APPOINTMENT OF SELLING AGENT FOR A DISTRICT OR TOWN

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)