Agreement between a Company
and Sole Selling Agents[CD1]
This
Agreement made on this ………………….. day of …………………. BETWEEN Bande & Bande Ltd.
(hereinafter referred to as
the company ) having its registered office and factory at Mokamganj, Warle,
Bombay , of the one part and Jai Jai & Sons (P.) Ltd., carrying on business
at Chandni Chowk, Delhi ( hereinafter called the sole selling agents ) of the
other part.
Whereas
1.
The company is engaged in
the manufacture of cotton and textiles polyester fibre yarn suitings and
shirtings.
2.
The sole-selling agents are
the whole-sale traders in suitings and shirtings and other textile goods in
north India with headquarter at Delhi.
3.
The company in its general
meeting held on……………has decided to appoint Jai Jai & Sons (P.) Ltd. as the
sole-selling agents for northern India for whole-sale business of the company’s
manufactured suitings and shirtings and the Central Government has also approved
the appointment of the said sole-selling agents vide letter
NO……………………..dated………………
4.
It is agreed between the
parties that the company shall appoint Jai Jai & Sons (P.)Ltd. as the sole
selling agents for the suitings and shirtings manufactured by the company and
the said Jai Jai & Sons (P.) Ltd, have agreed to act as the sole-selling
agents for the company.
Now this Agreement Witnesses
as Follows :
1.
That the company appoints
Jai Jai & Sons (P.) Ltd, Delhi as the sole-selling agents for the North India
including the States of J. & K., Haryana, Punjab, Bihar, Rajasthan, Uttar
Pradesh, Union territory of Chandigarh and Delhi for the suitings and shirtings
manufactured by the company and the said sole-selling agents will have the
exclusive right and authority to sell whether in cash or on credit and procure
the orders for sale of the said product of the company in any manner in the
territories mentioned above.
2.
The appointment of
sole-selling agents shall take effect from 1 st day of………….198……………..and shall
operate for a period of five years from the said date without prejudice to the
right of reappointment but subject to the approval by the Company in general
meeting and also subject to the approval by the Central Government as required
under section 294 of the Companies Act, 1956, and Rule 2 of the Companies
(Appointment of Sole Agents) Rule, 1975.
3.
The sole-selling agents
shall have the right to operate in the entire territories of North India as
mentioned above either directly or through their branch offices, associates or
sub-agents for giving effect to this agreement.
4.
The sole-selling agents in
consideration their selling and procuring orders for the sale of the company’s
products shall be paid a commission at a rate not exceeding 30% but
determinable by the mutual agreement of the parties at the commencement of
every year on sales effected by them at agreed intervals of time on the amount
actually collected by them in accordance with the incentive rates on the amount
collected, agreed to, and described in the Schedule hereinafter annexed.
5.
The sole-selling agents
hereby covenant:
i
That they will exclusively
engage in the sale of the company’s products to the best of their efforts and
shall not engage in the sale of similar or identical products of other
manufactures.
ii
That they will protect
preserve and maintain patents and trade mark of the company’s products sold by
them in all possible manner at their own cost and will never allow others to
use the same unauthorisedly.
iii
That they will keep and
maintain the full and complete accounts of the sale of the company’s products,
area-wise and region-wise and submit quarterly reports of sale, stock in hand,
realisation of credit bills and any other information as may be desired by the
company at any time or from time to time;
iv
That they will not create
any obligation involving payments either in cash or king on behalf of the
company and shall not assign the interest, rights and obligations arising out
of these presents to any third party;
v
That they shall keep the
company will informed of the demands of the company’s products arising in the
territories of their operation from time to time.
6.
The company also hereby
covenants as under :
I.
That it shall provide the
sole-selling agents complete catalogue, instruction books, circulars for
promoting sales of its products and publish advertisements in local and
regional newspapers for promoting sales of the company’s products.
II.
That it shall execute orders
placed by the sole-selling agents with all reasonable despatch
III.
That it shall not entertain
and execute direct orders from the territories assigned to the soleselling
agents and in case any orders are received by it the same shall be passed on to
the sole-selling agents and they will be paid commission 20% on such orders.
7.
The parties hereto hereby
agree as under :
I.
That nothing contained
herein shall prejudice the rights of the company to appoint another selling
agents in any of the aforesaid States or to open its own retail shop in writing
where it is found necessary to promote public distribution system or to execute
any special programme of the Government of India. However, so the company shall
obtain prior consent in writing of the sole-selling agents in that behalf.
II.
That the retail price of the
product shall always be determined by the company in consultation with the
sole-selling agents.
III.
That the agreement is
renewable subject to mutual consent of the parties hereto on the expiry of five
years.
IV.
That the agreement may be
terminated by either party on giving six months, notice in advance to the other
party in writing but by registered post.
V.
That any dispute arising
between the parties hereto shall be referred to the sole arbitrator
Shri……………….and the decision/award of such arbitrator shall be binding upon the
parties hereto.
VI.
That the Delhi courts will
have the sole and exclusive jurisdiction of decide the issues in dispute
between the parties hereto.
in Witness Whereof, Etc.
Schedule Referred to above.
0 Comments
Thank you for your response. It will help us to improve in the future.