International contracts. The Agent shall not sell...

EENI- Business School

International contracts (English)

AN AGREEMENT made this day _______ 21_ BETWEEN _________________whose Registered office is situate at _____________________________________(hereinafter called "the Principal") of the one part and ________________________ (hereinafter called "the Agent") of the other part.

WHEREBY IT IS AGREED as follows :

1. The Principal appoints the agent as and from the ____________________ to be its Sole Agent in _________________________________ (hereinafter called "the Area") for the sale of manufactured by the Principal and such other goods and merchandises (all of which are hereinafter referred to as "the goods") as may hereafter be mutually agreed between them.

2. The agent will during the term of _________________ years (and thereafter until determined by either party giving three months previous notice in writing) diligently and faithfully serve the Principal as Agent and will endeavour to extend the sale of the goods of the Principal within the area and will not do anything that may prevent such sale or interfere witch the development of the Principal´s trade in the area.

3. The Principal will from time to time furnish the Agent with statement of the minimum prices at which the goods are respectively be sold and the Agent shall not sell below such minimum price but shall endeavour in each case to obtain the best price obtainable.

4. The Agent shall not sell any of the goods to any person, company or firm residing outside the area, no shall he knowingly sell any of the goods to any person, company, or firm residing within the area with a view to their exportation to any other country or area without the consent in writing of the Principal.

5. The Agent shall not during the continuance of the Agency here constituted sell goods of a similar class or such as would or might compete or interfere with the sale of the Principal´s goods either on his own account or on behalf of any other person, company, or firm whomsoever.

6. Upon receipt by the Agent of any order for the goods the Agent will immediately transmit such order to the Principal who (if such order is accepted by the Principal) will execute the same by supplying the goods direct to the Customer.

7. Upon the execution of any such order the Principal shall forward to the Agent a duplicate copy of the invoice sent with the goods to the customer and in like manner shall from time to time inform the Agent when payment is made by the Customer to the Principal.

8. The Agent shall duly keep an account of all orders obtained by him and shall every ____ months send in a copy of such account to the Principal.

9. The Principal shall allow the Agent the following commissions (based on F.O.B. Spain values) _____________________________________________ in respect of all orders obtained directly by the Agent in the area which have been accepted and executed by the Principal. The said commission shall be payable every _____ months on the amounts actually received by the Principal from the Customers.

10. The Agent shall be entitled to commission on the terms and conditions mentioned in the last preceding clause on all export orders for the goods received by the Principal through ____________________

11. Should any dispute arise as to the amount of commission payable by the Principal to the Agent the same shall besettled by the Auditors for the time being of the Principal whose certificate shall be final and binding on both the Principal and the Agent.

12. The Agent shall not in any way pledge the credit of the Principal.

13. The Agent shall not give any warranty in respect of the goods without the authority in writing of the Principal.

14. The Agent shall not whitout the authority of the Principal collect any money from customers.

15. The Agent shall not give credit to or deal with any person, company, of firm which the Principal shall from time to time direct him not to give credit to or deal with.

16. The Principal shall have the right to refuse to execute or accept any order obtained by the Agent or any thereof and the Agent shall not be entitled to any commission in respect of any such refuse order or part thereof so refused.

17. All questions of difference whatsoever which may at any time hereafter arise between the parties here to or their respective representatives touching these presents of the subjects matter thereof or arising out of or in relation thereto respectively and whether as to construction or otherwise shall be referred to arbitration in Spain in accordance with the provision of the Arbitration.

18. This Agreement shall in all respect be interpreted in accordance with the Laws of Spain.

AS WITNESS the bands of the parties hereto the day and year first hereinbefore written.

(Signatures)