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<p>[QUOTE=&quot;Coinchemistry 2012, post: 2311075, member: 28107&quot;]Very interesting; I like the way you think.&nbsp; With that said, I think the situation is distinguishable.&nbsp; PCGS would only be a third party to the contract between the buyer and the seller of the coin; thus, I am not convinced that the doctrine would have application to PCGS&#039;s third party warranty to a subsequent purchaser.</p><p><br /></p><p>When a contract is assignable by text of the agreement or state law, the assignee is bound to the original contract and has the same rights and obligations as the party being succeeded.&nbsp; An assignee voluntarily accepts the terms and obligates himself or herself to the contract in order to become the successor.&nbsp; Examples would be mortgages that are sold to investors, and the purchasers of those notes, as assignees, are bound by the terms of the original contract. An assignee has mutually assented to the original contract, and specific performance would be available.</p><p><br /></p><p>With all of this said, I am not convinced that we are dealing with an assignment of rights under the contract in this scenario.&nbsp; Rather, I see subsequent purchasers as third party beneficiaries to the original contract.&nbsp; Like insurance policies, under this argument, the terms of the insured (submitter) and his/her policy with the insurance company (PCGS) are binding on the beneficiaries (subsequent owners).&nbsp; Now the insurance company has no recourse against the beneficiaries to compel performance of anything, but they must abide by the terms of the policy including any contingencies (if any) to receive funds.&nbsp; Continuing the argument, the beneficiaries (subsequent owners) cannot be compelled by specific performance to do anything, but they must comply with the terms and contingencies of the insurance policy (PCGS guarantee) to receive a payout.</p><p><br /></p><p>After thinking about this more deeply, [USER=73165]@Paul M.[/USER] did make me think about the enforceability of choice of venue clauses in cases like this and I am curious as to your thoughts.&nbsp; Do you think courts would be inclined to find the clause unconscionable given that the accusations, if true, could support claims not only of breach of contract but possibly fraud and detrimental reliance (I.e. Refusal to honor guarantee when a counterfeit coin is in a genuine holder). A party who has breached an agreement in bad faith should not be allowed to rely on the agreement to shield it from liability/prosecution.&nbsp; This assumes that authenticity was covered under the guarantee (it has not always been this way).[/QUOTE]</p><p><br /></p>

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