CoA Template

CoA Template — Certificate of Authenticity and Services Agreement

This Certificate of Authenticity and Services Agreement (the Agreement) is made and entered into as of by and between:

Recitals

WHEREAS, Client is the legal owner or authorized custodian of the tangible item identified herein and requests a written certificate attesting to the authenticity, authorship, and condition of the item; and

WHEREAS, Authenticator represents that it has the expertise, facilities and methods reasonably accepted in the trade for examination, testing, and authentication of the category of item described; and

WHEREAS, the parties desire to set forth the terms under which Authenticator will examine, authenticate, and issue a Certificate of Authenticity (CoA) for the item.

Item Details

Scope of Work

Authenticator shall perform the following services with reasonable skill and care consistent with industry standards:

The CoA issued by Authenticator will state conclusions of authenticity, authorship attribution (where applicable), condition, and any material qualifications or limitations to the opinion. Authenticator may employ visual examination, comparative analysis, technical testing, and consultation with recognized experts as reasonably necessary.

Payment Terms

Fee amount for the services described above:

Late payments shall incur interest at the rate of on any unpaid balance, calculated monthly, and Client shall also reimburse reasonable collection costs.

Term and Termination

This Agreement commences on Start Date: and shall continue in effect until End Date: or until completion of the services, unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon written notice delivered at least days prior to termination. Termination for material breach is effective immediately if the breaching party fails to cure within ten (10) days of written notice.

Confidentiality

Each party shall maintain the confidentiality of confidential information disclosed by the other party in connection with this Agreement and shall not disclose such information except to employees, agents or contractors who need to know and who are bound by confidentiality obligations no less restrictive than those herein. Confidential information excludes information that is or becomes generally available to the public through no fault of the receiving party, is lawfully obtained from a third party, or is independently developed.

The obligations of confidentiality shall survive termination of this Agreement for a period of years.

Representations, Limitations and Disclaimers

Authenticator represents that conclusions stated in the CoA reflect its good faith professional opinions based on the methods available and reasonable inspection and testing. Opinions of authenticity are professional judgments and not guarantees of future market value. Authenticator does not insure or guarantee marketability, condition changes, age-related deterioration not evident at time of examination, or undisclosed restoration or alteration not detectable through reasonable inspection and testing.

Client acknowledges and agrees that Authenticator’s total liability arising out of or related to this Agreement shall not exceed the fees actually paid by Client for the specific services giving rise to the claim, except for liability resulting from willful misconduct or gross negligence.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to its conflict of law rules. Venue for any dispute shall be the state or federal courts located in the county in which Authenticator maintains its principal place of business.

Entire Agreement

This Agreement, including the Certificate issued hereunder and any attachments signed by the parties, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals and understandings, whether written or oral. Any amendment must be in writing and signed by both parties.

Acknowledgement and Certification

Client acknowledges that Client has read and understands this Agreement and authorizes Authenticator to perform the services described herein. Authenticator certifies that to the best of its knowledge, the CoA issued pursuant to this Agreement will truthfully reflect Authenticator’s findings based on the methods and information available at the time of examination.

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