Ex.3. Complete the following sentences.

BLOCKS 4-5

 

1. The Agent shall (use his best endeavours) to promote and extend the sale of the Goods throughout the Territory to all Customers.

2. This agreement (embodied) the entire understanding of the parties (in respect) of the matters contained or referred to in it and there are no promises, terms, conditions or obligations oral or written expressly or implied other than those contained in this agreement.

3. The Company reserves to itself the right (notwithstanding) anything to the contrary contained in this agreement to make changes in (in the design and production) of the Goods.

4. The Agent shall not engage in the production, sale or advertising of goods of any kind similar to the Goods (without obtaining the previous consent in writing) of the Company.

5. (Without prejudice to) any other remedies the Company may have against the Agent the Company shall have the right (to suspend) the performance of its obligations in any of the following events.

6. The Company shall have the right to suspend the performance of this agreement if the Agent purports (to assign the benefits) or charge the benefits of this agreement.

7. (The waiver) by the Company of any term of this agreement shall not prevent the subsequent enforcement of that term.

8. The Company shall have the right (to suspend) the performance of its obligations if the Agent (to commit a breach) of the agreement.

9. The Agent shall (defray) all expenses (of and incidental to) the agency.

10. (Except as expressly provided in this agreement) the Agent shall on its termination or expiration have no right to any compensation for (goodwill), customers, expenses or any other payment of any nature.

11. All previous agreements and arrangement made between the Company and the Agent (are superseded).

12. The Company reserves the right to specify (sales target) for the Goods.

13. (Upon termination) of this agreement (from any cause) or at any time the Agent shall at his own expense promptly return to the Company all (samples), patterns, catalogues, advertising material, specifications and other material, documents sent to the Agent and relating to the business of the Company which the Agent (has in his possession).

14. No variation or (amendment) of this agreement or oral promise or (commitment) related to it shall be valid unless committed to writing and signed by or on behalf of both parties.

15. The Company shall have the right to terminate its obligations if the Agent becomes bankrupt or (insolvent).      

 

Ex.4. Fill in the blanks with articles where necessary.

BLOCK 4

1. The agreement shall remain in force until terminated by not less 3 months’ prior written notice by either party to the other.

2. The Agent is appointed the agent of the Company in the Territory for the sale of the Goods on terms and subject to the conditions set out below.

3. The Agent shall promptly submit to the Company all enquiries or orders from Customers obtained by the Agent for the Goods within the Territory in sufficiently full and accurate detail to enable the Company with the least possible delay to respond to them effectively.

4. The Company shall supply the Agent with such amount of publications as it considers reasonably sufficient with a view of promoting sales of the Goods.

5. The Agent shall refer to the Company all inquiries for the Goods from addresses outside the Territory.

6. The Agent shall use his best endeavours to promote and extend the sale of the Goods throughout the Territory to all Customers and work diligently to obtain orders for them.

7. The Company reserves the right notwithstanding anything to the contrary contained in this agreement to specify sales targets for the Goods.

8. The Agent shall not engage as the principle, agent or employee in the production or sale of Goods similar to the Goods without obtaining the previous consent in writing of the Company.

9. The Company reserves to itself the right to make changes in the design, production or finish of the Goods.

10. The Agent shall in all matters act loyally and faithfully to the Company and obey its orders and instructions and in any case where it is not possible to obtain such orders or instructions in relation to any particular matter act in such manner as he reasonably considers to be most beneficial to the Company’s interests.

BLOCK 5

1. Without prejudice to any other remedies the Company may have against the Agent the Company shall have the right to suspend the performance of its obligations if the Agent commits a breach of any of the terms of the agreement.

2. If a Customer fails within three months from date of an invoice to pay the amount due under an invoice in respect of which the commission has been paid to the Agent the amount of commission attributable to that invoice shall be refunded by the Agent.

3. Except as expressly provided in this agreement the Agent shall on its termination or expiration have no right to any compensation for goodwill, customers, expenses or any other payment of any nature.

4. The Company shall have the right at any time to suspend the performance of this agreement if the Agent commits a breach of any of the terms of this agreement.

5. The commission shall be calculated on the total invoice price of the Goods so sold in each month less the total in each month of credit notes relating to the Goods issued by the Company to Customers in the Territory.

6. No variation or amendment of this agreement or oral promise related to it shall be valid unless committed to writing and signed by or on behalf of both parties.

7. The Company shall have the right at any time to suspend the performance of this agreement if the Agent dies, becomes bankrupt or insolvent, compounds with his creditors or takes or suffers any similar action in consequence of debt or goes into liquidation voluntary or compulsory.

8. During the continuance of this agreement the Agent shall be paid by the Company a commission on the fifth day of every month in respect of the Goods sold in the Territory of the Company.

9. Upon termination of this agreement from any cause or at any time the Agent shall at his own expense promptly return to the Company all samples, patterns, catalogues, advertising material, specifications and other material, documents sent to the Agent and relating to the business of the Company which the Agent has in his possession.

10. The Company shall have the right at any time to suspend the performance of this agreement if the Agent purports to assign the benefits or charge the benefits of this agreement.

 

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