Noble House Antiques General Conditions
1. Scope of application
a. These General Conditions shall apply to all acts and activities of Noble House Antiques, including those which are not strictly part of the core business activity.
b. The relevant provisions of terms and conditions of third parties with whom Noble House Antiques concluded contracts for the purpose of carrying out any order shall also apply.
2. Activities
a. The activities of Noble House Antiques may carry out include: - dealing in (buying/selling) works of art, antiquities and related items, wholesale and/or retail (the "Trade");- supplying services, including: valuations, assisting in the purchase/sale of collections, establishing collections, acting at auctions, selling on consignment, advising on restoration or conservation, insurance, dealing with loss or damage, estates, partition of estates, storage, transport and packing (the "Services").
b. Any person with whom the Noble House Antiques conclude any contract or for whom they carry out work or activities is referred to below as the "Client".
3. Performance of activities
a. Noble House Antiques has a duty to use their best endeavours on their Clients` behalf; this will be described in more detail below.
b. Noble House Antiques will as far as possible inform its Client or Clients, to a reasonable standard of professional skill, about the nature, origin, period of creation and authenticity of what they offer for sale (the "Object") and about the modifications and repairs it may have undergone; this requirement applies with respect to the date of sale/purchase.
c. Noble House Antiques is required to inform its Client of any possible doubts it may have concerning the qualities referred to in subparagraph b above.
d. Noble House Antiques shall provide all information concerning the Object of which it is aware and which is reasonably relevant to any contract.
e. On request, Noble House Antiques shall supply the information referred to in subparagraphs b and c above in the form of a report.
f. The above also applies to the supply of services.
g. The provisions of paragraph 4 below shall govern the cost of valuations.
h. Noble House Antiques reserves the right to refuse to carry out activities for a Client without giving any reason. i. Noble House Antiques may have the activities carried out in whole or in part by third parties or by employees of third parties; the same applies to anything related to these activities.
4. Payment
a. Unless otherwise agreed in writing all deliveries are made cash on delivery.
b. Noble House Antiques may ask for (in each case supplementary) advances and/or security in the performance of their activities.
c. Noble House Antiques`invoices and pro forma invoices fall due 14 days after they have been sent by Noble House Antiques.
d. After that the Client is in default and is liable to pay interest on the balance due at the rate of 1% per month or part thereof, plus the extrajudicial costs of collection at the rate charged by the Netherlands Bar (Nederlandse Orde van Advocaten), exclusive of VAT, with a minimum of €15.
e. Noble House Antiques shall then be entitled to suspend its activities or terminate them without any liability for the consequences and without prejudice to the Client`s obligation to pay the amount due plus interest and costs and any other element of loss.
f. Payments must be made exclusively through a bank into the bank account indicated on the invoice, without any discount, compensation, deduction, etc.
g. Payments made in any other way shall be deemed not to have been duly made.
h. Noble House Antiques is entitled to set off debts one against the other without limit.i. Payments and settlements from auctions will be transferred ten workingdays after the payment of the auction halls, minus the commission and/or costs as agreed with Noble House Antiques. A copy of the auction settlement and an original invoice of Noble House Antiques will be send to the Client.
5. Possessory lien
a. Without prejudice to any other rights, Noble House Antiques shall be entitled, by way of (additional) security for payment, to retain goods, documents, etc. for the account and risk of the Client (and/or possible owner for whom the Client was in possession of those goods, documents etc. pursuant to any law or legal relationship), until all its claims - arising in whatever way - have been paid in full.
b. This includes not forwarding documents (or copies thereof).
6. Complaints
a. For the purposes of these General Conditions the term complaints shall mean all possible grievances of the Client concerning Services performed by Noble House Antiques, as well as those concerning invoices sent and goods supplied.
b. Complaints must be received by Noble House Antiques before the due date for payment.
c. Complaints may only be made in writing and must be addressed to Noble House Antiques.
d. Complaints must contain a reasoned description of the grievances.
e. Complaints only operate to suspend the Client`s payment obligation if there is a bank guarantee which Noble House Antiques can invoke as soon as there is an arbitrator`s decision or signed agreement between the parties in favour of Noble House Antiques.
f. Complaints concerning goods that have been supplied must be made in accordance with subparagraph b above, unless the defects concerned are not easily observable.
7. Reservation of title
a. An “extended” reservation of title shall apply, which means that goods remain the property of Noble House Antiques as long as the Client still owes Noble House Antiques anything, irrespective of how the debt has arisen.
b. During this period the Client is required to treat the item or items concerned with due care and look after them properly, which includes for example proper storage and adequate insurance.
c. Noble House Antiques is entitled to exercise its right to retain property (or cause it to be exercised) at any time, and the Client must cooperate fully (presence, access, etc.) in this respect.
8. Computers
a. Data concerning Clients and their affairs may also exist in Noble House Antiques` computer files.
b. Noble House Antiques accept no responsibility for the consequences of hacking, technical failures, deletion of files, unauthorised acts by third parties, etc.
9. Suspension/termination
a. If a Client fails to fulfil the agreed obligations (for example by failing to pay advances or provide security) or fails to fulfil them adequately, Noble House Antiques may suspend or terminate their activities.
b. Any contractual relationship will in any event be terminated if the Client: - applies for a judicial suspension of payments to creditors; - files an application for debt restructuring; - is declared bankrupt; - loses the free disposal of his assets or a substantial part thereof (administration, seizure, etc.); - dies, or a winding-up resolution is adopted; - loses the capacity to look after his own affairs properly; - or if his affairs are placed under administration.
10. Final provisions
a. Departures from these General Conditions or further special terms and conditions shall apply only if they have been agreed between the parties in writing.
b. The failure (ex-gratia or otherwise) strictly to enforce any provision or provisions of these or other agreed terms and conditions shall not mean that the operation of the remaining provisions is also waived or that it implies the creation of a usage.
c. If there is any conflict between these General Conditions and further special terms and conditions that have been agreed, the special terms and conditions shall prevail.
11. Domicile
a. As far as Noble House Antiques is concerned the Client is domiciled at his last known address.
b. Documents sent by Noble House Antiques to that address shall be deemed to have been received by the Client.
c. If it emerges that the Client`s address known to Noble House Antiques is incorrect and if the Client has not informed them of the change of address, Noble House Antiques shall at any rate not be responsible for the consequences thereof.
d. For this purpose Noble House Antiques elects domicile at their office address.
12. Applicable law/competent court
a. All activities are governed by Dutch law.
b. A dispute exists if one of the parties deems that it does.
c. These General Conditions are a translation from Dutch of the “Algemene Voorwaarden" In the event of any conflict between the Dutch and English versions, the Dutch version will prevail.
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