Terms & Conditions

Acceptance of Order

All quotations, proposals, renderings, specifications, invoices, and sales issued by Giada Inc. ("Seller") are subject exclusively to these General Terms & Conditions ("Terms").

• Any order becomes binding only upon written acceptance by Seller.
• Receipt of the required deposit payment.
• Issuance of an official Sales Order Confirmation by Seller.

Buyer acknowledges that all prior verbal discussions, representations, samples, mockups, renderings, photographs, AI-generated visuals, moodboards, or marketing materials are illustrative only and do not constitute binding representations unless expressly incorporated into the final approved Sales Order. Seller expressly rejects any conflicting terms submitted by Buyer.

Custom & Made-to-Order Goods

All custom, made-to-order, bespoke, modified, or specially manufactured goods are FINAL SALE and NON-CANCELLABLE once production has commenced. No refunds, exchanges, credits, or returns shall be permitted on custom goods under any circumstances, including but not limited to:

• Aesthetic dissatisfaction
• Change of project
• Client cancellation
• Designer/client disagreement
• Construction delays
• Color perception
• Texture variation
• Dimensional tolerances
• Installation-related issues

Buyer acknowledges that handmade rugs are artisanal products and not machine-perfect industrial goods.

Deposits & Payment Terms

A non-refundable deposit of fifty percent (50%) is required to initiate production. The remaining balance, including shipping, duties, taxes, storage fees, and applicable surcharges, must be paid in full prior to shipment or release of goods.

Seller reserves the right to suspend production, shipment, or release of goods until full payment is received. Late balances shall accrue interest at 1.5% per month (18% annually) or the maximum rate permitted by applicable law. Buyer shall be responsible for all collection costs, attorney fees, arbitration fees, and enforcement expenses incurred by Seller.

Ownership of Goods

Title and ownership of all goods shall remain exclusively with Seller until full payment has been received and cleared. Seller reserves the right to withhold shipment, repossess goods, suspend deliveries, or cancel pending orders in the event of non-payment or breach by Buyer.

Strike-Offs, Samples & Approvals

Where applicable, one strike-off/sample may be provided for approval. Buyer shall review and approve or reject strike-offs within five (5) business days of receipt. Failure to respond within such period shall constitute automatic approval.

Digital approvals, email approvals, text message approvals, and written confirmations shall be deemed legally binding approvals. If Buyer waives strike-off approval, Buyer accepts the final product "AS IS". Additional strike-offs or revisions may incur additional charges and production delays.

Handmade Variations & Tolerances

Buyer acknowledges and accepts that handmade and natural fiber rugs inherently contain variations and irregularities, including but not limited to:

• Color variation
• Dye lot variation
• Shading
• Abrash
• Pile direction
• Carving irregularities
• Yarn thickness variation
• Texture movement
• Shedding
• Odor
• Stretching
• Slight warping
• Creasing
• Size tolerances
• Natural aging

Such characteristics are inherent to handcrafted products and shall not be considered defects. Acceptable dimensional tolerance for handmade rugs shall be approximately +/- 3% from specified dimensions. Natural fibers including wool, silk, hemp, jute, linen, bamboo silk, aloe, sisal, or similar materials may react differently to humidity, light exposure, traffic, cleaning methods, and environmental conditions.

Color Disclaimer

Colors may vary from renderings, CAD drawings, strike-offs, digital screens, printed materials, photographs, poms, samples, or previous orders. Exact color matching cannot be guaranteed due to:

• Dye lot variations
• Lighting conditions
• Monitor calibration
• Natural materials
• Handmade production methods
• Fiber absorption characteristics

Minor variations shall not constitute defects or grounds for rejection.

Delivery & Shipping

All delivery dates are estimates only and are not guaranteed. Seller shall not be liable for delays caused by:

• Customs
• Port congestion
• Freight carrier delays
• Weather
• Labor shortages
• Strikes
• Wars
• Sanctions
• Pandemics
• Material shortages
• Acts of God
• Governmental actions
• Supplier delays

Risk of loss transfers to Buyer upon delivery to carrier or pickup location. Buyer is solely responsible for inspecting all goods immediately upon receipt and prior to installation.

Claims & Inspection

Any claims relating to visible damage, shortages, defects, or non-conformity must be submitted in writing within five (5) business days of receipt. Claims must include:

• Detailed photographs
• Packaging images
• Shipping labels
• Supporting documentation

Failure to notify Seller within the required timeframe constitutes full acceptance of the goods. No claims shall be accepted after installation, cutting, modification, binding, or use of the goods. Installation constitutes full acceptance of the product.

Stair Runners & Customer-Supplied Measurements

Buyer, designer, architect, installer, contractor, or third party providing measurements, templates, shop drawings, CAD files, or staircase specifications assumes full responsibility for their accuracy. Seller shall not be responsible for:

• Incorrect templates
• Inaccurate dimensions
• Installation errors
• Field condition discrepancies
• Stair irregularities
• On-site adjustments
• Installer workmanship

All stair runners must be inspected and approved prior to cutting or installation.

Installation Disclaimer

Seller is not responsible for installation services performed by third parties. Seller shall not be liable for:

• Labor costs
• Removal costs
• Reinstallation costs
• Contractor fees
• Project delays
• Damage to flooring or stairs
• Improper installation
• Adhesive failures
• Installer negligence

Storage Fees

Finished goods not shipped or collected within thirty (30) days of notice of completion may incur storage fees at Seller's discretion. Seller reserves the right to transfer goods to third-party storage facilities at Buyer's expense.

Limited Warranty

Seller warrants only that goods will substantially conform to the approved specifications at the time of delivery. THIS LIMITED WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Normal wear, traffic patterns, shedding, fading, crushing, staining, odor, or environmental reactions are excluded from warranty coverage.

Limitation of Liability

Seller's maximum liability under any circumstance shall be strictly limited to the amount actually paid to Seller for the specific goods giving rise to the claim. Under no circumstances shall Seller be liable for:

• Consequential damages
• Indirect damages
• Incidental damages
• Punitive damages
• Lost profits
• Emotional distress
• Project delays
• Reputational damages
• Third-party claims

Buyer expressly waives any claim exceeding the purchase price of the goods.

Force Majeure

Seller shall not be liable for any delay or failure resulting from causes beyond its reasonable control, including but not limited to: natural disasters, war, terrorism, sanctions, epidemics, pandemics, labor disputes, container shortages, transportation interruptions, energy shortages, governmental restrictions, or supplier failures.

Governing Law & Dispute Resolution

These Terms shall be governed exclusively by the laws of the State of Florida, without regard to conflict of law principles. Any dispute arising from these Terms shall be resolved exclusively by binding arbitration in Miami, Florida, in the English language.

The prevailing party shall be entitled to recover reasonable attorney fees and costs.

Confidentiality

Buyer agrees not to disclose, copy, reproduce, or use Seller's sourcing methods, manufacturing partners, designs, pricing structures, or proprietary business information without Seller's prior written consent.

Entire Agreement

These Terms constitute the entire agreement between the parties and supersede all prior discussions, understandings, representations, or agreements. No modification shall be valid unless made in writing and signed by Seller.

By submitting payment, approving production, or accepting delivery, Buyer acknowledges having read, understood, and accepted these General Terms & Conditions.