not take part in any advertising, marketing, sales, or other business practices that could reasonably be perceived as deceptive, misleading, or otherwise improper; (c) not make any false or misleading statement concerning Design 25 or any products or services of Design 25; (d) not make any representation, warranty, or guarantee that are inconsistent with or absent from Design 25’s specifications or product descriptions; (e) remain solely responsible for the accuracy of its marketing materials; (f) will comply with all applicable laws and regulations, including without limitation the Unfair, Deceptive or Abusive Acts or Practices Act (UDAAP), the Telephone Consumer Protection Act of 1991 (TCPA), Junk Fax Prevention Act of 2005, the CAN-SPAM Act of 2003, and any similar or related state laws or regulations, in each case as amended from time to time. Customer agrees to indemnify and hold harmless Design 25 LLC from all damages, losses and costs arising out of Customers breach of the foregoing representations and warranties.

LIMITED LIABILITY

UNDER NO CIRCUMSTANCES SHALL DESIGN 25 LLC, ITS AFFILIATES, OR OUR AND THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, OR AGENTS BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH ANY ORDER, PRODUCTS, OR SERVICES PROVIDED BY DESIGN 25 LLC. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER IN CONTRACT OR TORT, EVEN IF WE HAVE BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. EACH PROVISION OF THESE TERMS OF USE THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS UNDER THE AGREEMENT BETWEEN DESIGN 25 LLC AND CUSTOMER. NOTWITHSTANDING THE FOREGOING, DESIGN 25 LLC’S LIABILITY ARISING OUT OF THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER IN CONNECTION WITH THE PRODUCT(S) GIVING RISE TO THE APPLICABLE CLAIM. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE(S). APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU, AND YOU MAY HAVE RIGHTS ADDITIONAL TO THOSE CONTAINED HEREIN.

FORCE MAJEURE

In the event either party is prevented from performing this contract by circumstances beyond its control, and without its fault, including without limitation, strikes, lockouts, fire, explosion, flood, disruption of supply, acts of God, war or other hostilities, acts of terrorism, banking or other systemic economic failure, riot or other civil commotion, embargoes or other governmental acts, orders or regulations, breakdown of machinery, and inability to obtain shipping facilities or supplies, the obligation of Design 25 LLC to deliver and the obligation of Customer to accept delivery of products or services hereunder during the period of such disability shall be suspended and the obligations so affected shall be cancelled without liability to either party or reasonable extensions of the time for performance will be granted. The foregoing does not relieve Customer of its obligation to pay for any products that are delivered or any custom rug orders that are manufactured.

WAIVERS AND ERRORS

Any order that contains terms and conditions in addition to or inconsistent with these Terms will not be binding upon Design 25 unless acceptance of each non-conforming term or condition is clearly and expressly made in writing by Design 25. Moreover, failure of Design 25 to object to provisions contained in any purchase order or other communication from Customer shall not be construed as a waiver of these Terms, nor as acceptance of any such provisions. Acknowledgments of Customer’s order forms, facsimile orders or "releases" shall not be construed to be a waiver, amendment, or modification of these Terms. Design 25 is not responsible for typographical or written errors made in any quotations, orders, or publications and all such errors are subject to correction.

GOVERNING LAW

Customer agrees that this is a Georgia U.S.A contract construed according to Georgia state law and that any litigation between the parties involving this agreement, and matters governed hereunder, will take place exclusively within Georgia under Georgia State law with Customer agreeing to such jurisdiction, unless another venue is otherwise chosen by Design 25 LLC.