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When businesses and individuals interact, this often takes the form of a contract between two or more individuals or companies. The purchase of raw materials, the sale of products, and the buying or leasing of land – all these deals usually involve a contract.

A contract is a legal agreement between two or more parties. It defines the responsibility of each party in the performance of a specified action. The action might be the construction of a new school building, the supply of food products for the students‟ café or installing new computer facilities in the offices of the university administration or the city council. The agreement might be between a contractor and a group of investors or between a contractor and computer company.

The basic element of all contracts is the agreement between two or more parties. The agreement must be reasonably clear as to what is expected of the parties to a contract. The agreement is the result of the offer and an acceptance of it. An offer is a proposal to enter into a contractual relationship. An acceptance is an expression of the willingness (readiness) of the party that received an offer to be legally bound by the terms of the offer. In other words, the party that accepts the offer agrees to the terms of the offer (which become the terms of the contract) and is ready to take responsibility for fulfilling them.

When one party to a contract violates the provisions of the contract, that party has committed a breach of contract. The other party may ask the court to enforce the contract.

All contracts should be written. There are three reasons for this practice, even when a deal is between individuals and does not involve large sums of money. First, it is a guarantee that the contract is made up properly and has all parts which the law demands. Second, the parties to a written contract know exactly

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what each party is required to do. Third, a written contract makes it difficult for either party to deny having made a contract.

Most contracts have standard structure: the major clauses include

-articles on legal titles of the parties;

-the subject of the contract;

-quality and quantity of the goods supplied;

-terms of inspection;

-terms of delivery and payment;

-warranty (guarantee obligations);

-requirement of packaging and marking

-claims and arbitration

-force-majeure circumstances

-and other articles

Task 1

Give answers to the following questions. Be as laconic as you can.

1.What is a contract?

2.What is the synonym to the expression “party to a contract”?

3.What does it mean for the parties to a contract when they sign a contract?

4.What actions may be performed according to a contract?

5.What does the expression “legally bound” mean?

6.What takes place before a contract is signed?

7.Why should contracts be written? Name three

reasons to have a written contract by all means? 8. What is “a breach of a contract”?

Task 2

Read the sample contract and translate it. What type of a contract is it?

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Contract of Supply

T.C., Inc., hereinafter1 referred to as the “Seller” and ZAO V.P. , hereinafter referred to as the ”Buyer” have concluded the following contract whereby2 it is agreed as follows.

1. Subject of Contract

The Seller sells and the Buyer buys, under the conditions CIF Moscow, the goods indicated in the specifications (Appendix A) which constitute integral part of the Contract.

2. Prices and the Total Sum of Contract

The prices for the goods are in USD as indicated in the Specifications. The prices for the goods as indicated in this Contract under CIF Moscow conditions include the packaging for

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the international transportation and shipment, marking and loading services.

The prices as per this Contract have been fixed firmly and are not subject to alteration.

The total sum of this contract is 100 % _____/

______________________(worded).

3.Conditions of payment

The Buyer is obliged to make payment in USD$ _____. 100 per cent value of Contract is to be paid in advance by telegraph to Seller‟s Bank in 30 days from the moment of Contract signing as indicated in Specifications.

4.Dates of delivery

The goods under this Contract are delivered according to terms mentioned in Specifications (Appendix A) not later than six weeks from the date of receiving the Letter of credit by Seller at his Bank in Vienna.

5.Warranty

The Seller guarantees:

5.1.That the quality of the goods supplied should correspond to the technical specifications appended in this contract. The effective warranty period is 12 months from the date of delivery.

5.2.The warranty obligations may be canceled in the following cases:

-If the shipment is damaged by the receiver or the third party;

-In case of the incorrect installation of the equipment.

6. Packaging and marking

The package in which the goods are shipped shall correspond to the standards and specifications existing in Russia and shall ensure protection in transit, if it is handled properly.

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Each package should be provided with marking showing the place of destination, name of the consignee, description of the goods, contract number, the case number, gross and net weight.

7. Notification of shipment

Shipment is performed on CIF Moscow conditions. The Seller notifies the Buyer about shipment by telephone or by e-mail specifying the date of shipment.

8. Arbitration

All dispute and disagreements which may arise due to this Contract or in connection with it shall be settled through friendly negotiations between the parties. Dispute and disagreements that cannot be settled though negotiation are subject to Arbitration of the International Chamber of Commerce by one or several arbitrators assigned in accordance with the stated rules and the place of carrying out arbitration will be Zurich, Switzerland and the applicable language will be English.

9. Transfer and Acceptance of Goods

The goods are considered to be transferred by the Seller and Accepted by the Buyer:

a)In respect to the quantity according to the number of cases and the weight as shown in the consignment note;

b)In respect to qualityaccording to the manufacturer‟s certificate.

10.Force-majeure Circumstances

The parties are released from the responsibility for partial or complete failure to meet the obligations under this contract if this is a consequence of force-majeure circumstances, namely: fire, floods, earthquakes and wars, and if these circumstances affect directly the fulfillment of this Contract.

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The Party which encounters the impossibility of meeting the obligations must notify the other party of the above mentioned circumstances immediately.

11.Other Conditions

All amendments and alterations in this Contract are valid only in written form and should be signed by both parties. This Contract has been drawn up in the Russian and the English languages, both copies have equal rights.

12.Bank Accounts and legal addresses

Task 3

Read and keep in mind the so-called “information” verbs used in commercial documents and correspondence.

Task 4

Study the dialogue and write out linking expressions.

Speaking about the guarantee period

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Unit 6

Brief Grammar Guide to

Some Difficulties of the English Language

Infinitive

(Неличная форма глагола, отвечающая на вопрос « что делать?» или « что сделать?»

Употребление инфинитива после модальных глаголов и их эквивалентов

1.You must not make the same mistakes all the time.

2.Petrov must be preparing for the conference in the library.

3.They must have finished the testing of the program last week.

4.We need this badly. It must be produced by Tuesday by all means.

5.The cover must have been made from leather, the book looks very old and valuable.

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Инфинитив может выполнять в предложении различные функции:

Он может быть подлежащим (1), обстоятельством цели

(2) и определением (3)

Первые две функции инфинитива характерны также для русского языка.

Функция определения свойственная только английскому языку. В этом случае инфинитив переводится на русский язык придаточным дополнительным предложением с союзным словом «который», за ним обязательно следуют слова « должен + инфинитив».

Professor to lecture us on Economic theories is very popular with the students.

Model: Профессор, который должен читать нам лекции по предмету «экономические теории», очень популярен среди студентов.

1.To find the latest news about this, you should study the web site.

2.To find the latest news on any topic is rather easy today if you have a PC.

3.New data to be used in your course paper are available only in the electronic form.

4.A person to know everything on this topic is my cousin. He is interested in the latest developments in the field of antispam protection and knows quite a lot.

5.We need some more time to check the results.

6.To check the results is your first task today.

7.To check the results you will have to enter the input data again and perform calculations a second time.

8.The specialists to be hired for this job must be well trained in

computer work

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Конструкции с инфинитивом Сложное Дополнение

Study this scheme of Complex Object

Изучите схему сложного дополнения.

Subject – подлежащее;Predicate – сказуемое; Object –

дополнение; Infinitive – инфинитив (неопределенно-личная форма глагола) как часть дополнения.

Предложения со сложным дополнением строятся по следующей схеме:

They expect him to come tomorrow.

Они ожидают, что он придет завтра.

Model: They expect a bonus to be paid to them at the end of the year.

Они ожидают, что им выплатят премию в конце года.

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