ARBITRATION CLAUSE IN BUILDING AGREEMENT 2

                                          ARBITRATION CLAUSE IN BUILDING AGREEMENT

                Sometimes Arbitration clause  assumes great importance in a building agreement.  Therefore, it should be drafted on the following lines.

                “In 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 dealy or refusal in grant of architect’s  certificate by the  Engineer or  its  correctness  or touching the interpretation, fulfilment  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.”

AGREEMENT FOR APPOINTMENT OF SOLE SELLING AGENT BY MANUFACTURING  COMPANY

                AN AGREEMENT  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.

WHEREAS

1.             The manufacturers  are engaged in the manufacture of ……………..and are  desirous  of appointing  a sole  selling  agent for the sale of the same.

2.             The 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 such.

NOW  THIS AGREEMENT WITNESSES  as follows :

(1)           The 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.

(2)           This 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].

(3)           This 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.)

(4)           The manufacturers  undertake  not to sell their goods in retail below the following prices.

(5)           The sole agent shall not  sell the goods  in retail below the prices mentioned under CI. 4 of the agreement.

(6)           The following prices, based  on present market quotations, shall be  payable the sole agent to the manufacturers.

(7)           For 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.

(8)           The sole agent  shall   be entitled  to a commission of 3-1/2 per cent. Onm  the sale  price of the goods.

(9)           The sole  agent shall have  20 days  credit  for payment of price of goods after receipt of goods.

(10)         The 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 dealt with.

(11)         The 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.

(12)         The 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.

(13)         In 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.

IN WITNESS WHEREOF,  etc.