APPOINTMENT OF SELLING AGENT FOR A DISTRICT OR
TOWN
THIS AGREEMENT
is made on this………………day of BETWEEN AB son of CD, dealer
in……………………at……………………..(hereinafter called the “principal”) of the
one part and OP son of XY resident of…………….(hereinafter called the “agent”) of the other part.
WHEREAS, the principal
is a dealer in……………..and is willing to appoint a suitable party as
sole agent for the town of……………..(or district of…………….)
AND
WHEREAS, the agent has approached the principal and has
expressed his consent to act as the sole agent of the principal.
NOW THIS AGREEMENT WITNESSES as follows :
1. That the agent is hereby appointed the
sole agent of the principal for the town
of………………(or district of……………..) (hereinafter called the agency district) for the purposes of
marking sales of the principal’s
goods for the terms of…………….years from the date hereof
on the terms and conditions set forth hereof on the terms and conditions
set forth hereunder.
2. That
the agent shall not while selling the
principal’s goods make any representation in the trade to give any warranty other than those
contained in the principal’s
printed current price list.
3. That the agent shall
be allowed to deduct and retain
with himself……………….per cent of the list
price of all goods sold on behalf of the
principal. The agent shall keep a record of all
sales and shall remit to the principal
regularly on each Saturday
all sums received by the agent
in respect of such sales less……………… per cent as his
commission. All sales shall be made for
cash against delivery of goods unless
the principal’s consent in writing
to give credit to any particular purchaser be in
any case first obtained and in the
case of credit sales the principal may direct for such
increase in the price of his goods over and above the current list price of the
principal.
4. That the agent shall not make,
purchases on behalf of nor in any manner pledge the credit of the principal
without the consent in writing of the principal.
5. That the agent shall at the expense of
the principal take on rent and occupy for the purpose of the agency suitable
premises with prior approval of the principal and shall keep insured for the
full value against all risk of all goods entrusted to his custody by the
principal under this agreement and on request by the principal shall, produce
to the principal receipts for the rent rates and taxes of the said premises and
for the premiums on insurance policies showing that the same have been paid on
or about their respective due dates. The agent shall bear all expenses relating
to or incidental to the agency.
6. That the agent while selling to
persons in the trade shall obtain the purchasers signature to an agreement to
the following effect :
(1) That the said principals goods shall not
directly or indirectly be resold outside the agency district
(2) That the said principals goods shall not
be resold to the public below the full list price for the time being.
7. That the agent shall in all his
commercial dealing and documents and on the name-head indicating his place of
business describe himself as selling agent for the principal.
8. That a breach of the condition in Cl. 6
hereof shall entitle the principal to put an end to this agreement forthwith and also to
recover from the said agent by way of liquidated damages the sum of Rs…………………
for each such article sold in breach of
such clause. The agent undertakes that
all purchasers to whom he may sell the principals goods shall duly enter
into, and carry out the aforesaid agreement referred to in Cl. 6 hereof and a
breach by any purchaser of any such agreement shall for the purposes of this
agreement be deemed to be a breach of Cl. 6 of this agreement by the agent and
give the principal the rights and remedies against the agent for breach by the
agent of this agreement .
9. That
the principal shall keep with the agent
a stock of his goods free of all expenses of delivery to the value of Rs…………………
according to the principals current price list and the principal further
undertakes to replenish such stock in the close of each month so as to keep it
at the agreed value : Provided always that the agent shall have no right of
action against the principal for delay resulting from shortage of stock, delays
in transit accidents, strikes or other unavoidable occurrence in replenishing
such stock . The principal shall always have the right without any prior notice
to cause a stock checking of the said goods and on any shortage or deficiency
found on such stock-taking the agent shall on demand pay to the principal the
list price of such shortage or deficiency less the deduction by way of
commission or rebate receivable by the agent. The agent shall not alter,
remove, or tamper with the marks or numbers on the goods so entrusted into his
custody.
10. That the agent shall not sell the goods of the principal to any
purchaser except at the full current price list of the principal published by
him from time to time. The agent may while selling principals goods allow a
discount or rebate of ……………….. per cent.
11. That
in the event of any dispute arising between the agent and a purchaser of
the principal’s goods, the agent shall immediately inform the principal of the
same and shall not without the
principal’s approval or consent in
writing take any legal proceedings in
respect of or compromise such dispute or
grant a release to any purchaser of the
principal’s goods.
12. That either party may terminate this
agreement at his option at any time after
the expiration of…………..years by giving to the other one month’s notice
in writings.
13. That
the benefits under this agreement
shall not be assignable to any
other person.
14. That during the currency of this agreement the principal shall redirect all
inquiries or orders for principal’s goods
received by him from persons residing in the agency district of the said agent and in the event where the
principal supplies such purchasers directly he shall allow the agent the same commission or rebate
as the agent would have been entitled
to retain if he had carried out such
transaction. A certificate
under the signature
of the principal’s accountant of
the amount of such commission or rebate
payable to the agent shall be conclusive
evidence of such amount. Such remuneration shall be payable to the agent
(half-yearly or monthly). The agent
undertakes to refer to the principal all enquiries or
orders for the principal’s
goods from persons residing outside the agency district of the
agent and similar enquiries or orders from persons residing in the agency district for the purpose of re-sale outside the said district
and the agent shall not be entitled
to any commission or rebate in respect of any sale resulting from any such
enquiries or orders.
15. That the agent shall always during the existence of this
agreement devote his whole business,
time and energy for pushing the sale of the principal’s goods and shall in all
such dealings act honestly and
faithfully to the principal and shall
carry out orders and instructions and shall not
engage or be interested either directly or indirectly as agent or
servant in any other business or trade
without the prior consent in writing of the principal.
16. That on the termination of his
agreement for any reason whatsoever the
agent shall not for the period of one year solicit trade orders from the
persons who had been purchasers of the principal’s goods
any time within (seven) years immediately preceding the date of
such termination and the agent shall not
for a period of one year engage or be interested as agent or servant in any
business, firm or company manufacturing, selling or dealing in goods similar to those transacted by the principal.
17. That all
goods shall be sold by the agent for
delivery at agent’s place of business
but the agent shall at his own
expenses have the right to
deliver goods to purchasers at
their places of business.
18. That without prejudice to any other remedy he may have against the agent for any breach or non-performance
of any part of this agreement the principal shall have the right summarily to terminate this agreement-
(i) On the
agent being found guilty of a breach of its provisions or being guilty of
misconduct or negligence of his duties.
(ii) On
the agent absenting himself from his business duties entrusted to him under the agreement for four or five days without the principal’s prior permission in writing :
(ii) On the agent committing an act of
bankruptcy.
19. That in the event of any dispute arising
out of or in relation to or touching with the agreement the same shall be decided by arbitration in accordance with the
provision of the Arbitration Act of 1940.
20. That the principal shall be entitled to terminate this agreement by giving one month’s
notice in writing to the agent in
the event of his ceasing to carry on the said business of the principal.
21. That on the termination of this
agreement for whatever reason the agent
shall forthwith deliver to the principal all the unsold stock of goods and shall pay to the principal
for the shortage or deficiency or stock
at list prices less commission and
rebate allowable to the agent. The agent shall also deliver to the
charge of the principal all
books of account and documents of the agency, cash, cheques, bills
of exchange or other securities he may
have received during the normal course
as a result of sales of the principal’s
goods and shall transfer, assign
or negotiate in favour of the principal all such securities on demand.
IN WITENSS WHEREOF, the parties have signed this agreement on the
day and year first above written.
……………………. ……………………….
(Agent) (Principal)
DISCLAIMER: THE ARTICLE IS BASED ON THE RELEVANT
PROVISIONS AND AS PER THE INFORMATION EXISTING AT THE TIME OF THE PREPARATION.
IN NO EVENT I SHALL BE LIABLE FOR ANY DIRECT AND INDIRECT RESULT FROM THIS
ARTICLE. THIS IS ONLY A KNOWLEDGE SHARING INITIATIVE.
THE AUTHOR – CS
DEEPAK SETH (ASSOCIATE PARTNER HELPINGHANDS PROFESSIONALS LLP) AND CAN
BE REACHED AT CONTACTHHPRO@GMAIL.COM OR 9910248911.
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