Clause in Building Agreement
Arbitration clause assumes great importance in a building agreement. Therefore,
it should be drafted on the following lines.
case any dispute should arise between the owner and the contractor, whether in
respect of dealy in supply of materials by the owner or delay in execution of
work by the contractor, or the quality of the materials so supplied or the
quality of the work done or in respect of decorations or alterations suggested
or made or extra work required to be done and so executed or not, or in respect
or measurements or work done or required to be done, or demand and payment for
part or whole of the work done or not done or delay or refusal in grant of
architect’s certificate by the Engineer or its correctness or touching the
interpretation, fulfillment or breach of any of the terms of these presents or
in respect of deductions to be made or extra payments to be recovered for work
improperly done or not executed or in respect of work got done through another
contractor for default or breach or non-completion of work agreed to be done
under the particulars and for assessment of the value thereof and fixation of
liability for the same between the parties hereof or in respect of any act or
omission arising out of the performance of non-performance or the obligations
or duties pursuant to these presents, the said dispute or disputes shall be
referred to the arbitration and final award of a single arbitrator if the
parties agree thereto in writing (failing which to the arbitration of an
arbitrator to be appointed by the President of the Institute of Engineers ) (or
failing which to the arbitration of the municipal or corporation engineer or
any competent engineer or architect nominated by him in writing ) on a
reference made to him by any of the parties by notice in writing , a copy
whereof will be served on the other party at the address mentioned above or
such other address as may be notified by that other party sent by registered
post. The arbitrator shall be entitles to proceed ex parte after notifying the
parties by a reasonable notice as to the time and place therefor. The
arbitrator shall also be entitled to associate with himself a surveyor, if
necessary at his discretion. The arbitrator shall have power to reopen and
revise any certificate granted by the architect engineer under these present.”
for Appointment of Sole Selling Agent by Manufacturing Company
made on this………..day of ………….between ……………………company, manufacturers
of……………(hereinafter called the manufacturers) of the one part
AND……………..(hereinafter called the sole agent) of the other part.
manufacturers are engaged in the manufacture of ……………..and are desirous of
appointing a sole selling agent for the sale of the same.
sole agent has approached the manufacturers for appointment as the sole selling
agent for…………goods of the manufacturers and is willing to perform the duties as
Agreement Witnesses as Follows:
manufacturers appoint…………as the sole selling agent for the goods manufactured
by them for the area comprising……The sole agent shall have exclusive right to
sell the goods of the manufacturers in the afore-mentioned area.
appointment is being made by the Board of Directors subject to the condition
that the appointment shall cease to be valid if it is not approved by the
company in the first general meeting held after the date of this appointment
(Approval by the company in the first general meeting held after the date of
appointment is mandatory under section 294 (2) of the Companies Act, 1956.
[Arantee Mfg. Corporation v. Bright (P) Ltd; AIR 1967 Bom 440].
appointment shall last for a period of five years computed from the date of
this agreement. It may, however, be extended for further periods not exceeding
five years on each occasion. (Under section 294 (1) of the Companies Act, 1956,
no company shall appoint a sole selling agent for a term exceeding five years
at a time.)
manufacturers undertake not to sell their goods in retail below the following
sole agent shall not sell the goods in retail below the prices mentioned under
CI. 4 of the agreement.
following prices, based on present market quotations, shall be payable the sole
agent to the manufacturers.
the first year the prices mentioned in CI.6 shall be binding on the parties.
Thereafter the prices shall be liable to increase or decrease according to
fluctuation in market quotations.
sole agent shall be entitled to a commission of 3-1/2 per cent. Onm the sale
price of the goods.
sole agent shall have 20 days credit for payment of price of goods after
receipt of goods.
manufacturers shall not effect direct sales of goods within the area mentioned
in CI. (1). All inquiries, orders and correspondence which the manufacturers
receive in relation to that area shall be forwarded to the sole agent to be
sole agent may appoint sub-agents and representatives for the area covered by
the sole agency. The manufacturers shall not enter into any correspondence or
dealings, direct or indirect, with them.
manufacturers agree to execute the orders placed by the sole agent so far as
the goods available with them permit. Neither do the manufacturers guarantee
minimum supply of goods to the sole agent nor is the latter bound to place
order for any minimum quantity of goods.
case the terms of this appointment are varied by the Central Government in
exercise of its power under section 294 (5) ©, Companies Act, 1956, this
appointment shall, as from the date as may be specified by the Central
Government in its order of variation of terms, be regulated by the terms and
conditions as varied by the Central Government.
witness whereof, etc.