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Памухина. АЯ для делового общения..doc
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Article 8 — Contract Negotiations

  1. Each Member shall be entitled to participate in negotiations with the Customer affecting his part of the goods and services to be supplied.

  2. At the end of the negotiations the Project Manager shall submit the contract proposals to the Members' Meeting for approval; such ap­proval must be unanimous.

Article 9

Conclusion of the Contract

9.1. The Project Manager shall conclude the Contract with the Customer for and on behalf of the Consortium. The Contract shall provide that all Members are jointly and severally liable vis-a-vis the Customer.

Article 10 — Division of the Work

10.1. A provisional division of the whole work between the Members shall whenever necessary be modified to define the exact division of the work among the Members, including the technical details and the prices of each Member's part of the Contract.

Article 14 — Programme of Work

14.1. In order to enable the Project Manager to establish and coordinate a planned programme of work the Members shall send by ... at the lat­est a programme of work specifying the earliest dates on which each Member can provide his share of the work.

Article 15 — Confidentiality

  1. The Members shall treat as confidential all business and trade se­crets belonging to the other Members.

  2. Any documents, drawings or other information relating to this Agree­ment received by a Member from other Members shall not be used by him except for the purposes of this Agreement.

  3. The Members shall impose a like duty of confidentiality on anybody who assists in the performance of the Contract by advice or other­wise.

Article 18 — Sub-Contracting

|1. A. Every Member shall be entitled to sublet the supply of materials, goods or services. He shall inform the other Members of the goods and services which he has sublet, but this obligation shall not ex­tend to materials or minor details of the work. B. No Member shall be entitled without the prior consent of the Mem­bers' Meeting (which shall not be unreasonably withheld) to sub­let the supply of goods or services, but this restriction shall not apply to materials, to minor details of the work, or to the supply of goods or services of which the supplier is named in the Contract.

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Article 20 Invoicing Payments

20.1. A. Each Member shall send his invoices to the Project Manager for

the account of the Consortium; the Project Manager shall invoice the Customer in the name of the Consortium. B. Each Member shall send his invoices directly to the Customer; he shall send a copy to the Project Manager.

20.2. If the payments are made to the Project Manager, he shall, immedi­ ately upon receipt, pay out to the Members all payments received from the Customer in respect of the goods and services supplied by them.

Article 21 — Insurance

21.1. Following the agreement of the Members' Meeting, the Project Man­ager shall take out on behalf of the Consortium a joint policy to cover such risks as the Consortium may think it necessary to cover. Unless there is a decision to the contrary by the Members' Meeting, each Member shall pay that part of the premiums which corresponds to his share of the work.

Article 22 — Liability towards the Customer

22; 1. The Members are jointly and severally liable towards the Customer.

Article 24 — Liability of the Project Manager

24.1. The Project Manager shall indemnify the Members against any loss or damage suffered by them as a result of his faulty management.

A. up to the amount of... % of his total remuneration (i.e. the price of his contribution to the work plus his management fee).

B. up to ... % of the fee payable to him.

If the claims of the Members exceed the limitation of liability of the Project Manager, the balance shall be apportioned between them pro­rata.

Article 26 — Expulsion of a Member

26.1. Where a Member suspends payment, or files a petition in bankruptcy, such Member may be expelled from the Consortium by decision of the other Members taken in the Members' Meeting.

26.2. The same shall apply in the case of a Member who commits a gross breach of his obligations and fails to make good his breach within a reasonable time after written notice thereof.

Article 27 Law Applicable

27.1. This Agreement shall be governed by the law of

to impose a duty ввести пошлину, обложить пошлиной

sublet v передать в субаренду, суб­подряд

premium п страховая премия

indemnify v возмещать убыток, ком­пенсировать

remuneration л вознаграждение

pro-rata пропорционально

breach of obligations нарушение обязательств

specimen agreement образец согла­шения

legal а юридический

duration n зд. срок действия

by virtue of в силу

competence n компетенция

to convene a meeting созывать со­брание

without prejudice to smth без ущерба чему-л.

entrust v поручать

collate v сличать; зд. сводить вместе, собирать