These Terms and Conditions govern the use of the Services rendered by GJTL Labs Private Limited hereinafter referred to as “GJTL” to their Client in respect of all Articles submitted by the Client.

Definitions:

In this Agreement, unless the context indicates otherwise, the following terms shall have the following meanings:

“GJTL” means Gem & Jewelry Testing Laboratory Labs Private Limited.

“Client” means any organization, company, person or duly authorized representative on behalf of the client, whose UID details including permanent/registered address will appear on the Receipts issued by GJTL to the Client.

“Parties” means the Client and GJTL collectively, and “Party” means either one of them, as the context may require;

“Receipt” means any receipt issued by GJTL to the Client in respect of an Article,

“Report” means any and all Grading Reports, QC Reports, identification Reports, or any other Report or interim report issued by GJTL that describes an Article and each verification, update, or supplement to any such Report.

“Services” means all services performed by GJTL including but not limited to Quality Check, grading, testing, examining, laser inscribing, and/or the issuing of Reports.

“Article(s)” means any Diamond, Gemstone, Plain / Studded Jewelry material or other Article / Ornament of any kind including but not limited to Jewelry, Coloured Stones, Pearls and/or Laboratory Grown Diamonds delivered by or on behalf of the Client to GJTL.

“Grader” means qualified personnel employed by GJTL, who hold the requisite Gemmological qualifications or have passed GJTL criteria requirements.

“Inscription” means any laser inscription by GJTL on an Article

“Intellectual Property Rights” means all Intellectual Property Rights of any kind whatsoever, including without limitation, patents, trademarks, rights in designs, trade names, present and future copyrights, whether or not any of these are registered and including applications for any such right or registration thereof, trade secrets, and all rights or forms of protection of a similar nature or having equivalent or similar effect to any of these;

The Client acknowledges that by accepting delivery of an Article, and by performing services in respect of that Article, all for a relatively small fee compared with the present and potential value of that Article, GJTL will be acting on the reliance of and in consideration of the terms and conditions set out in this Agreement. The Client also accepts and agrees that the terms & conditions mentioned herein are subject to changes / modifications as and when GJTL deems fit and that all the changes shall be binding upon the Client. The GJTL is under no obligation to intimate their Client/s about any such changes / modifications.

Article Report:

Client is obliged to be familiarized with the process and procedure involved in the compilation of Reports by GJTL. The following factors are to be take into consideration by the Client:

Diamonds: Grading Methodology

1. The Gemmological analysis of Diamonds, precious stones and other minerals and/or Articles is carried out by Graders with required experience in this field with a keen sense of the professional code of ethics governing their work as well as thorough knowledge of crystallographic, optical and physical phenomenal characteristics etc. The identification of the various species and varieties of stones, the distinction between naturally evolved and lab constructed material as well as various treatment methods currently encountered are all very sensitive factors. More specifically for Diamonds, the laws of refraction and dispersion of light, the related geometric data as well as knowledge of all aspects involved in the cutting process are essential.
2. Diamonds are graded to the globally accepted system for Diamond grading based on colour, clarity and cut. Weight and measurements are listed. The colour grade is established by comparison to a prescribed set of colour master Diamonds, by no less than two trained & experienced Graders with concurring opinions. The clarity and cut grade is established by the assessment of no less than two trained & experienced Graders concurring opinions based prescribed definitions. The carat weight reflects the official weight of a Diamond taken on a well calibrated electronic balance.
3. Where the gemstones are graded in the best possible manner, considering the fact that the gems are mounted, weights are estimated by scientifically established formula, colour and clarity grades will be expressed by a minimum of two colour grade ranges and two clarity grade ranges will be graded as per their verbal nomenclature. In the case where star/melee sized Diamonds are set in a mounting, a screening testing procedure, regarding the Diamonds being of natural origin or laboratory created will be performed. Global weight tolerances are pre-defined and listed.

Article Report: The Jewelry Receipt

4. GJTL will be required to issue a Jewelry Receipt in respect of the Article which was submitted to the Client. The Receipt will include a generic description of the item, the purpose of the appraisal, to whom the appraisal will be addressed, the estimated date when the work will be completed, GJTL’s limitations, and the fee will be recorded. Both the Client and the GJTL representative will be required to sign the Receipt. The original receipt is to be retained by the Client and will be returned to GJTL upon receipt of the Clients Article.

Article Report: The Interim Report

5. All results of the examination of the Article will be recorded by the Grader on an interim report/software. Precious metals are identified by a dedicated hallmarking agency by following prescribed standard tests & measures. Diamonds are graded according to the globally accepted nomenclature for colour and clarity, grading. Coloured stones are graded if at all by the Gem & Jewelry Testing Laboratory nomenclature of colour, clarity and tone. Easily understood graphs are included with each Gemmological appraisal. After the Grader has reached their opinion, they will consult with a second and third Grader for confirming their conclusions.
6. It is to be noted that natural gemstones are processed from the time they are extracted from the earth by one of more traditionally accepted trade practices. Coloured stones are known have most likely been subjected to a stable and possibly undetectable treatment. All relevant information and findings of such kind will be readily provided, based on current available Gemmological expertise, information, knowledge and prevailing market values are based on these universally practiced and accepted processes by the gem and Jewelry trade body.

Article Report: The Valuation Process – Compilation of Various Reports

7. The Articles referred to in the Reports have been examined by GJTL’s Graders objectively and carefully with specialized equipment / instruments. GJTL has prepared the Report to the best of its knowledge and professional standards.
8. GJTL makes no warranty or representation regarding the Reports, which contain a description of the Article(s) based upon the application of generally accepted grading & testing techniques used at the time of the examination.
9. Description(s) provided in the Report may vary depending on the method of grading, the experience and the qualifications of the graders of GJTL
10. GJTL plays no role and does not agree to purchase or replace the Article tested or evaluated whenever it decides to render services of appraisal. The value expressed in the Reports are based on the grader’s / appraiser’s best judgment and opinion and is not a representation or warranty that the item(s) will realize that value when it is offered for sale at auction or otherwise. The value(s) expressed is based on current information, excluding taxes & government levies, on the date indicated and no opinion will be expressed as to any past or future value unless otherwise expressly stated.
11. The Appraiser’s bona fide opinions as to the value of Jewelry items may vary based on the prevailing price from time to time and place to place.
12. Any and all of GJTL’s pricing information is available for review. GJTL and its employees assure that with respect to all Reports issued, GJTL act in a completely independent manner. GJTL further represents that no representative of GJTL shall have any direct financial or indirect financial or material interest in the submitter or the Article submitted for valuation and or evaluation, or in any of the submitter’s affiliates or in any of the affiliates acts. GJTL’s fees are not contingent on the values derived. The Reports are to be used and interpreted in its entirety in accordance with the purpose stated on the front of each Report and may not be reproduced in whole or in part without prior consent and written permission from GJTL
13. The Article referred to in the Reports will be micro-photographed resulting in an enlarged photograph, as to allow detail to be easily observed. This photograph is representation of the Jewelry inspected and shall be property of GJTL alone. It may not be the Client’s individual Article.

Article Report: The Gemmological Appraisal

14. The Gemmological Appraisal Report will contain all the required identification and grading information, photographs, and diagram of the Client’s Jewelry.

Article Report: General Considerations

15. The date of the Gemmological Appraisal Report and the Summation of Appraisal represents the effective date of the appraisal, being the same date, the appraisal report was produced. That is, the effective date of the appraisal represents the value of the Article for that date and does not imply a past or future value.
16. The object of an insurance appraisal as an estimated retail replacement value for insurance purposes or Summation of Appraisal is to establish an accurate insurance position and to provide sufficient support if necessary, to prove loss or damage to an Article. The insurance valuation or Summation of Appraisal shall give the approximate cost of replacing or recreating the Article as closely as possible. In order to accomplish this the Appraiser/Grader will use Due Diligence in reflecting the highest and best use in their analysis of current market prices as well as current costs of labour, materials, creative design, certification, the precious stone and metal markets comparable sales data and offers from reputable firms.
17. Costs and margins may differ substantially from retailer to retailer based on their locality, various services offered, and marketing methods. This information is accumulated by national survey. Averaging these costs and margins will result in an estimated retail replacement value for insurance purposes. These values are not for investment purposes, nor are they an endorsement of the price you should pay.
18. The Article(s) are appraised based upon final consumption by the consumer at the retail level. These values are GJTL’s appraiser’s best judgment and opinion and are not a representation or warranty that the article(s) will realize that value if offered for sale at auction or otherwise.
19. When a report has been prepared for intended use of future purchaser in obtaining insurance and will be passed on to the future purchaser at the time the item is sold, the Report should be accompanied by a copy of the sales Receipt documenting the actual sales price of the item.
20. It is to be noted by the Client, if applicable; that most insurance policies contain an option which will allow the insurance company to replace the Client’s lost or damaged Article with “similar” items. Therefore, the more descriptive the appraisal, the more certain the Client can be of receiving proper replacements. Accordingly, for the Client’s own protection, the Gemmological appraisal will virtually fingerprint the Client’s Article. It will include the Client’s Article’s cut, colour, clarity, weight and position. Precious metals will be identified and weighted. This type of descriptive appraisal will reinforce Client’s protection and will ensure the Client is covered for a truly similar Article. An explicit, accurate description is as important for the Client’s protection as in the estimated retail replacement value.

Insurance:

21. GJTL shall maintain a standard form jeweler’s block insurance policy and a standard form Fidelity insurance policy to insure an Article against loss or damage while in GJTL’s possession.
22. The Client agrees that the liability of GJTL and its Employees and Agents for any loss of, wrong delivery of, or damage to that Article, even if caused by or resulting from the negligence or other fault of GJTL or any of its Employees or Agents, (save for in fraud, wilful misconduct or gross negligence) shall be limited to the amount paid, if any, to GJTL by its insurance carrier and thereafter paid by GJTL to the Client in respect thereof under such policies. In any event, GJTL and its Employees and Agents shall not be personally liable for any such loss of, wrong delivery of, or damage to that article, even if this limited remedy fails in its essential purpose, as will more fully appear below.

Limitation of Liability:

23. GJTL is able to render its Services to the Client in accordance with the limitations of GJTL’s liability set out below and agreed upon by the Client.
24. GJTL and its Employees and Agents shall not be liable for any direct or indirect damages of whatsoever nature and howsoever arising. The Client hereby indemnifies and holds GJTL and its Employees and Agents harmless against any claim, loss, demand, damage, liability, cost and expense of whatsoever nature and howsoever arising, irrespective of whether or not same arises during the currency or after the termination of this Agreement. This clause shall not apply in instances of fraud or wilful misconduct, of GJTL or any of its Employees or Agents.
25. The Client hereby releases, discharges and indemnifies GJTL and its Employees and Agents from any and all claims, loss, demand, damage, liability, cost and expense including but not limited to those resulting from any error in or omission from any report or from the issuance of or use of any report or any inscription even if the claim, loss, demand, liability, cost or expense was caused by or resulted from the negligence or other fault of GJTL or any of its Employers Agents, save for instances of fraud or wilful misconduct of GJTL or any of its Employees or Agents.
26. The Client acknowledges that in any event, GJTL and its Employees and Agents shall not be held liable for special, consequential, indirect, incidental, punitive, exemplary or statutory damages howsoever arising, including but not limited to any damages resulting from any error or omission from a Reports or any inscription or the issuance or use of a Report or any inscription, even if the Client is advised of the possibility of such damages.
27. Each of the above and below limitations, as well as others agreed upon in connection with GJTL’s Services extends to the Client for whom the Report was prepared, as well as to every other person to whom the Report or the Article described therein is distributed or shown.

Further Important Limitations & No Warranties:

28. GJTL has carried out a thorough scientific analysis and grading of the Article(s) referred to in its Report(s), utilizing advanced and up-to-date Gemmological instruments and equipment available at the time of examination. Evidence of known treatments, simulants and synthetics are detected and disclosed in the trade. However, technologies employed in treatments, processing and synthetics are continuously & quickly evolving, hence it might not always be possible to determine the origin of the stones on the Article using the then-latest available techniques.
29. A Jewelry Report is based on the Gemmological analysis of the Article, but also on data or documentation occasionally supplied along with. Accompanying reports and hallmarks are accepted as factual, with the implicit understanding that GJTL does not guarantee, nor warranty their accuracy. Characteristics, weights and measurements are approximate when analysed in mounted conditions.
30. As per the existing GJTL process, the laboratory might reject article/s in case if it does not conform the criteria mentioned in the submission form. In such case the laboratory will send an email of the grading results and then the client will have the option to either accept the observations made by GJTL and request to proceed with the report printing or the client might request for the article/s to be returned so that the necessary alterations can be made and then the article/s may be re-submitted for a re-check. In such case, the article/s will have to undergo the same tests and only when it meets the required criteria, the report shall be printed and issued to the client. However, if the re-submitted article/s don’t meet the desired criteria then GJTL shall return the same without the report. The Client accepts that such article/s will attract full grading charges and agrees to pay for the same.
31. A Jewelry Report is based on the Gemmological analysis of the Article, but also on data or documentation occasionally supplied along with. Accompanying reports and hallmarks are accepted as factual, with the implicit understanding that GJTL does not guarantee, nor warranty their accuracy. Characteristics, weights and measurements are approximate when analysed in mounted conditions.
32. The Client acknowledges that a Report is not a guarantee, valuation or appraisal. GJTL makes no representation or warranty whatsoever regarding the Report or the Article(s) referred to therein.
33. By producing the Report, the Client acknowledges that GJTL does not agree to purchase or replace the Article(s). GJTL operates as an independent laboratory and has no financial interest in the sale or purchase of any Article.
34. The Client acknowledges that a Report contains only a description of the results of the Services performed by GJTL on an Article using the techniques and equipment made available to GJTL at the time such Services were performed. The results of the Services performed by GJTL on an Article may differ from the results of similar Services performed on the same Article by others depending upon when, how and by whom such services were performed, and may differ in the future as a result of changes and improvements in techniques and equipment. Opinions therefore may vary as to the characteristics covered in a Report; hence, neither GJTL nor any member of its staff shall, at any time, be held responsible for any discrepancy which may result from the application of other grading and/or identification equipment or methods.
35. All submitted Jewelry Articles may undergo mandatory inscription on the metal. However, the inscriptions on the articles does not guarantee identification, quality, origin or source of an Article because, among other reasons, an inscription can be easily removed by polishing such article/s.
36. The trademark, service mark, logo, words, characters or other symbols of an inscription, other than an GJTL Report number, or a GJTL trademark. service mark or logo, are solely determined by and attributable to the Client and are neither attributable to or an indication of any determination by GJTL
37. If a Client requests an inscription on an Article, then the Client warrants and represents to GJTL that the Client has the right to have GJTL inscribe any requested trademark, service mark, logo, words, characters or other symbols comprising such Inscription on the Article.
38. GJTL disclaims all express, implied, and statutory warranties, including without limitation, the implied warranties for fitness for a particular purpose, merchantability, and non-infringement. Client further agrees that no information included on GJTL’s website or in GJTL’S informational or promotional materials or communicated verbally by GJTL shall be deemed a representation or warranty by GJTL The client hereby acknowledges that it has not entered into this Agreement in reliance upon any warranty or representation by any person or entity.
39. The Client agrees to indemnify and hold GJTL and its employees and/or agents harmless against any loss, damage, liability, cost and/or expense incurred by GJTL (including attorneys fees) arising out of, or resulting to or resulting from any inscription client requests to be included on an article. Client releases and discharges GJTL and its employees and/or agents from any and all liability, claims, suits, actions and demands including but not limited to liability, claims, suit, action and demands for the negligence or other fault of GJTL or any of its agent for the above.
40. In the event of any claim by the Client or any person for damage to the article(s), or damages resulting, directly or indirectly, from a Report, the liability of GJTL shall and only be limited to the amount it receives as a grading fee in connection with this Report.

Digital Copies of GJTL Reports:

41. A GJTL Report facsimile or electronic copy is a digital representation of an original GJTL Report and is subject to the same limitations described above. Such digital representation may not be accepted in lieu of the original Report in certain circumstances. The original Report contains certain security features which are not reproducible on a digital representation of a Report.

Payments by the Client to GJTL:

42. The client acknowledges that it is solely responsible to effect payment for all amounts charged to the Client’s account by GJTL in consideration for the services performed by GJTL The client shall effect payment to GJTL on any amounts due in respect of the Client’s account. The Client shall effect payment of a penalty amount of 2.5% per month on all amounts not paid when due from due date until payment is made in full.
43. The Client will effect payment to GJTL in accordance with the payment terms specified on the Invoice provided by GJTL to the Client in the country in which the Service was rendered to the Client.
44. All of GJTL’s prices will be recorded in the US Dollar for overseas clients. GJTL will render an invoice to client in the country where the Client accepts delivery of the Article to GJTL. GJTL’s invoice will convert the US Dollar price into such applicable currency using the exchange rate at the time of completion of the Services for an Article. The Client agrees to accept the exchange rate determined by GJTL and the same will be based on a minimum of 3% over & above the prevailing exchange rate at the time of the transaction.
45. Client shall make payment only in the currency specified by GJTL at the time of payment of the Invoice provided by GJTL to the client.
46. GJTL’s prices are exclusive of all types of taxes depending on the country in which the Service was rendered to the Client. However, GJTL shall also add the taxes / levies as applicable, at the time of invoicing and the client agrees to make complete payment of the same.
47. Any quotation or estimation of the price for a Service is only an estimate and is based on the exchange rate in effect at the time of the quotation. The price payable by the Client for the Services will be the actual price determined after completion of the Services by GJTL and once the applicable exchange rate has been applied. If the Client paid for the Services prior to the Articles being delivered to GJTL or at the time Articles are delivered to GJTL, then Client will pay the estimated prices. If the estimated price paid by the Client is less than the actual price, Client will be liable to pay the difference in the amount due. If the estimated Price paid by the Client was greater than the actual price, GJTL shall refund or credit the client.
48. GJTL reserves its right to charge a premium for accepting foreign currency or change its prices for Services at any time without prior notice to the Client.

Intellectual Property:

49. The Client acknowledges and agrees that, without limiting the generality hereof, all current or future copyright, trade names, logos, insignia, signage, décor, design of Products, know-how, trade secrets, trade dress, trademarks, design rights, patents and other intellectual property rights (“Intellectual Property”) owned by GJTL and made available to it by GJTL vests and shall remain vested In GJTL.
50. The Client further acknowledges, agrees and understands that this Agreement does not constitute a licence to the Client to use GJTL’s Intellectual Property at any time or for any reason. Any use by the Client of GJTL’s Intellectual Property shall only be allowed with the prior written consent of GJTL for limited purpose and time.
51. The following may not be used, neither in whole nor in part, for purposes of advertising, publicity, or promotion without the express written consent of GJTL, any Reports issued by GJTL; the name, trademarks, service marks and logos of GJTL and its divisions and/or subsidiaries; any part of any inscription which relates to an GJTL Report number, trademark, service mark, or logo. Any trademark, service mark, logo, words, characters, or other symbols of any inscription, other than a GJTL Report number, GJTL service mark, GJTL logo, or GJTL trademark, are attributable to and determined by the Client alone, and not by GJTL.

Representatives of the Client:

52. The client hereby authorizes GJTL to deliver an Article to any person appointed by the Client in writing as the duly authorized representative and/or agent of the Client.

Return of Articles and Delivery of Reports:

53. The client agrees that GJTL may return all Articles delivered to GJTL using the same carrier and insured for the same value declared by Client in shipping the said Articles to GJTL, if such insurance is available through the said carrier.
54. GJTL may in its discretion, refuse to perform Services for certain Articles and Services, and in such event, GJTL will unless otherwise prohibited by applicable law, return the Articles to the Client. GJTL may in its discretion, decide to charge such article/s any incidental charge.

Photographs of Articles:

55. Client acknowledges that GJTL is entitled to use photographs of the Client’s Article for any purpose it deems fit and the Client waives any intellectual property claims or legal action, if any, it may have against GJTL in respect of such photographs.

Irradiated Articles, Rough or Partially Rough Diamonds, and GJTL’s Compliance with Laws:

56. Client acknowledges that certain governmental regulatory agencies, committees, boards and entities regulate, license, and set standards for the handling of irradiated Articles and that GJTL endeavours to comply with all such regulations. If GJTL determines that an Article has a level of radioactivity in excess of such standards, GJTL will notify Client of that fact and GJTL will follow GJTL’s then-current procedures for handling irradiated Articles, including endeavouring to comply with the requirements of the applicable regulatory bodies.
57. Client acknowledges and agrees that GJTL may not be permitted to return to client an article while the article has a level of radioactivity in excess of such standards, that GJTL may be obligated to transfer the article to an entity authorized to receive irradiated articles, and that GJTL will have no further responsibility or liability whatsoever with respect to such article. in addition, client acknowledges and agrees that GJTL may not be permitted to return a rough or partially rough Diamond to client if client did not send the article to GJTL with the required Kimberley Process documentation and/or the client did not follow the required process in relation to the article, and that in such event GJTL may be obligated to notify and deliver the article to the appropriate government agency. in such event GJTL will have no further responsibility or liability whatsoever with respect to such article and client’s only recourse is with the government or trade organization in receipt of such notification and/or article and client agrees to indemnify and hold harmless GJTL and its employees and agents from the results of such notification and from the delivery of such article to the government or trade organization. In addition, GJTL’s compliance with any other laws, regulations, or court orders regarding Articles will not be a breach of this Agreement (or any other agreement) by GJTL.

Liability for Radioactive Articles: Infringement and Errors in Reports:

58. GJTL and its employees and agents shall not be liable for any claims, loss, demand, damage, liability, cost and/or expense for personal injury resulting from exposure to radioactive article submitted to GJTL, even if the loss, claims, demand, damage, liability, cost and/or expense relating thereto was caused by or resulted from the negligence or other fault of GJTL or any of its employees and/or agents.
59. GJTL and its employees and agents shall not be liable for any third-party claim, loss, demand alleging that an Article infringes a third party’s patent, copyright, or other intellectual property rights.
60. GJTL and its employees and agents shall not be liable for any error in or omission from a Report, the issuance or use of a Report and/or an Inscription including but not limited to any error in or omission from a report caused by GJTL, its employees and/or agents.

Treated and Processed Articles:

61. Client agrees that GJTL may test an Article, including but without limited to chemical analysis or other laser ablation techniques to determine if the Article is natural, synthetic or whether it has been treated or processed, even if Client did not request such testing as a part of the Services.
62. GJTL may, in its discretion, include an Inscription on any Article that GJTL reasonably believes to be synthetic, treated, or processed specifying the results of such GJTL testing, even if Client did not request such Inscription as a part of the Services and Client hereby agrees to pay for any such Inscription, even though not requested by Client when the Article was initially delivered to GJTL If Client submits an Article to GJTL and does not disclose to GJTL in writing at the time of submission that such Article is synthetic or that it has been treated or processed, GJTL may, at its sole discretion, notify law enforcement agencies, the World Federation of Diamond Bourses or any local bourses, or other appropriate government or trade organizations of the submission and GJTL may retain and turn over the Article at the request of such agency or organization for further investigation. In such an event, Client’s only recourse is with the government or trade organization in receipt of such notification and/or Article and Client agrees to indemnify and hold harmless GJTL and its employees and agents from the results of such notification and from the delivery of such article to the government or trade organization.
63. Client acknowledges that the testing techniques and the technology used by GJTL for testing Articles for synthetics, treatments, processing, and the like are subject to change, evolving and include certain subjective elements. Client further acknowledges and the ways in which an Article might be treated or processed are changing and dynamic and are rapidly becoming more sophisticated. As a result, it might not be possible in all cases to determine whether an Article has been processed or treated using GJTL’s then-current techniques and technology and GJTL makes no representations or warranties to Client in this regard. GJTL shall not have any liability to the Client or any third party for GJTL’s inadvertent failure to detect whether an Article has been processed or treated or for GJTL’s inaccurate determination that an Article was treated or processed. If Client submits an Article to GJTL and does not disclose to GJTL in writing at the time of submission that such Article is synthetic or that it has been treated or processed, then GJTL may, in its discretion, charge Client then current fees in accordance with GJTL’s then-current fee structure/schedule for testing the Article to determine if it is synthetic, treated, or processed. Client agrees to pay all such fees. GJTL may change such fees or the method for determining such fees from time to time in its discretion. Upon Client’s request, GJTL will provide to Client the then-current fees and fee schedule for such testing. Client agrees to indemnify and hold harmless GJTL and its employees and agents from and against any loss, damage, liability, cost, and expense incurred by GJTL, including attorneys’ fees) arising out of, related to or resulting from third party claims that an article submitted by client is synthetic, treated, or processed when client did not disclose to GJTL in writing at the time of submission that such article was synthetic, treated, or processed.

Law Enforcement Requests and Competing Claims of Ownership:

64. Client acknowledges that in connection with the performance of certain Services, GJTL may map an Article. Client further acknowledges that, from time to time domestic and/or international law enforcement agencies might provide GJTL with notice that a particular Article was stolen or is of other interest to the law enforcement agency, or a third party might provide GJTL with notice that a particular Article was stolen or may be owned by a third party. If GJTL receives an Article with a similar map as the Article that is the subject of such notice from a law enforcement agency or a third party, then, notwithstanding anything to the contrary in this Agreement, GJTL may, and is hereby authorized to, hold such Article and inform the applicable law enforcement agency and/or any interested third party with a competing claim of ownership. GJTL will comply with any and all requests from a law enforcement agency and orders or directives from any court having jurisdiction over GJTL regarding the ownership, holding or other disposition of such Article. GJTL may provide to the law enforcement agency the Article and the name and address of the Client, or provide to the third party the name and address of Client. GJTL may require Client or the third party to obtain a court order or directive from law enforcement with respect to IGl’s disposition or return of the Article. GJTL will have no liability to Client in connection with GJTL’s compliance with any request from a law enforcement agency, court order or directive, or otherwise in connection with its actions under this Section. The terms in this Section shall survive the termination of this Agreement.

Legal Costs:

65. Should GJTL be required to appoint attorneys to take legal action, irrespective of whether not a suit is filed, or to represent GJTL in connection with any legal proceeding in which GJTL is not a party to such suit and the Client is a party, Client shall pay GJTL in addition to any other amounts due, its attorneys’ fees, costs and other expenses incurred.

Cession and Assignment:

66. The Client shall not be entitled to cede or assign any of its rights or obligations in terms of this Agreement to any third party without the prior written consent of GJTL, which consent shall not be unreasonably withheld or delayed.
67. GJTL shall be entitled to cede or assign its rights and obligations to any entity without the consent of the Client.

Force Majeure:

68. If a Party is prevented or restricted directly or indirectly from performing any of its obligations under this Agreement by circumstance or cause beyond its reasonable control, (acts of GOD) the Party so affected shall be relieved of its obligations during the period that such event and its consequences continue, but only to the extent so prevented or restricted, and shall not be liable for any delay or failure in the performance of such obligations or for any loss or damage that the other Party may suffer as a consequence thereof, provided always that the affected Party shall forthwith give written notice to the other of any its inability to perform.

Good Faith:

69. The parties undertake in the implementation of this agreement to observe the utmost good faith and they warrant in their dealings with each other that they shall neither do anything nor refrain from doing anything which might prejudice or detract from the rights, assets or interest of either Party.

Governing Law:

70. This Agreement shall be governed by the laws of the country in which GJTL renders its service to the Client, being the country in which the Article was delivered by the Client to GJTL.
71. Any disputes, claims or action arising out of relating to this Agreement shall be resolved by way of Arbitration in accordance with the laws of the country in which the dispute arise. The formalities dealing with the Arbitration process are to be agreed upon in writing by the Parties.