GENERAL TERMS AND CONDITIONS
These General Terms and Conditions shall apply to all services proposed or provided by the Appraiser, which are delivered entirely or partially to the Client.
In these General Terms and Conditions, the following definitions are applicable:
- “APPRAISAL” means the SERVICES to be provided by the APPRAISER to the CLIENT;
- “APPRAISER” means the issuer of these Terms and Conditions;
- “ARTEFACT” Original Imperial German Order Decorations, Medals and Badges;
- “CLIENT” means the person, organisation or company with whom a Contract is entered into;
- “CONDITION” Condition classifications as listed on web page: medalnetservices.com;
- “CONFIDENTIAL INFORMATION” means any information related to the Engagement disclosed by the CLIENT to the APPRAISER and by the APPRAISER to the CLIENT, respectively, either directly or indirectly;
- “DATE OF VALUATION” Actual date of valuation;
- “ONLINE DATABASE” means a data base all REPORTS will be stored in anonymous fashion, meaning the report will show the factual appraisal, it will not show the CLIENTS identity. The reports shall only be accessible by the CLIENT and/or anybody in possession of the original REPORT;
- “PROJECT” means SERVICE rendered by APPRAISER on behalf of the CLIENT to appraise one or many ARTEFACTS;
- “REPORT” SERVICES rendered will result in an APPRAISAL REPORT that may include, imagery, weights, measurements, historical synopsis on the artefact including statistics or estimates on determination of rarity. Any Appraisal Service requested is considered to be an opinion of the APPRAISER. Medalnet Appraisal Services LLC does not warrant or guarantee their opinions;
- “PAYMENT” payment terms and conditions as published on the APPRAISER'S website: medalnetservices.com;
- “VALUE” Opinion on a market value of an ARTEFACT based on due diligence and interpretation on rarity, auction and sales results as well as value estimates from known catalogues at the DATE OF VALUATION;
2.1 These General Terms and Conditions govern the provision of all services from or on behalf of the APPRAISER to the CLIENT and apply to all legal relationships between the APPRAISER and the CLIENT.
2.2 These General Terms and Conditions supersede any and all prior oral and written quotations, communications, agreements and understandings of the parties and shall apply in preference to and supersede any and all terms and conditions of any order placed by the CLIENT and any other terms and conditions submitted by the CLIENT. Failure of the APPRAISER to object to terms and conditions set by the CLIENT shall in no event be construed as an acceptance of any terms and conditions of the CLIENT. Neither the APPRAISER’s commencement of performance nor the APPRAISER’s delivery of services shall be deemed or constituted as acceptance of any of the CLIENT’s terms and conditions. Any communication or conduct of the CLIENT which confirms an agreement for the provision of services by the APPRAISER, as well as acceptance by the CLIENT of any provision of services from the APPRAISER shall constitute an unqualified acceptance by the CLIENT of these General Terms and Conditions.
2.3 By contracting on the basis of these General Terms and Conditions, the CLIENT agrees to the applicability thereof in respect of future agreements between itself and the APPRAISER, even if this is not expressly stated.
3. PERFORMANCE OF THE APPRAISAL
3.1 The APPRAISER shall determine the manner in which and the CLIENT by whom the Engagement will be carried out, taking into account, as far as is feasible, the reasonable requests expressed by the Client. APPRAISER will in no way alter the ARTEFACT for the purpose of an APPRAISAL.
3.2 The APPRAISER shall complete the Project with reasonable skill, care and diligence in accordance with the APPRAISAL.
3.3 The CLIENT hereby accepts that the time schedule allocated for the performance of an Engagement may be subject to change.
3.4 The APPRAISER shall provide the CLIENT with one (1) original REPORT. The CLIENT has the right to notify the APPRAISER that it wishes to modify its requirements in relation to the Project. Such modifications shall not enter into effect until the parties have agreed on the consequences thereof such as to the APPRAISAL fee and the completion date of the PROJECT.
3.5 The APPRAISER will retain one (1) original REPORT for archival purposes and will store one pdf version of the REPORT, rendered anonymous, on his ONLINE DATABASE.
3.6 APPRAISER cannot agree to provide a value opinion that is contingent on a predetermined amount. APPRAISER cannot guarantee the outcome of the assignment in advance. APPRAISER cannot ensure that the opinion of value developed as a result of this Assignment will serve to facilitate any specific objective of CLIENT or others or advance any particular cause.
3.7 APPRAISER’s opinion of VALUE will be developed competently and with independence, impartiality and objectivity.
4. FEES AND EXPENSES
4.1 The CLIENT shall pay to the APPRAISER fees at the rate specified on the APPRAISERS website: medalnetservices.com.
4.2 The APPRAISER shall be entitled to be reimbursed by the CLIENT for all traveling and lodging expenses reasonably and properly incurred by him in the performance of his duties hereunder subject to production of such evidence thereof if the CLIENT may reasonably require.
4.3 Unless otherwise stated here, payment will be made in advance based on the fee schedule posted on medalnetservices.com.
4.4 Value Added Tax, where applicable, shall be shown separately on all invoices.
4.5 Any extra costs arising from or related to any delays in the completion of the Engagement stemming from the failure of the CLIENT to duly make available to the APPRAISER the requested information and documentation, shall be fully borne by the CLIENT.
4.6 APPRAISER reserves the right to return ARTEFACTS without giving any reason. Shipping expenses of those ARTEFACTS will be covered in full by CLIENT. APPRAISER will refund prepaid APPRAISAL fees.
4.7 The fees apply to the APPRAISAL services rendered by APPRAISER. Unless otherwise specified herein, APPRAISER’s services for which the fees apply shall not include meetings with persons including the CLIENT or CLIENT’s agents or professional advisors; APPRAISER’s deposition(s) or testimony before judicial, arbitration or administrative tribunals; or any preparation associated with such depositions or testimony. Any additional services performed by APPRAISER not set forth here will be performed on terms and conditions set forth in an amendment, or in a separate agreement.
5.1 The APPRAISER shall keep secret and not disclose and shall procure that his employees keep secret and not disclose any Confidential Information obtained by him during the performance of the PROJECT. The foregoing shall not apply to information which (i) is or becomes part of the public domain without fault on the part of the APPRAISER; (ii) was already known by the APPRAISER , other than under an obligation of confidentiality, at the time of disclosure by the CLIENT; (iii) is lawfully acquired by the APPRAISER from a third party on a non-confidential basis; or (iv) the APPRAISER is required to disclose pursuant to any law, lawful governmental, quasi-governmental or judicial order.
5.2 Except with the prior written permission of the APPRAISER, the CLIENT shall not publish or otherwise make available the contents of proposals, reports, presentations, memos, or other communications by the APPRAISER, unless these have been provided with the intention of providing third parties with the information set out therein. Furthermore, the CLIENT shall not disclose any of the APPRAISER ‘s methods and work strategies without the APPRAISER ’s written permission. However, confidential information can be shared by the CLIENT with whomever the CLIENT may sell or gift the ARTEFACT a service was rendered for to.
5.3 The provisions of this Article 5 shall apply during the term of the Contract and for a period of five (5) years thereafter.
6. TESTIMONY AT COURT OR OTHER PROCEEDINGS
CLIENT agrees that APPRAISER’s assignment pursuant to these Terms and Conditions shall not include APPRAISER’s participation in or preparation for, whether voluntarily or pursuant to subpoena, any oral or written discovery; sworn testimony in a judicial, arbitration or administrative proceeding; or attendance at any judicial, arbitration or administrative proceeding relating to this assignment.
7. CHANGES TO TERMS AND CONDITIONS
Any changes to the assignment as outlined in these Terms and Conditions shall necessitate a separate and new Agreement. The identity of the CLIENT, intended users, or intended use; the DATE OF VALUATION; type of VALUE; or ARTEFACT appraised cannot be changed without a new Agreement.
CLIENT may cancel an assignment at any time prior to APPRAISER’s delivery of the APPRAISAL REPORT upon written notification to APPRAISER. CLIENT shall pay APPRAISER for work completed on assignment prior to APPRAISER’s receipt of written cancellation notice, unless otherwise agreed upon by APPRAISER and CLIENT in writing.
9. GOVERNING LAW AND JURISDICTION
The Terms and Conditions shall be governed by the law of the state of Pennsylvania, exclusive of that state’s choice of law rules. The parties agree that any legal proceeding brought by either party to interpret or enforce the Terms and Conditions, or to enforce an arbitration award entered pursuant to the Terms and Conditions, shall be brought in a state or federal court having jurisdiction in Pittsburgh, PA, and the parties hereby waive any objections to the personal jurisdiction of said court.
Any notice or request required or permitted to be given to any party shall be given in writing and shall be delivered to the receiving party by: a) registered or certified mail, postage prepaid; (b) overnight courier, such as Federal Express, United Parcel Service or equivalent; or (c) hand delivery. The address for delivery of any notice shall be the address for the party as specified in the Terms and Conditions. Unless otherwise specified herein, notice shall be effective the date it was received by either party.
11. ATTORNEY FEES
In the instance of any action being brought in regards to collection of payment for services rendered, CLIENT agrees to payment of attorney fees and costs incurred.
Any claim of damages brought against MEDALNET APPRAISAL SERVICES, LLC. shall be limited to fees actually paid for APPRAISAL Services.
In the event any provision of the Terms and Conditions shall be determined to be void or unenforceable by any court of competent jurisdiction, then such determination shall not affect any other provision of this Agreement and all such other provisions shall remain in full force and effect.
14. WARRANTIES, LIABILITY AND INDEMNIFICATION
14.1 The APPRAISER, and any person put forward by the APPRAISER to perform the PROJECT, shall not be liable if the services provided or the results generated by him in the PROJECT are not absolutely correct, nor does the APPRAISER, or any person put forward by the APPRAISER to perform the PROJECT, warrant, either expressed or implied, that the performance by him of the PROJECT will not infringe upon intellectual property rights of any third party.
14.2 The APPRAISER, nor any person put forward by the APPRAISER to perform the Project, shall not be responsible for any loss, destruction or damage of whatsoever nature (including injury or death) incurred by the CLIENT, its employees or third parties, resulting from the use of the Project results by the CLIENT, except to the extent that the same can be shown to be due to gross negligence or wilful misconduct on the part of the APPRAISER or his employees. The CLIENT shall indemnify the APPRAISER accordingly.
14.3 Should a party be deemed liable to the other party, by way of indemnity or by reason of breach of contract or otherwise, the APPRAISER’s liability shall in aggregate not exceed the fees and costs paid by CLIENT to APPRAISER pursuant to the Terms and Conditions. In any event, neither party shall be liable to the other party for any consequential, indirect, special, incidental or exemplary damages of any nature whatsoever that may be suffered by the other party.
15. CLIENT’S REPRESENTATIONS AND WARRANTIES
Client represents and warrants to APPRAISER that (i) Client has all right, power and authority to engage APPRAISER; (ii) Client’s duties and obligations under the Terms and Conditions do not conflict with any other duties or obligations assumed by Client under any agreement between Client and any other party; and iii) Client has not engaged APPRAISER, nor will Client use APPRAISER’s Appraisal REPORT, for any purposes that violate any federal, state or local law, regulation or ordinance or common law.
16. FORCE MAJEURE
APPRAISER and CLIENT shall both be excused for failure to perform any part of this Agreement due to events beyond either party’s control, including but not limited to Acts of God, fire, storm, flood, earthquake, explosion, accident, riots, acts of terrorism or other civil disturbances. In the instance of any of these occurrences, APPRAISER and CLIENT shall make their best efforts to perform their respective obligations at the first available opportunity.
17. EXTENT OF THE TERMS AND CONDITIONS
The Terms and Conditions represents the entire and integrated engagement between the CLIENT and APPRAISER and supersedes all prior negotiations, representations or agreements, either written or oral.