1. Read the words and phrases on the topic, translate them into Kazakh /Russian.
A. On behalf of, licence, subject/part of the contract, party to a contract, injured party, total value of the contract (total contract value), fulfillment/execution of liabilities/obligations under the contract, breach of a contract, amendment, supplement, term/condition of the contract, to sign/to make/to conclude a contract; to draw up (to make up)/to execute (to perform, to implement) a contract; to break/to cancel a contract; to be valid, to consider null and void, to become effective/to come into full force, agreement, irrevocable confirmed letter of credit, dirty/clean/through/original bill of lading, rail/road/air waybill, insurance policy/certificate, insurance against all risks, shipment cost, shipping specification, delay in delivery/shipment, to effect shipment, force majeure circumstances [fɔ:smæ'e3ç:], arbitration, penalty, unconditional, title, document of title, compensation, spare and wear parts, freight, specification, consignor (shipper), consignee, consignment, packing, in transit, marking.
B. Dress code, an entrepreneurial/supportive/controlling culture, autocratic, streamlining, incentive program, motivation, to do things by the book, to make workers redundant.
2. Read the contract and translate it into Kazakh /Russian.
Continental Equipment Plc, Brighton, England, hereinafter referred to as ‘the Seller’, on the one part, and TST Systems Ltd., Moscow, Russia, hereinafter referred to as ‘the Buyer’, on the other part, have concluded the present Contract as follows:
1. Subject of the Contract
1.1. The Seller has sold and the Buyer has bought the machinery, equipment, materials, and services (‘Equipment’) as listed in Appendix 1 being an integral part of this Contract.
2. Prices and Total Value of the Contract
2.1. The Total Contract Value is as follows:
Equipment and engineering FOB U.K. port + documentation £ ___
Supervision, start-up and training £___
Spare and wear parts £___
Total price CIF Moscow ___.
Discount £___ Total Contract Value ___
2.2. The prices are understood to be CIF Moscow including cost of packing, marking, loading on board a ship, stowing and fastening the equipment in the hold, and the cost of the materials used for this purpose.
2.3. The prices are firm for the duration of the Contract and shall not be subject to any revision except on account of any mutually agreed changes or modifications to equipment specification and/or quantities listed in Appendix 1 to this Contract.
3. Time of Delivery
3.1.The equipment specified in Appendix 1 of the present Contract is to be delivered within two (2) months from the date of opening the Letter of Credit specified in Clause 4.1 of this Contract.
3.2.The delivery date is understood to be the date of the clean Bill of Lading issued in the name of the Buyer, destination Moscow, Russia.
4. Terms of Payment
4.1. Within thirty (30) days from the date of signing this Contract, the Buyer is to open in favour of the Seller an irrevocable confirmed Letter of Credit with City Bank, London, for hundred per cent (100%) of the total contract value. The Letter of Credit is to be valid for three (3) months.
4.2. Payment from this Letter of Credit at the rate of hundred per cent (100%) of the total contract value is to be effected in GB pounds against the following shipping documents:
4.2.1. Original Bill of Lading issued in the name of the Buyer, destination Moscow, Russia.
4.2.3.Certificate of Quality.
4.2.4.Certificate of Origin.
5. Technical Documentation
5.1. Within five (5) days from the delivery date the Seller will send two (2) sets of the technical documents as listed in Appendix 2 to the address of the Buyer.
5.2. All instructions on the drawings are to be in English, with all the instructions contained in Items 1, 2, 3, and 4 of Appendix 2 translated into Russian.
6. Guarantee of the Quality of the Equipment.
6.1. The guarantee period is twelve (12) months from the date of the start-up of the equipment that is reflected in an appropriate Act signed by the representatives of the Parties to the present Contract, but not more than eighteen (18) months from the date of delivery of the equipment.
6.2. If the equipment proves to be defective or faulty during the guarantee period, the Seller has at its expense at the choice of both Parties either to remedy the defects or to replace the faulty equipment with new equipment of good quality which is to be delivered without delay to the port of delivery.
7.1. The equipment is to be shipped in export sea packing suitable for the type of equipment delivered. Packing should also be suitable for transshipment in transit and reasonable long storage of the equipment.
7. 2. Each container is not to exceed the following dimensions:
length =2,500 mm, width = 2,500 mm, height = 2,500 mm.
7.3. The Seller is responsible to the Buyer for any damage to the equipment resulting from inadequate packing of the equipment.
8.1. All the containers are to be marked on three (3) sides. Each container should bear the following markings made in indelible paint (in Russian and English):
Seller: Continental Equipment Plc (Address)
Buyer: TST Systems Ltd. (Address)
Railway Station/Destination: Moscow
Gross weight: ___ kg
Case dimensions in cm (length x width x height)
8.2. If a case requires special handling it should bear additional marks: ‘Fragile’, ‘Top’ or ‘This side up’, etc.
9. Shipping Instructions and Notifications
9.1. Within twenty-four (24) hours after shipment, the Seller is to inform the Buyer by fax regarding the date of shipment, the Bill of Lading number, number of containers, their weight, the vessel name.
10.1. The Seller is to take care of and cover expenses for insurance of the equipment under the Contract from the moment of its dispatch up to the moment of its arrival at the port of Moscow.
11.1. In the event of delay in delivery of the equipment the Seller is to pay the Buyer a penalty at the rate of 1.0% of the total contract value for every week of delay. However, the total amount of penalty for delay in delivery is not to exceed 10% of the total contract value.
11.2. While calculating penalty for delay, the amount of days comprising over half of a calendar week is considered to be a full week.
12. Force Majeure
12.1. The Parties are released from their responsibility for partial or complete non-execution of their liabilities under the Contract should this non-execution be caused by the force majeure circumstances including, but not limited to: fire, flood, earthquake and if these circumstances have had a direct damaging effect on the execution of the present Contract.
12.2. The Party which is unable to fulfill its obligations under this Contract is to inform the other Party within ten (10) days from the beginning of force majeure circumstances.
13.1.The Seller and the Buyer will take all possible measures to settle amicably any disputes or differences which may arise out of the present Contract or in connection with it.
13.2. If the Parties do not come to an agreement, all the disputes and differences are to be submitted for Arbitration in Stockholm, Sweden, in accordance with the rules and regulations of the Chamber of Commerce in Stockholm and applying the substantive laws of Sweden.
14. Other Terms
14.1. The Seller upon written consent of the Buyer shall be permitted to substitute equipment of comparable quality and conforming to the technical requirements for any item of equipment that may not be available for one reason or another.
14.2. Any changes, amendments or supplements to the terms and conditions of this Contract shall be valid only if set forth in a written document duly signed by authorized representatives of both Parties to the present Contract.
14.3. After the Contract has been signed all the preliminary agreements, discussions and correspondence between the Parties concerning this Contract are to be considered null and void if conflicting with this Contract.
14.4. The Contract becomes effective and comes into full force from the date of signing.
15. Legal Addresses of the Parties
SELLER: Continental Equipment Plc 9 North Road Brighton BN1 5 JF England
for and on behalf of the Seller
BUYER: TST Systems Ltd. P.O.Box 171 Moscow 253100 Russia
for and on behalf of the Buyer
3. Translate the following part of the contract into Kazakh /Russian and answer the questions after it.
The Seller will take care of, and bear all the expenses connected with, obtaining the necessary licence for exporting the goods under the present Contract from the Port of Origin to Russia.
Not later than a month from the effective date of the Contract, the Seller is to advise the Buyer if the export licence has been granted or is not required.
If the Seller is unable to obtain the export licence and the Buyer is unable to obtain the import licence within the time stipulated above, or the export/import licence is revoked by the appropriate authorities of the Seller’s/Buyer’s country before the deliveries are completed, the Seller/Buyer will have the right to cancel the Contract wholly or partially.
a) Who is supposed to obtain the export/import licence?
b) What right will the parties exercise if the appropriate authorities revoke the import/export licence?
4.* A. Read this passage and find out:
1) who is responsible for influencing the culture within a company;
2) how company culture affects a company’s performance;
3) what weakness many companies have with regard to corporate culture.
B. Choose the correct sentence (A-G) for each gap in the text (1-6). There is one sentence you will not need.