1. Read and learn the following words and word combinations. Translate the examples:

a legally binding agreement – юридично зобов’язуюча угода

e.g. A contract is a legally binding agreement between two or more parties.

abstain from v - відмовлятися (від...)

complain v – скаржитись

complaint n – скарга; reasonable complaint – справедлива скарга; well-grounded complaint – обґрунтована скарга

e.g. As the goods were damaged they had all reasons to complain.

orally adv – усно (opp. in writing – письмово)

e.g. Usually contracts are first made orally and only then confirmed in writing.

once adv – як тільки

e.g. Once you have signed the contract you cannot change it.

sales contract (contract of sale) – комерційний контракт

e.g. A sales contract must be written clearly and precisely.

term n – 1) період, строк; 2) термін; 3) pl. умови; business terms – комерційна термінологія; contract terms – умови контракту; delivery terms – умови поставки; terms of payment – умови оплати; long- (short-) term period – довго- (коротко-) строковий період

e.g. Eventually both parties agreed on the terms of payment.

sample n – зразок

fair average quality (f.a.q.) – справедлива середня якість

good ordinary brand (g.o.b.) – звичайний комерційний сорт

e.g. All required samples should be of f.a.q. or g.o.b.

bear in mind – пам’ятати; (syn. to remember); to bear the risks and costs – нести відповідальність за ризики і витрати

e.g. You must bear in mind that there is a difference between the metric ton, the long ton, and the short ton.

measure v –вимірювати

measure n – міра; liquid measures – міри рідини; dry measures – міри сипучих тіл

measurement n – вимірювання

e.g. Some British liquid and dry measures such as gallon, quart, pint, and ounce are different from American ones.

II. Read and translate the text:

The Contract of Sale

A contract – in the most general sense of the word – is a legally binding agreement between two or more persons to do (or abstain from doing) something in return for something else. Generally, there are no formalities, and a contract may be written or oral. For example, if you call a taxi by phone you expect it to arrive on time, and if it doesn't you have reason to complain. At the Stock Exchange contracts involving large sums of money are made orally, and only later confirmed in writing.

The contract must be of such a kind that both parties should reasonably suppose that the agreement is legally binding. Thus, acceptance of an invitation to a dinner is an agreement but not a contract.

In most cases, however, writing is necessary to make a contract, as once it is made in writing neither party can change it or interpret it in different ways. In foreign trade, agreements made by telephone should be confirmed either by telex or by letter (telefax).

A sales contract must be written clearly and precisely. It must state who buys what (quantity and quality of the goods), from whom, for how much (price) and under what conditions (payment, delivery, special terms, etc.).

A sales contract usually contains the following points:

(1) The description of the goods. With certain types of goods (machinery, instruments, etc.) detailed specification is necessary, sometimes even blueprints and technical documentation. In some cases (chemicals, cosmetics, etc.) samples may be required. It is also usual to stipulate that the goods should be of fair average quality (f.a.q.) or good ordinary brand (G.O.B.).

(2) The quantity of the goods. Certain goods are sold by piece, pair, dozen or score. Other goods are sold by weight. If the weight is given in tons, you must bear in mind that there is a difference between the metric ton (1,000 kilos), the long ton (1,016 kilos) used in Britain and the short ton (907 kilos) used in the U.S.A. Liquids are sometimes measured in gallons (in Britain 4.54, in America 3.78 litres).

(3) Price and payment. The contract must state in what currency payment should be made and on what conditions.

(4) Delivery terms, which define who bears the risks and costs of the delivery.

(5) The delivery date (i.e. when the goods must be dispatched).

(6) The packing of the goods.

III. Answer the following questions:

1. What do we call a contract?

2. What is the difference between a contract and an agreement in the most general sense of these words?

3. Why writing is necessary to make a contract?

4. What are the essential items of a contract?

5. What is meant by the description of the goods?

6. How is the quality of the goods stipulated?

7. In what quantities can goods be sold?

8. What do the delivery terms define?

9. What is meant by the delivery date?

IV. Give Ukrainian equivalents of the following:

in return for; to arrive on time; acceptance of an invitation; thus; however; neither party; clearly and precisely; under what conditions; there is the difference between; who bears the risks and costs of the delivery; either … or; the contract must state.

V. Give English equivalents of the following:

в найбільш загальному значенні слова; мати причину скаржитись; обидві сторони; обґрунтовано (логічно) очікувати; як тільки контракт викладено в письмовій формі; по-різному; креслення; кальки; обумовити; продавати поштучно; попарно; десятками; в кількості по двадцять штук; за вагою.

VI. Read, translate and learn the names of some contracts. Explain their meaning: e.g. bilateral contract is a contract between two parties.

bilateral/multilateral contract; executed contract; fixed term contract; futures contract; hire-purchase contract; illegal contract; oral/parol contract; turnkey contract; valid contract

VII. Match the definition on the right with the word on the left. Translate and learn the definitions:

to abstain from	to express in words, esp. carefully, fully, and clearly; to define
to interpret	to state as a necessary condition
to stipulate	to show, to explain the meaning of
to state	to refuse to take part, act, take, etc.
to dispatch	to send off to a destination for a special purpose

VIII. Fill in the gaps with the words from the list below:

language, in writing, to complain, detailed specification, delivery

1. The guarantee period is 12 months from the date of….

2. This oral contract must be confirmed ….

3. The Buyers require a … for these instruments.

4. If the goods are damaged during transportation you have all reasons ….

5. The … of the contract must be clear and precise.

IX. Match the synonyms. Use any 5 words in the sentences of your own:

clear	to demand, to insist upon
to confirm	to explain, to paraphrase
to buy	to approve, to prove
to interpret	understandable
to stipulate	to purchase
precise	exact, accurate

X. Match the words with opposite meaning. Use any 5 of them in the sentences of your own:

buy	either
in different way	special
general	earlier
later	oral
neither	in the same way
written	sell

XI. Translate into English:

1. Контракт – це юридично зобов’язуюча угода між двома або більше сторонами.

2. Якість товарів обумовлюється в специфікації.

3. Контракт визначає, в якій валюті проводиться оплата.

4. Продавцю слід пам’ятати, що товари повинні бути звичайного коме­рційного сорту.

5. Умови поставки визначають, хто несе ризики і вартість доставки.

6. В Британії та США існує розбіжність між мірами рідини.

   12. Topics for discussion:

1. Speak about the general features of the contract.

2. Speak about the essential points of the contract.

12. Skills practice:

Assignment 1. Which parts of the following graph would you talk about using each of these expressions?

to fluctuate; to level off; to remain stable; to reach a peak; to stand at to drop sharply to rise steadily

Assignment 2. Join expressions to make sentences about the graph:

Sales reached a peak	12,000 in December
Sales fluctuated	in September and October
Sales remained stable	of 12,000 in February
Sales stood at	at about 7,000 in April and May
Sales leveled off Sales rose steadily Sales dropped sharply	from May to September in March and April from August to December

Unit Seven

Standardization of Commercial Terms