Agreement
between a Manufacturer and Selling Agent
An
Agreement made on this....................day of .....................between ABC & Co. Ltd. having
its registered office at.............(hereinafter called the “manufacturer”) of the one
part AND PN son of....................resident of................(hereinafter called the agent) of
the other part.
Whereas
The
manufacturer carries on the business of manufacturing baniyans, underwears,
hosiery and other wearing apparel of all kinds.
2. The
manufacturers is desirous of opening retail shops in various towns of India and
is willing to appoint agents for this purpose who shall have to act exclusively
as the selling agents of the products of the manufacturer.
3. The
said agent has approached the manufacturer and expressed his consent to act as
such agent on the terms and conditions mutually agreed upon.
Now,
Therefore, this Agreement Witnesses as follows :
That
the agent shall deposit a sum of Rs..............as security for the due fulfilment of
the terms of this agreement as well as for the adjustment thereof against the
price of the goods supplied to the agent by the manufacturer from time to time.
2. That
the manufacturer shall supply an assortment of goods manufactured by it
approximately of the value of Rs...............in the first instance and thereafter shall
furnish to the agent at his request in writing such further goods as may be so
requisitioned by him or as the manufacturer may think expedient to supply to
the agent to be kept in the shop run by the agent, so that the total value thereof
at any time may not, if requisitioned by the agent, exceed the value of
Rs.....................but it shall be at the option of the manufacturer to supply further
goods of its manufacture, which it may deem expedient, subject, however, to the
compliance with the requisition made to the manufacturer by agent as aforesaid
to replenish the stock which, in the opinion of the agent, finds a ready market
for its sale.
3. That
the agent shall keep proper account and shall issue cash voucher for every
article sold by him, which shall be prepared in triplicate, one legible copy
whereof shall be submitted to the manufacturer by the agent every Friday or the
next day on which the shop is opened by the agent in case Friday should be a
close-day. The copies of such vouchers shall be accompanied with a statement of
account showing the goods received by the agent from the manufacturer during
the previous week ending with Saturday previous to Friday on which the return
is so submitted.
4. That
all the goods supplied by the manufacturer shall be deemed to be in trust with
the agent for the purposes of sale on behalf of the manufacturer and any wilful
omission or non-mention thereof in the return of the sale and receipt of goods
submitted to the manufacturer weekly as aforesaid shall be deemed to be a
misappropriation thereof unless such omission when pointed out and notified by
the manufacturer is not rectified or appropriately explained within one week of
such notification.
5. That
the manufacturer shall pay to the agent a commission of..........per cent on the sale
of the goods so supplied to the agent. The agent shall be entitled to deduct
the commission out of the sale-proceeds and shall be bound to remit to the
manufacturer the balance of the sale-proceeds receive by the agent up to
Saturday previous, which shall be so remitted on or before Friday next ensuing.
The agent, however, shall, at his discretion, be entitled to sell not more than
10 per cent of the sales effected during the week on credit and he shall be
bound to realise such outstandings within two months of the sale be bound to
pay in cash from his own pocket for the price of the foods so sold on credit.
The return submitted by the agent shall show in a separate account the sales so
made on credit and the realizations made thereon from time to time.
6. That
the agent shall not sell any article at a price less than the one marked
thereon by the manufacturer or fixed in respect of the article by the
manufacturer from time to time. Any article which becomes soiled or partly
broken or otherwise unfit for sale or otherwise apparently diminished in value
shall not be exposed for sale by the agent except with the prior approval of
the manufacturer, and at prices to be mutually settled between the parties. The
agent shall be entitled to give a concession of not more than 5 per cent of the
saleable value of any article to any old customer of the agent or any relation
of the agent. The agent shall indicate in the return submitted by him weekly as
provided in the agreement the fact of such sale at concessional rates.
7. That
the agent shall take reasonable care of the goods supplied by the manufacturer
and in case of any theft or injury thereto distruction thereof, he shall make a
report to the police in case of a cognizable offence having been committed in
respect thereof and forward a copy thereof to the manufacturer or submit a
report in respect thereof within three days of the occurrence or its cognizance
by the agent. the agent shall assist the manufacturer in the apprehension of
the offender or in alleviating or removing the cause of such injury, if any. In
the event of the manufacturer making a claim for compensation or otherwise from
any insurance company the agent shall assist the manufacturer as if the agent
was himself the assured.
8. That
the agent shall keep the goods of the manufacturer for sale in a premises
approved by the manufacturer which shall kept clean and well equipped with
furniture and other conveniences for the customers.
9. That
this agreement is made to run for a period of two years liable, however, to be
terminated earlier, ipso facto in the event of bankruptcy or death of the agent
or at the expiry of a notice of a fortnight served on or delivered to the agent
at his address aforementioned or sent by registered post to him at the said address
in case of default of or breach committed by the agent in respect of any of the
terms of this agreement. The agent may also terminate this agreement after
giving one month’s notice to the manufacturer in any of the aforementioned
modes in case the manufacturer should fail to comply with or commit a breach of
the terms of this agreement.
10. That
any dispute arising between the parties touching the interpretation or
compliance or non-compliance with the terms or conditions of this agreement
shall be referred to the arbitration of the President of the District Bar
Association who may determine the dispute himself or refer the dispute to the
arbitration of any other member of the Bar Association at ................The fees of the
arbitrator shall be determined by the said President with the assent of the
parties, failing which by Court having jurisdiction at..............to try and decide
the dispute.
11. That
at the termination of this agreement, the accounts between the parties shall be
mutually adjusted within one month of such termination . In case any party
fails to assist in such examination or adjustment of accounts and the taking of
stock, the other party may refer the examination and taking of accounts to the
determination of the President of the District Bar Association at.............and the
provision of CI. 9 aforesaid shall apply thereto.
12. That
no commission shall be payable to the agent after the termination of the
agreement whether by efflux of time or otherwise under this agreement, except
when this agreement is renewed and the parties mutually further agree thereto
or the arbitrator in the event of reference thereto, thinks fit to allow such
commission either by interlocutory award or finally subject to such terms as
the arbitrator may deem proper.
13. That
the agent shall not, during the period of two years fixed in the agreement (and
notwithstanding prior determination thereof by any party thereto), sell goods
of any other manufacturer or person and the manufacturer shall not appoint any
other selling agent within a radius of ....... Yards of the shop of the agent.
in
Witness Whereof the parties have signed this agreement on the day and year
first above written.
......................................
...................................
(Agent)
(Manufacturer)
