Трудности перевода специальной литературы по коммерции и праву с английского языка на русский: Учебно-методическое пособие

ÌÈÍÈÑÒÅÐÑÒÂÎ ÎÁÐÀÇÎÂÀÍÈß ÐÎÑÑÈÉÑÊÎÉ ÔÅÄÅÐÀÖÈÈ ÂÎËÃÎÃÐÀÄÑÊÈÉ ÃÎÑÓÄÀÐÑÒÂÅÍÍÛÉ ÓÍÈÂÅÐÑÈÒÅÒ ÂÎËÆÑÊÈÉ ÃÓÌÀÍÈÒÀÐÍÛÉ ÈÍÑÒÈÒÓÒ (ôèëèàë) ÂîëÃÓ

Â.Â. Ñèäîðîâà, Ì.Þ. Ïðîëèñêî

ÒÐÓÄÍÎÑÒÈ ÏÅÐÅÂÎÄÀ ÑÏÅÖÈÀËÜÍÎÉ ËÈÒÅÐÀÒÓÐÛ ÏÎ ÊÎÌÌÅÐÖÈÈ È ÏÐÀÂÓ Ñ ÀÍÃËÈÉÑÊÎÃÎ ßÇÛÊÀ ÍÀ ÐÓÑÑÊÈÉ Ó÷åáíî-ìåòîäè÷åñêîå ïîñîáèå äëÿ ñòóäåíòîâ ñòàðøèõ êóðñîâ þðèäè÷åñêèõ è ýêîíîìè÷åñêèõ ôàêóëüòåòîâ âóçîâ

Âîëãîãðàä 2003 –1–

ÁÁÊ 81.2Àíãë-7 Ñ34

Ðåöåíçåíòû: êàíä. ïåä. íàóê, äîö. Å.À. Ãðèøèíà (ÂÈÝèÌ — ÂØÊ); êàíä. ôèëîë. íàóê, äîö. Ò.Ã. Ðåíö (ÂÃÈ ÂîëÃÓ)

Ïå÷àòàåòñÿ ïî ðåøåíèþ ó÷åíîãî ñîâåòà èñòîðèêî-ôèëîëîãè÷åñêîãî ôàêóëüòåòà ÂÃÈ ÂîëÃÓ (ïðîòîêîë ¹ 10 îò 15.05.03)

Ñ34

Ñèäîðîâà Â.Â., Ïðîëèñêî Ì.Þ. Òðóäíîñòè ïåðåâîäà ñïåöèàëüíîé ëèòåðàòóðû ïî êîììåðöèè è ïðàâó ñ àíãëèéñêîãî ÿçûêà íà ðóññêèé: Ó÷åáíîìåòîäè÷åñêîå ïîñîáèå äëÿ ñòóäåíòîâ ñòàðøèõ êóðñîâ þðèäè÷åñêèõ è ýêîíîìè÷åñêèõ ôàêóëüòåòîâ âóçîâ. — Âîëãîãðàä: Èçä-âî ÂîëÃÓ, 2003. — 48 ñ. ISBN 5-85534-833-4 Ïðåäëàãàåìîå ïîñîáèå ñîäåðæèò òåêñòû ïî àíãëî-àìåðèêàíñêîìó òîðãîâîìó ïðàâó, òåìàòè÷åñêèé ëåêñè÷åñêèé ìèíèìóì, óïðàæíåíèÿ, íàïðàâëåííûå íà ðàçâèòèå íàâûêîâ ïåðåâîäà ñïåöèàëüíîé ëèòåðàòóðû ñ àíãëèéñêîãî ÿçûêà íà ðóññêèé. Ïîñîáèå ìîæåò áûòü ðåêîìåíäîâàíî ñòóäåíòàì ñòàðøèõ êóðñîâ þðèäè÷åñêèõ è ýêîíîìè÷åñêèõ ôàêóëüòåòîâ è âñåì, èíòåðåñóþùèìñÿ âîïðîñàìè ïåðåâîäà.

ISBN 5-85534-833-4 © Â.Â. Ñèäîðîâà, Ì.Þ. Ïðîëèñêî, 2003 © Èçäàòåëüñòâî Âîëãîãðàäñêîãî ãîñóäàðñòâåííîãî óíèâåðñèòåòà, 2003 © Âîëæñêèé ãóìàíèòàðíûé èíñòèòóò (ôèëèàë) ÂîëÃÓ, 2003 –2–

ÂÂÅÄÅÍÈÅ Íàñòîÿùåå ïîñîáèå ïðåäíàçíà÷åíî äëÿ ñîâåðøåíñòâîâàíèÿ íàâûêîâ ïåðåâîäà ñïåöèàëüíîé ëèòåðàòóðû þðèäè÷åñêîãî è ýêîíîìè÷åñêîãî ñîäåðæàíèÿ. Òåìàòèêà òåêñòîâ ïîçâîëÿåò èñïîëüçîâàòü åãî äëÿ ðàáîòû ñî ñòóäåíòàìè êàê þðèäè÷åñêèõ, òàê è ýêîíîìè÷åñêèõ ôàêóëüòåòîâ. Öåëü ïîñîáèÿ — íàó÷èòü ñòóäåíòîâ ïðåîäîëåâàòü ãðàììàòè÷åñêèå è ëåêñè÷åñêèå òðóäíîñòè, ñ êîòîðûìè ïðèõîäèòñÿ ÷àñòî ñòàëêèâàòüñÿ ïðè ïåðåâîäå, à òàêæå ïîìî÷ü èì îâëàäåòü òåðìèíîëîãèåé â îáëàñòè êîììåðöèè è ïðàâà. Ïîñîáèå ñîñòîèò èç 5 óðîêîâ, êàæäûé èç êîòîðûõ ñîäåðæèò òåêñò ïî îäíîé èç îòðàñëåé òîðãîâîãî ïðàâà Àíãëèè è ÑØÀ, òàêèõ, êàê äîãîâîðíîå ïðàâî, àãåíòñêèé äîãîâîð, ïðîäàæà íà ýêñïîðò è äð. Òåêñòû ñíàáæåíû ëåêñè÷åñêèì ìèíèìóìîì ïî äàííîé òåìå, äëÿ àêòèâíîãî óñâîåíèÿ êîòîðîãî ïðåäëàãàåòñÿ öèêë óïðàæíåíèé. Âî âòîðîé ÷àñòè êàæäîãî óðîêà ðàññìàòðèâàþòñÿ ëåêñèêî-ãðàììàòè÷åñêèå òðóäíîñòè ïåðåâîäà ñ ïðèìåðàìè èç ïðî÷èòàííîãî òåêñòà. Íàâûêè ïåðåâîäà çàêðåïëÿþòñÿ ïðè âûïîëíåíèè ñïåöèàëüíûõ óïðàæíåíèé. Àâòîðû ïîñîáèÿ íå ñòàâèëè öåëüþ èçëîæåíèå òåîðèè ïåðåâîäà, à òàêæå íå ïðåòåíäîâàëè íà âñåñòîðîííåå ðàññìîòðåíèå òðóäíîñòåé ïåðåâîäà. Âûáîð óïðàæíåíèé ïî ïåðåâîäó îïðåäåëÿëñÿ òðóäíîñòÿìè èçó÷àåìîãî òåêñòà. Äëÿ ïðîäîëæåíèÿ ðàáîòû ðåêîìåíäóåòñÿ èñïîëüçîâàòü òåêñòû ðàçäåëà “Texts for Supplementary Reading and Translation”, à òàêæå îðèãèíàëüíûå òåêñòû ïî ñïåöèàëüíîñòè. Íà ïðîäâèíóòîì ýòàïå îáó÷åíèÿ ñòóäåíòû ìîãóò ðàáîòàòü íàä ïåðåâîäîì ñàìîñòîÿòåëüíî, ñîïðîâîæäàÿ åãî êîììåíòàðèåì è êîíñóëüòèðóÿñü ñ ïðåïîäàâàòåëåì. Äëÿ âûïîëíåíèÿ ïåðåâîäîâ àâòîðû ðåêîìåíäóþò ïîëüçîâàòüñÿ îáùèìè è ñïåöèàëüíûìè ñëîâàðÿìè è ñïðàâî÷íèêàìè, ó÷åáíûìè ïîñîáèÿìè, ïðèâåäåííûìè â ñïèñêå ëèòåðàòóðû. Äàííîå ïîñîáèå ìîæåò èñïîëüçîâàòüñÿ íà çàíÿòèÿõ ïî ïðàêòèêå ïåðåâîäà ñòóäåíòàìè þðèäè÷åñêîãî è ýêîíîìèêî-ìàòåìàòè÷åñêîãî ôàêóëüòåòîâ, ïðèîáðåòàþùèìè äîïîëíèòåëüíóþ êâàëèôèêàöèþ “Ïåðåâîä÷èê â ñôåðå ïðîôåññèîíàëüíîé êîììóíèêàöèè”, è äðóãèìè çàèíòåðåñîâàííûìè ëèöàìè. Àâòîðû âûðàæàþò áëàãîäàðíîñòü âñåì, êòî ïîìîã â ðàáîòå íàä ïîñîáèåì, è ïðîñÿò íàïðàâëÿòü çàìå÷àíèÿ è ðåêîìåíäàöèè íà êàôåäðó èíîñòðàííûõ ÿçûêîâ ÂÃÈ ÂîëÃÓ. • Óïðàæíåíèÿ ñî çíàêîì " ñëåäóåò âûïîëíÿòü ïèñüìåííî; óïðàæíåíèÿ ñî çíàêîì š âêëþ÷àþò óñòíûå âîïðîñû ïî ñîäåðæàíèþ òåêñòà. –3–

UNITS

Unit 1. CONTRACTS 1. FOCUS ON THE TEXT

• Pre-reading Tasks 1. What is a contract? Give your definition of the word. Compare it with a dictionary definition. 2. Check the meaning and pronunciation of the following words in your dictionary: infer (v) repudiation (n) determine (v) legal (adj) deficient (adj) revenue (n) compliance (n) authority (n) affirmation (n) evidence (n) • Text DEFINITION OF A CONTRACT

A contract is an agreement between two or more persons, which may be enforced if the law is properly invoked. In every contract, therefore, it may be inferred that some right is acquired by one party and a correlative obligation or liability is undertaken by the other. It will be shown later that, for a contract to be valid, certain essentials must be satisfied; and if any one of such essentials is deficient, the contract may be either voidable or void. And even if every essential of a valid contract is satisfied, it may be unenforceable by reason of non-compliance with certain formal requirements. Since the terms “void” and “voidable” will be frequently used in this chapter, a clear understanding of their meaning must be obtained. A voidable contract is one which is capable of affirmation or repudiation at the option of one of the parties, such as the contract entered into by an infant which confers rights of a continuous nature on him, e. g., the purchase of shares in a limited company. –4–

A void contract is one that is destitute of legal effect, e. g., a wagering contract for “differences” on a stock exchange, and is therefore, in reality, no contract at all. From the usually accepted definition, it might be inferred that a void contract is illegal, but whilst it is true that an illegal contract, i. e., one which contravenes the law, whether common law or statute law, is void, the latter term is much wider in its application, and a contract may be void though not illegal. An unenforceable contract is one that is not capable of proof, e. g., where the necessary memorandum required by statute has not been brought into existence, or where a contract in writing has not been properly stamped (though this may be rectified on payment of a fine to the revenue authorities), or where the remedy has been barred by lapse of time. The contract itself may be perfectly valid, and may be honourably carried out by the parties concerned; but in the event of breach or repudiation the legal remedies to secure performance or obtain damages are barred by reason of the absence of evidence or the other circumstances which render the contract unenforceable. CLASSIFICATION OF CONTRACTS

Contracts are divisible into three classes, i. e.: (A) Contracts of record; (B) Specialty contracts; (C) Simple or parol contracts. (A) Contracts of Record. A contract of record is the obligation which is imposed by the entry of the proceedings in the parchment rolls in a court of record. The princi pal classes of record which are now found are (1) judgements and (2) recognizances. 1. Judgements. A judgement is an obligation imposed upon one or more parties, in favour of another or others, by a court of record; and it depends, for its binding force, not upon the consent of the ðàãties, but upon the authority of the judicial representative of the Sovereign delivering the judgement. A judgement is therefore an order of the court, and since it is an obligation imposed upon a party, it is not strictly a contract which rests upon agreement. 2. Recognizances. A recognizance is a contract made with the Sovereign through her judicial representative. It is, generally, in the nature of a promise to do some particular act or to answer to a penalty stated in the recognizance, such as an undertaking by a person tried upon a criminal charge to come up for judgement if called upon, or –5–

a promise topaya specified sum of money if an accused person out on bail does not appear at the trial. (B) Specialty Contracts. A specialty contract, or deed, is one which is not only reduced to writing, but is also executed under seal and delivered. Both sealing and signature are essential for the proper execution of a deed (Law of Property Act, 1925. § 73). (C) Simple Contract. A simple contract is one which is created, either by an oral promise, by writing not under seal, or by implication. A parol contract is, strictly, a contract entered into by word of mouth; but the term is frequently used to denote all simple contracts, and this is due to the fact that, before the Statute of Frauds was passed, there was no difference at common law between an agreement by word of mouth and an agreement by writing not under seal. Most contracts entered into in ordinary commercial transactions fall within this classification. • Vocabulary Notes: enforce (v) [In'fLs] — ïpèíóæäàòü (ê èñïîëíåíèþ äîãîâîpà); èñïîëíÿòü enforcement (n) [In'fL smqnt] — ïpèíóäèòåëüíîå èñïîëíåíèå (äîãîâîpà) enforceable (adj) [In'fL smqnt] — èìåþùèé èñêîâóþ ñèëó infer (v) — âûâîäèòü, ïîäpàçóìåâàòü inference (n) ['Infqrqns] — ïpåçóìïöèÿ, âûâîä, çàêëþ÷åíèå obligation (n) — îáÿçàòåëüñòâî liability (n) ["laIq'bIlItI] — îòâåòñòâåííîñòü, îáÿçàòåëüñòâî, äîëã liable (adj) ['laIqbl] — îòâåòñòâåííûé, îáÿçàííûé valid (adj) — äåéñòâèòåëüíûé, äåéñòâóþùèé (î çàêîíå, ïpàâå), çàêîííûé validity (n) [vq'lIdItI] — äåéñòâèòåëüíîñòü, çàêîííîñòü essentials (n) — îñíîâíûå ýëåìåíòû void (adj) — íè÷òîæíûé, íåäåéñòâèòåëüíûé voidable (adj) — îñïîpèìûé repudiate (v) [rI'pjHdIeIt] — îòêàçàòüñÿ (îò äîãîâîpà), pàñòîpãíóòü (äîãîâîp) repudiation (n) — îòêàç îò äîãîâîðà, àííóëèpîâàíèå option (n) — âûáîp, ïpàâî âûáîpà confer (v) (on) [kqn'fq:] — ïpåäîñòàâëÿòü wagering ['weIGqrIN] contract — äîãîâîp-ïàpè –6–

contravene (v) ["kOntrq'vi:n] — íàpóøàòü, ïpîòèâîpå÷èòü (çàêîíó) stamp (n) — ïå÷àòü, ìàðêà, ãåpáîâàÿ ìàpêà fine (n) — øòðàô revenue authorities — íàëîãîâûå âëàñòè bar (v) — çàïðåùàòü contract of record — äîãîâîð ïî ðåøåíèþ ñóäà specialty contract (contract under seal, deed) — äîãîâîð çà ïå÷àòüþ simple contract — ïðîñòîé äîãîâîð (óñòíûé èëè ïèñüìåííûé áåç ïå÷àòè) parol [pq'roul] contract — óñòíûé äîãîâîð the entry of the proceedings in the parchment — ïðîòîêîëèðîâàíèå ðåøåíèé ñóäà judgement (n) — ðåøåíèå ñóäà recognizance (n) [rI'kOgnIzqns] — îáÿçàòåëüñòâî ñóäó binding force — îáÿçàòåëüíàÿ ñèëà to reduce to writing — îôîpìèòü ïèñüìåííî to execute under seal — èñïîëíèòü äîãîâîp çà ïå÷àòüþ imply (v) [Im'plaI] — ïîäpàçóìåâàòü implication (n) — ïîäðàçóìåâàåìîå çíà÷åíèå, çàêëþ÷åíèå, âûâîä, ïðåçóìïöèÿ the Statute of Frauds — Ñòàòóò î ìîøåííè÷åñòâàõ * * * party to a contract — ñòîpîíà ïî äîãîâîpó excecuted ['eksIkjHtId] contract — èñïîëíåííûé êîíòpàêò executory [Ig'zekjutqrI] contract — íåèñïîëíåííûé, ïîäëåæàùèé èñïîëíåíèþ äîãîâîð to make a contract (to enter into a contract, to conclude a contract) — çàêëþ÷èòü äîãîâîð, âñòóïèòü â äîãîâîpíûå îòíîøåíèÿ to perform a contract — èñïîëíèòü äîãîâîð to rescind [rI'sInd] a contract — ðàñòîpãíóòü äîãîâîp to avoid a contract — àííóëèðîâàòü äîãîâîð " Ex. 1. Give Russian equivalents for: unenforceable contract; to undertake an obligation (liability); non-compliance with requirements; at the option of a party; to be capable of affirmation or repudiation; to confer rights on a person; to be destitute of a legal effect; to be properly stamped; to secure performance; to obtain damages. –7–

" Ex. 2. Give synonyms to: specialty contract; simple contract; obligation; to execute a contract; to break law; to enter into a contract; to avoid a contract. " Ex. 3. Insert prepositions and translate into Russian: 1. A contract may be unenforceable ... reason of non-compliance ... certain formal requirements. 2. A voidable contract can be repudiated ... the option of one of the parties, such as a contract entered ... an infant which confers rights ... a continuous nature ... him. 3. This may be rectified ... payment ... a fine ... the revenue authorities. 4. A judgement is an obligation imposed ... one or more parties ... a court. 5. It depends ... the consent ... the parties. 6. Most contracts fall ... this classification. " Ex. 4. Look up the derivatives of the following words in the dictionary and use them in sentences of your own: contract, law, legal, offer. š Ex. 5. Answer the following questions: 1. What definition of a contract is given in the text? 2. What is the difference between a voidable contract and a void contract? 3. Give an example of an unenforceable contract. 4. What classes of contracts are there? 5. What contracts are called judgements and recognizances? 6. What features are essential for a specialty contract? 7. What is a simple contract? 2. FOCUS ON TRANSLATION PROBLEMS

• Ïåpåâîä ïpåäëîæåíèé ñ ãëàãîëîì-ñêàçóåìûì â ñòpàäàòåëüíîì çàëîãå  ðóññêîì ÿçûêå ñòpàäàòåëüíûé çàëîã íå òàê óïîòpåáèòåëåí, êàê â àíãëèéñêîì. ×àñòî ïpè ïåpåâîäå íà póññêèé ÿçûê ïpèõîäèòñÿ âìåñòî ñòðàäàòåëüíîãî çàëîãà óïîòpåáëÿòü äåéñòâèòåëüíûé, ëè÷íûå ïpåäëîæåíèÿ ïåpåâîäèòü íåîïpåäåëåííî-ëè÷íûìè, ïpèáåãàòü ê ëåêñè÷åñêèì çàìåíàì.

–8–

The law is invoked. — Äåëàåòñÿ ññûëêà íà çàêîí (ññûëàþòñÿ íà çàêîí). A correlative obligation is undertaken by the other party. — Äpóãàÿ ñòîpîíà ïî äîãîâîpó áåpåò íà ñåáÿ ñîîòâåòñòâóþùåå îáÿçàòåëüñòâî. The necessary memorandum has not been brought into existence. — Òpåáóåìûé ïèñüìåííûé äîêóìåíò íå îôîpìëåí. " Ex. 6. Translate into Russian: 1. The nature of the contract must be considered in order to determine in whom the primary right resides. 2. It will be shown later that for a contract to be valid certain essentials must be satisfied. 3. The princi pal classes of record which are now found are (1) judgements and (2) recognizances. 4. A contract of record is the obligation which is imposed by the entry of the proceedings in the parchment rolls in a court of record. 5. Certain contracts shall not be enforceable unless they are in writing and are signed by the party to be charged or his agent; for example, contract not to be performed within a year. 6. Where the thing agreed upon has been done, as in case of an article sold and delivered and payment made on the spot, it is called an executed contract. • Ïåpåâîä íåêîòîpûõ ñëóæåáíûõ ñëîâ 1) Both ... and ... (cj) — êàê...… òàê è...; è... è... Both rights and obligations arise between parties to the contract. — Ìåæäó ñòîpîíàìè ïî äîãîâîpó âîçíèêàþò è ïpàâà, è îáÿçàòåëüñòâà. 2) Either ... or ... (cj) — èëè... èëè...; ëèáî... ëèáî... A broker is an agent employed either to buy or to sell goods for other people. — Ápîêåp — ýòî àãåíò, íàíÿòûé ëèáî äëÿ ïîêóïêè, ëèáî äëÿ ïpîäàæè òîâàpîâ äëÿ äpóãèõ ëèö. 3) Whether (cj) — ëè. It is immaterial whether the promise is made in writing or orally. — Íåñóùåñòâåííî, äàíî ëè îáÿçàòåëüñòâî â ïèñüìåííîé èëè óñòíîé ôîpìå. 4) Since (prep) — ñ, ñî âpåìåíè; since (cj) — 1) c òåõ ïîp êàê; 2) òàê êàê, ïîñêîëüêó; since then — ñ òåõ ïîp, ñ òîãî âpåìåíè; –9–

ever since — c òåõ (ñàìûõ) ïîp êàê; long since — äàâíî óæå. Immense changes have occured since 1985. — Ñ 1985 ãîäà ïpîèçîøëè áîëüøèå èçìåíåíèÿ. If A and B have agreed that C shall do some particular act, neither of them can compel C to do anything of the kind, since C is no party to the agreement. — Åñëè À è  äîãîâîpèëèñü î òîì, ÷òî Ñ äîëæåí ñîâåpøèòü êàêîå-òî îïpåäåëåííîå äåéñòâèå, òî íè À, íè B íå âïpàâå îò íåãî ýòîãî òpåáîâàòü, ïîñêîëüêó Ñ íå ÿâëÿåòñÿ ñòîpîíîé ïî äîãîâîpó. 5) While (cj) — 1) â òî âpåìÿ êàê, ïîêà, êîãäà; 2) õîòÿ, òîãäà êàê, íåñìîòðÿ íà òî ÷òî; whilst (cj) — 1) ïîêà, 2) õîòÿ. While in London he studied languages. — Êîãäà îí áûë â Ëîíäîíå, îí èçó÷àë ÿçûêè. While racial segregation was illegal, it existed in fact. — Õîòÿ ðàñîâàÿ äèñêðèìèíàöèÿ áûëà îáúÿâëåíà íåçàêîííîé, îíà ñóùåñòâîâàëà â äåéñòâèòåëüíîñòè. 6) For (prep) — äëÿ, ðàäè, èç-çà, â òå÷åíèå; for (cj) — èáî, òàê êàê. For the US, the Common Market was part of its strategy. — Äëÿ ÑØÀ Îáùèé ðûíîê áûë ÷àñòüþ ñòðàòåãè÷åñêèõ ïëàíîâ. If the agent receives any secret commission, this may be recovered by the principal, for this is an offence on the part of the agent. — Åñëè àãåíò òàéíî ïîëó÷àåò êàêîå-ëèáî êîìèññèîííîå âîçíàãðàæäåíèå, îíî ìîæåò áûòü âçûñêàíî ïðèíöèïàëîì, òàê êàê òàêîé ïîñòóïîê ñ÷èòàåòñÿ ïðàâîíàðóøåíèåì ñî ñòîðîíû àãåíòà. " Ex. 7. Translate into Russian: 1. Since the terms “void” and “voidable” will be frequently used in this chapter, a clear understanding of their meaning must be obtained. 2. From the usually accepted definition, it might be inferred that a void contract is illegal, but whilst it is true that an illegal contract is void, the latter term is much wider in application. 3. Both sealing and signature are essential for the proper execution of a specialty contract. 4. A simple contract is one which is created, either by an oral promise, by writing not under seal, or by implication.

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5. The question whether a contract is divisible or indivisible is primarily one of the intentions of the parties. 6. The consideration for a contract of sale must be money. 7. The duration of offers is a highly important subject, for while the offer continues to exist, the offeree has a power to bind the offeror to a contract embodying the terms of his offer by accepting and, if the offer has ceased to exist, the offeree has no such power. 3. TRANSLATION PRACTICE

" Ex. 8. Translate from English into Russin the text “Definition of a Contract” paying attention to the active vocabulary of the unit and the translation problems you have studied. " Ex. 9. Translate the text “Offer and Acceptance” from the “Section for supplementary reading and translation”.

Unit 2. AGENCY 1. FOCUS ON THE TEXT

• Pre-reading Tasks 1. In what spheres of human life are agents' services used? 2. Why is it necessary to sign an agency agreement when goods are sold through agents? 3. Check the meaning and pronunciation of the following words in your dictionary: agency (n) alternatively (adv) commerce (n) distinct (adj) manufacture (n, v) warrant (v) • Text AGENCY

Any study of modern law must start with agency because it lies at the very heart of the subject and because without it modern commerce would not exist. An example will illustrate the point. Suppose that A wishes to open a business for the manufacture and sale of toys. He will have to acquire premises and machinery, engage staff, obtain – 11 –

supplies of the necessary materials, and, then, he must sell the finished product to buyers at home and perhaps abroad. To do these things, he will have to make a great many contracts, and, clearly, it will be physically impossible for him to make all the contracts personally. He therefore employs other persons to make them act on his behalf. These other persons are called agents. Then he may decide to take in one or more partners, in which case each partner will be an agent for the other in the running of the business of the firm. Alternatively, he may decide to form a limited company by filing certain documents at Companies House. A company registered under the Companies Act, 1948, is a distinct legal person apart from its members, and, being an artificial person, it can only do business through agents. The agency relationshi p can be defined as the relationshi p which arises whenever one person (the agent) acts on behalf of another person (the princi pal) and has power to affect the principal's legal position with regard to a third party. In practice, the two most important functions of an agent are: a) making contracts on his princi pal's behalf and b) disposing of his property. TYPES OF AGENTS

Factors and brokers. A factor is “an agent entrusted with the possession of goods for the purpose of sale” and has implied authority to sell in his own name. He may also warrant the goods if it is customary to warrant the type of goods in question. A broker differs from a factor in that he has no authority to sell in his own name, and, in addition, he is generally not entrusted with possession of the princi pal's goods. Estate agents. An estate agent who is entrusted to find a purchaser has no authority to sign a contract on behalf of the vendor, but, if he is employed to sell property, he has such a right. Del credere agents. A del credere agent is usually a broker and, like other brokers, he has implied authority to make contracts on his principal's behalf. The special feature of this type of agency is that the agent agrees, in return for a commission, to guarantee payment of the price. The word “agent” is generally used to describe a person who acts on behalf of another in his dealings with third parties. In commerce, however, the word is very often used in a different sense. For example, a “sole agent” may be simply a person who is given sole selling rights by a particular manufacturer. When such a person contracts with third parties he does so as principal. This distinction is fundamental and must be born in mind. – 12 –

• Vocabulary Notes: agency (n) — àãåíòñêèé äîãîâîð, äîãîâîð ïðåäñòàâèòåëüñòâà; ïðàâîîòíîøåíèÿ ïðèíöèïàëà è àãåíòà premises (n.pl.) ['premIsIz] — ïîìåùåíèå, íåäâèæèìîñòü on behalf [bI'hRf] — îò èìåíè (êîãî-ë.) to run the business — óïðàâëÿòü, ðóêîâîäèòü êîììåð÷åñêîé äåÿòåëüíîñòüþ, ôèðìîé, ïðåäïðèÿòèåì to form a limited company — ó÷ðåäèòü àêöèîíåðíîå îáùåñòâî ñ îãðàíè÷åííîé îòâåòñòâåííîñòüþ to file documents — ïîäàòü äîêóìåíòû; ïîäøèòü äîêóìåíòû ê äåëó; îôîðìèòü äîêóìåíòû legal person (artificial person) — þðèäè÷åñêîå ëèöî legal position — ïðàâîâîå ïîëîæåíèå, ñòàòóñ principal (n) ['prInsqpql] — ïðèíöèïàë, õîçÿèí; ó÷àñòíèê äîãîâîðà (â îòëè÷èå îò ïîñðåäíèêà); ëèöî, äåéñòâóþùåå îò ñâîåãî èìåíè factor (n) — ôàêòîð; êîìèññèîíåð; àãåíò ïî ïðîäàæå implied authority — ïîäðàçóìåâàåìûå ïîëíîìî÷èÿ broker (n) — áðîêåð; ìàêëåð; àãåíò; ïîñðåäíèê agent (n) — àãåíò; ïðåäñòàâèòåëü; ïîñðåäíèê; ïîâåðåííûé estate agent — àãåíò ïî ïðîäàæå íåäâèæèìîñòè del credere agent — êîìèññèîíåð, áåðóùèé íà ñåáÿ äåëîêðåäåðå (ò. å. ïîðó÷èòåëüñòâî çà âûïîëíåíèå äîãîâîðà ïîêóïàòåëåì) sole agent — àãåíò (ïðîäàâåö) ñ èñêëþ÷èòåëüíûìè ïðàâàìè íà ïðîäàæó; ìîíîïîëüíûé àãåíò * * * exclusive [Iks'klu:sIv] agency — àãåíòñòâî èëè ïðåäñòàâèòåëüñòâî ñ èñêëþ÷èòåëüíûìè ïðàâàìè agency by estoppel [Is'tOpql] — ïðåäñòàâèòåëüñòâî â ñèëó íåîïðîâåðæèìîé ïðàâîâîé ïðåçóìöèè agency of necessity — ïðåäñòàâèòåëüñòâî â ñèëó íåîáõîäèìîñòè agency by ratification — ïðåäñòàâèòåëüñòâî ñ ïîñëåäóþùèì ïîäòâåðæäåíèåì ïîëíîìî÷èé àãåíòà actual authority — ôàêòè÷åñêèå ïîëíîìî÷èÿ express (explicit [Iks'plIsIt]) authority — ïðÿìî âûðàæåííûå ïîëíîìî÷èÿ apparent [q'pxrqnt] authority — ðàçóìíî ïðåäïîëàãàåìûå ïî îáñòîÿòåëüñòâàì ïîëíîìî÷èÿ (àãåíòà)

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to exceed [Ik'si:d] authority (to act in excess of authority) — ïðåâûøàòü ïîëíîìî÷èÿ to act within (the scope) of authîrity — äåéñòâîâàòü â ïðåäåëàõ ïîëíîìî÷èé to withdraw [wID'drL] (withdrew; withdrawn) authority — îòçûâàòü ïîëíîìî÷èÿ power of attorney [q'tq:nI] — äîâåðåííîñòü " Ex. 1. Give Russian equivalents for: to lie at the very heart of; to acquire premises; the finished product; to employ a person; with regard to; to dispose of one's property; to entrust somebody with something; in one's own name; in return for; dealings with third parties. " Ex. 2. Give synonyms to: explicit authority; implicit authority; commercial agent; to act in excess of authority; artificial person. " Ex. 3. Insert prepositions and translate into Russian: 1. The only exceptions ... the rule occur where a person occupies a position requiring personal performance or where the parties make a contract which expressly or impliedly prohibits delegation ... an agent. 2. An agent must act ... the scope ... his authority. 3. Express authority may be given ... a princi pal, ... his agent orally or ... writing. 4. An agent's main tasks are to make contracts and to dispose ... the property. 5. Contract ... agency is a contract whereby one person agrees to represent another person ... business dealings ... third parties. " Ex. 4. Look up the derivatives of the following words in the dictionary and use them in sentences of your own: commerce, acquire, employ, distinct. š Ex. 5. Answer the following questions: 1. Why cannot modern commerce exist without agency? 2. Give adefinition of the agency relationshi p. 3. What are the most important functions of an agent? 4. What is the difference between factors and brokers? 5. When is an estate agent authorized to sign a contract on behalf of the vendor? 6. What is the special feature of del credere agency? 7. Explain the difference in meanings of the word “agent” in law and commerce. – 14 –

2. FOCUS ON TRANSLATION PROBLEMS

• Ïåpåâîä ïðåäëîæåíèé, ñîäåðæàùèõ íåëè÷íûå ôîðìû ãëàãîëà 1. Ïðè÷àñòèå Àíãëèéñêîå ïðè÷àñòèå âûñòóïàåò â ïðåäëîæåíèè â ôóíêöèè îïðåäåëåíèÿ è îáñòîÿòåëüñòâà; îáû÷íî ïåðåâîäèòñÿ íà ðóññêèé ÿçûê ïðè÷àñòèåì íàñòîÿùåãî èëè ïðîøåäøåãî âðåìåíè, äååïðè÷àñòíûì îáîðîòîì, ïðèäàòî÷íûì èëè ñàìîñòîÿòåëüíûì ïðåäëîæåíèåì. It is necessary to review some of the arguments put forward by those opposing the idea of such talks. — Íåîáõîäèìî ïåðåñìîòðåòü íåêîòîðûå äîâîäû, âûäâèíóòûå òåìè, êòî âûñòóïàåò ïðîòèâ èäåè âåäåíèÿ òàêèõ ïåðåãîâîðîâ. Commenting on the situation he underlined the following facts. — Êîììåíòèðóÿ ñëîæèâøååñÿ ïîëîæåíèå, îí ïîä÷åðêíóë ñëåäóþùèå ôàêòû. " Ex. 6. Translate into Russian: 1. A company registered under the Companies Act, 1948, is a distinct legal person apart from its members, and, being an artificial person, it can only do business through agents. 2. A broker is an agent employed to buy or to sell goods for other people for a compensation commonly called brokerage. 3. Commission agents are a somewhat indefinite class of agents who buy and sell goods, or transact business generally for other persons, receiving for their labour and trouble a certain payment, generally calculated at so much per cent, upon the amount of the transaction. 4. An instrument in writing authorising a person to act as the agent for the person granting it is called a power or letter of attorney. 5. An agent, while acting within his express, implied, or usual authority, makes acontract on behalf of aprinci pal. 6. An agent employed to sell property cannot sell to himself, nor can one appointed to buy property sell that which belongs to himself. 2. Ãåðóíäèé Ãåðóíäèé óïîòðåáëÿåòñÿ â ïðåäëîæåíèè â ôóíêöèè ïîäëåæàùåãî, ÷àñòè ñîñòàâíîãî ñêàçóåìîãî, îïðåäåëåíèÿ è îáñòîÿòåëüñòâà. Íà ðóññêèé ÿçûê ïåðåâîäèòñÿ ðàçíûìè ñïîñîáàìè: èíôèíèòèâîì, ñóùåñòâèòåëüíûì, ñî÷åòàíèåì ïðåäëîãîâ ñ ñóùåñòâèòåëüíûì, äååïðè÷àñòèåì, ïðèäàòî÷íûì ïðåäëîæåíèåì. – 15 –

He insisted on the importance of negotiating on limited practical questions. — Îí íàñòàèâàë íà çíà÷åíèè (âàæíîñòè) âåäåíèÿ ïåðåãîâîðîâ ïî îãðàíè÷åííîìó êðóãó ïðàêòè÷åñêèõ âîïðîñîâ. After making the statement, the minister said he was not going to reconsider his decision. — Ñäåëàâ ýòî çàÿâëåíèå, ìèíèñòð ñêàçàë, ÷òî îí íå ñîáèðàåòñÿ ïåðåñìàòðèâàòü ñâîå ðåøåíèå. They promised not to undertake any actions without consulting their partners. — Îíè îáåùàëè íå ïðåäïðèíèìàòü íèêàêèõ äåéñòâèé, íå ïðîêîíñóëüòèðîâàâøèñü (áåç êîíñóëüòàöèè, áåç òîãî, ÷òîáû íå ïðîêîíñóëüòèðîâàòüñÿ) ñî ñâîèìè ïàðòíåðàìè. They succeeded in removing all the obstacles. — Èì óäàëîñü óñòðàíèòü âñå ïðåïÿòñòâèÿ. " Ex. 7. Translate into Russian: 1. He may decide to form a limited company by filing certain documents. 2. In practice, the two most important functions of an agent are: a) making contracts on his princi pal's behalf and b) disposing of his property. 3. The agents are instrumental in distributing the princi pals' product, as they know the commercial conditions and changes in the market of their country. 4. The person on whose behalf the act is done may, by ratifying this act, make it as valid as if it had been originally done by his authority. 5. Perhaps it is true to say that partners and company directors are agents without at the same time being either servants or independent contractors. 6. The broker has to answer for his default by reason of his having received a del credere commission. 3. Èíôèíèòèâ Èíôèíèòèâ â ôóíêöèè îïðåäåëåíèÿ ìîæåò ïåðåâîäèòüñÿ íà ðóññêèé ÿçûê ïðè÷àñòèåì, ïðèëàãàòåëüíûì èëè ñóùåñòâèòåëüíûì ñ ïðåäëîãîì. The items to be discussed at the next session were already agreed upon. — Âîïðîñû, ïîäëåæàùèå îáñóæäåíèþ íà ñëåäóþùåé ñåññèè, áûëè óæå ñîãëàñîâàíû. Their application to join the Association will be considered today. — Èõ çàÿâëåíèå î âñòóïëåíèè â Àññîöèàöèþ áóäåò ðàññìàòðèâàòüñÿ ñåãîäíÿ. – 16 –

The shape of things to come is shown by the data obtained by the experts. — Î õàðàêòåðå ïðåäñòîÿùèõ ñîáûòèé ìîæíî ñóäèòü ïî äàííûì, ïîëó÷åííûì ñïåöèàëèñòàìè.  ðóññêîì ïðåäëîæåíèè òàêæå ìîæíî èñïîëüçîâàòü ìîäàëüíîå ãëàãîëüíîå ñêàçóåìîå, âûðàæàþùåå âîçìîæíîñòü èëè äîëæåíñòâîâàíèå, èëè ñêàçóåìîå â áóäóùåì âðåìåíè. These questions will be discussed at the conference shortly to open in Paris. — Ýòè âîïðîñû áóäóò îáñóæäàòüñÿ íà êîíôåðåíöèè, êîòîðàÿ äîëæíà âñêîðå îòêðûòüñÿ (âñêîðå îòêðîåòñÿ) â Ïàðèæå. Èíôèíèòèâ â ôóíêöèè îáñòîÿòåëüñòâà öåëè, à òàêæå â ôóíêöèè ïîäëåæàùåãî èëè ÷àñòè ñîñòàâíîãî ñêàçóåìîãî îáû÷íî ïåðåâîäèòñÿ èíôèíèòèâîì èëè ñóùåñòâèòåëüíûì. To do these things he will have to make a great many contracts. — ×òîáû ñäåëàòü ýòî, åìó ïðèäåòñÿ çàêëþ÷èòü ìíîæåñòâî êîíòðàêòîâ. " Ex. 8. Translate into Russian: 1. It will be physically impossible for him to make all the contracts personally. 2. Exclusive rights are granted to encourage agents in promoting sales. 3. He has implied authority to make contracts. 4. The word “agent” is generally used to describe a person who acts on behalf of another in his dealings with third parties. 5. For ratifications to be efficient, a number of conditions must be satisfied. 6. To the general rule there is one major exception — an agent appointed to execute a deed must be authorized to do so by a deed — the latter being known as a power of attorney. 3. TRANSLATION PRACTICE

" Ex. 9. Translate the text “Agency” paying attention to the active vocabulary of the unit and the translation problems you have studied. " Ex. 10. Translate the text “Agency Distinguished from Other Relationships” from the “Section for supplementary reading and translation”.

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Unit 3. EXPORT SALES. CARRIAGE OF GOODS 1. FOCUS ON THE TEXT

• Pre-reading Tasks 1. Is it always easy for the contracting parties to come to an agreement about the terms of delivery? What difficulties may arise? 2. Check the meaning and pronunciation of the following words in your dictionary: subsidiary (n) worthwhile (adj) vehicle (n) adequate (adj) exclusive (adj) subsequently (adv) endeavour (n) genuine (adj) • Text THE CONTRACT OF SALE

The English exporter can obtain export contracts in a number of ways. First, he can, if his business is large enough, set up a branch or a subsidiary company in the foreign country. Secondly, he can appoint agents to obtain orders. Thirdly, he can enter into what is called an “exclusive sales” agreement with a foreign importer whereby the importer agrees to buy exclusively from the exporter and to use his best endeavours to create a market for the exporter's goods, and in return he is given exclusive selling rights within a particular territory. The following points should be noted with regard to exclusive sales agreements: 1. The exporter should ensure that the agreement does not contravene the law relating to restraint of trade and restrictive practices in the foreign country as well as English law. In practice the laws of many foreign countries are stricter than the provisions of English law. 2. The agreement should make it clear that orders are placed by the foreign buyer as princi pal and not as agent.The advantage of the agreement from the seller's point of view is that he can deal with one firm which is well known to him, rather than with a large number of unknown firms whose solvency may be doubtful. 3. The agreement should specify precisely the goods covered, the territory covered, the obligations of the parties and the duration of the arrangement. A seller might, to make the arrangement worthwhile, require the buyer to place orders up to specified amount within a certain period. A clause requiring the buyer to do this should state this – 18 –

obligation is not dependent on the buyer himself having obtained orders for the goods. Since an export sale involves a foreign element, it will not necessarily be governed by English law. An English exporter who wishes, as he usually does, to have the contract governed by English law should insert astipulation to that effect. Even if the contract does not expressly state that English law applies, a clause referring disputes to English arbitration will have this effect. TYPES OF CONTRACT

A number of different types of contract can be concluded, and the question of which is best will usually depend on the type and size of business which the exporter carries on. Ex works. An ex works contract approximates most closely to a domestic sale. The seller is bound to make available goods of the contract descri ption at the agreed time and place, and the buyer's duty is to collect them. In the absence of contrary agreement the price is payable on delivery and the property and risk will usually pass to the buyer when the goods are unconditionally appropriated to the contract. Where the buyer requires documents, such as an export licence, which are obtainable in the seller's country, it is the duty of the seller to assist the buyer to obtain them. F.O.R. (free on rail). Here the seller's obligations are slightly more extensive. He must see that the goods are loaded onto the railway authority's collecting vehicle and, at his own expense, he must give immediate notice to the buyer that this has been done. The presentation of an invoice or advice note is sufficient for this purpose. Once the goods have been delivered to the railway authority, the property and risk pass to the buyer, and the price becomes payable. The duty to assist the buyer with regard to the obtaining of documents is the same as on an ex works contract. The buyer must, of course, make his own arrangements for carriage and must pay the freight. He must also inform the seller of the destination of the goods. F.A.S. (free alongside). Under this contract, it is the duty of the seller to place the goods, at his own expense, alongside ashi p named by the buyer.The buyer, for his part, must nominate ashi p and give adequate notice to the seller, and the loading of the goods onto the shi p is also the buyer's responsibility. Property and risk pass when goods have been placed alongside. – 19 –

F.O.B. (free on board). Under this contract, which is of great commercial importance, still further obligations are undertaken by the seller. These obligations are not always uniform. Strict f.o.b. The strict form of f.o.b. contract requires the seller, at his own expense, to place the goods on board a shi p nominated by the buyer. The buyer, for his part, must nominate a shi p and inform the seller in good time. The price quoted by the seller does not take into account freight and insurance, because these are a matter for the buyer. Passing of risk and property. Property and risk pass to the buyer when the goods have been lifted over the shi p's rail. The goods are then both commercially and legally “on board”, and, if they are subsequently damaged while the loading is being completed, the buyer bears the loss. C.I.F. (cost, insurance, freight). The essential feature of the c.i.f. contract is that it is “a contract for the sale of goods to be performed by the delivery of shi pping documents”. The main duties of the seller under a genuine c.i.f. contract can be summarized as follows. He must ship goods of the contract descri ption within the agreed time, or if no time is agreed, within a reasonable time. Time for delivery is usually of the essence in commercial contracts. • Vocabulary Notes: obtain (v) [qb'teIn] — ïîëó÷àòü, ïðèîáðåòàòü branch [brRnC] (subsidiary [sqb'sIdjqrI] company) — îòäåëåíèå (èëè ôèëèàë) êîìïàíèè, äî÷åðíÿÿ êîìïàíèÿ to contravene ["kOntrq'vi:n] the law — íàðóøàòü çàêîí, ïðàâî; ïðîòèâîðå÷èòü çàêîíó, ïðàâó contravention — íàðóøåíèå (çàêîíà) restraint of trade (restrictive trade practices) — îãðàíè÷åíèå òîðãîâëè clause (n) [klLz] — îãîâîðêà, ïóíêò (â äîãîâîðå) govern (v) (cover) — çä. ðåãóëèðîâàòü insert (v) — âêëþ÷àòü, âïèñàòü (â äîêóìåíò) to refer disputes to arbitration — ïåðåäàâàòü ñïîðû â àðáèòðàæ to have effect — èìåòü þðèäè÷åñêóþ ñèëó the price is payable on delivery — îïëàòà òîâàðà ïðîèçâîäèòñÿ íàëîæåííûì ïëàòåæîì the goods are unconditionally appropriated to the contract — òîâàð âûäåëåí äëÿ áåçóñëîâíîãî èñïîëíåíèÿ äîãîâîðà – 20 –

‘& collecting vehicle ['vi:Ikl] — òðàíñïîðò äëÿ ïîäâîçà ãðóçîâ invoice (n) ['InvOIs] — ñ÷åò-ôàêòóðà advice note — èçâåùåíèå îá îòãðóçêå ïî æåëåçíîé äîðîãå freight (n) [freIt] — ôðàõò destination — ìåñòî (ïóíêò) íàçíà÷åíèÿ to bear [bFq] the loss — íåñòè (îïëà÷èâàòü) óáûòêè ex works — ôðàíêî-çàâîä, ñ çàâîäà F.O.R. (free on rail) — ôðàíêî-ðåëüñû, ôðàíêî-âàãîí F.A.S. (free alongside) — ôðàíêî âäîëü áîðòà ñóäíà, óñëîâèÿ ÔÀÑ F.O.B. (free on board) — ôðàíêî-áîðò, óñëîâèÿ ÔÎÁ C.I.F. (cost, insurance, freight) — óñëîâèÿ ÑÈÔ * * * common carrier ['kxrIq] — îáùåñòâåííûé ïåðåâîç÷èê consignee ["kOnsQI'ni:]] — ãðóçîïîëó÷àòåëü, àäðåñàò (ãðóçà) consignor [kqn'sQInq] — ãðóçîîòïðàâèòåëü charter-party — ÷àðòåð, ÷àðòåð-ïàðòèÿ (äîãîâîð î ôðàõòîâàíèè ñóäíà) charterer — ôðàõòîâàòåëü bill of lading — êîíîñàìåíò voyage ['vOIIG] — ðåéñ lay days — ñòîÿíî÷íîå âðåìÿ running days — ñïëîøíûå äíè (âêëþ÷àÿ âîñêðåñåíüå è ïðàçäíèêè) loading — ïîãðóçêà unloading — ðàçãðóçêà demurrage [dI'mAvIG] — ïëàòà çà ïðîñòîé (ñóäíà, âàãîíà) to exempt [Ig'zempt] smb. from liability — îñâîáîæäàòü êîãîëèáî îò îòâåòñòâåííîñòè contract of affreightment [q'freItmqnt], contract of carriage of goods by sea — äîãîâîð ìîðñêîé ïåðåâîçêè " Ex. 1. Give Russian equivalents for: bill of lading; commercial contract; “exclusive sales” agreement; consignor; consignee; to deal with a firm; demurrage; the duration of arrangement; charterer; running days; to place orders with; to exempt smb.from liability; shi pping documents. " Ex. 2. Give synonyms to: contravention of law; restrictive trade policies; subsidiary company; to ensure; advantage; to give notice to the buyer. – 21 –

" Ex. 3. Insert prepositions and translate into Russian: 1. The sellers can deal ... one firm which is well known ... him. 2. Even if the contract does not expressly state that English law applies, a clause referring disputes ... English arbitration will have this effect. 3. In the absence ... contrary agreement, the price is payable ... delivery and the property and the risk will usually pass ... the buyer when the goods are unconditionally appropriated ... the contract. 4. His own expense, he must give immediate notice ... the buyer that this has been done. " Ex. 4. Look up the derivatives of the following words in the dictionary and use them in sentences of your own: refer; pay; carry; deal; agree. š Ex. 5. Answer the following questions: 1. How are export contracts obtained? 2. What law applies to export sales? 3. What types of the contract of sale do you know? 4. Under which contract does the seller have the least extensive obligations? 5. When do the property and risk pass to the buyer under a F.O.R. contract? 6. What is the difference between F.A.S. and F.O.B. contracts? 7. What does the abbreviation “C.I.F.” mean? What are the main duties of the seller under this contract? 2. FOCUS ON TRANSLATION PROBLEMS

• Ñëîæíûå ïðåäëîæåíèÿ Äëÿ ïðàâèëüíîãî ïåðåâîäà ñëîæíîãî ïðåäëîæåíèÿ ñëåäóåò ïðîàíàëèçèðîâàòü åãî â ñëåäóþùåì ïîðÿäêå: íàéòè ãëàâíûå ÷ëåíû; âûäåëèòü ïîä÷èíèòåëüíûå ñîþçû è ñîþçíûå ñëîâà, òàê êàê îíè ïîìîãóò óñòàíîâèòü ñâÿçè ìåæäó ãëàâíûì ïðåäëîæåíèåì è ïðèäàòî÷íûì; îïðåäåëèòü, êàêèå âòîðîñòåïåííûå ÷ëåíû èìåþòñÿ â ãëàâíîì è ïðèäàòî÷íîì ïðåäëîæåíèÿõ.  àíãëèéñêîì ïðåäëîæåíèè èíîãäà ïîäëåæàùèì ïðèäàòî÷íîãî ïðåäëîæåíèÿ ÿâëÿåòñÿ ëè÷íîå ìåñòîèìåíèå, à ïîäëåæàùèì ãëàâíîãî — èìÿ ñóùåñòâèòåëüíîå. Ïðè ïåðåâîäå íà ðóññêèé ÿçûê âî èçáåæàíèå íåÿñíîñòè ÷àñòî íåîáõîäèìî ïîìåíÿòü ïîäëåæàùèå ìåñòàìè. But if he (1) has actually delivered the goods to the buyer, the seller (2) can use no remedy other than an action for the price of them. — – 22 –

Íî åñëè ïðîäàâåö (2) óæå äîñòàâèë òîâàð ïîêóïàòåëþ, îí (1) íå ìîæåò èñïîëüçîâàòü èíîå ñðåäñòâî çàùèòû, êðîìå èñêà î âçûñêàíèè åãî ñîáñòâåííîñòè. Ìíîãèå ñëîæíûå ïðåäëîæåíèÿ òðåáóþò òðàíñôîðìàöèè ïðè ïåðåâîäå. The seller's duty to assist the buyer with regard to the obtaining of documents is the same as on ex works contract. — Êàê è â êîíòðàêòå ñ óñëîâèÿìè ïîñòàâêè “ôðàíêî-çàâîä”, ïðîäàâåö îáÿçàí ñîäåéñòâîâàòü ïîêóïàòåëþ â ïîëó÷åíèè äîêóìåíòàöèè. Merely by the form in which it is expressed does such a contract bind the parties. — Òàêîé äîãîâîð ñâÿçûâàåò ñòîðîíû îáÿçàòåëüñòâàìè îäíîé ëèøü ñâîåé ôîðìîé. " Ex. 6. Analyse the structure of the sentences. Translate the sentences into Russian: 1. A number of different types of contract can be concluded, and the question of which is best will usually depend on the type and size of business which the exporter carries on. 2. Where the buyer requires documents, such as an export licence, which are obtainable in the seller's country, it is the duty of the seller to assist the buyer to obtain them. 3. This emphasis on the shi pping documents — insurance policy, bill of lading and invoice — can be seen from the case of C. Groom, Ltd. v. Barber where it was held that on tender of the documents the buyer is bound (unless otherwise agreed) to pay for the goods, even if they have already been lost. 4. A charter-party is an agreement in writing whereby a shi powner agrees to let an entire shi p, or a part thereof to any person (who is called the charterer) for the conveyance of goods on a specified voyage, or during a specified period, for a sum of money which the charterer undertakes to pay as freight for their carriage. 5. Where there remains something to be done by the seller in order to put the goods into a deliverable state, or where the goods have to be measured, weighed, or tested, the property does not pass, until the act required is done and notice of it has been given to the buyer. • Ëåêñè÷åñêèå òðóäíîñòè Îáðàòèòå âíèìàíèå íà ïåðåâîä ñëåäóþùèõ ñëîâ è âûðàæåíèé. 1) Other than — èíîé, ÷åì; îòëè÷íûé îò; êðîìå; rather than — ñêîðåå, ÷åì; à íå. – 23 –

“Goods” include all chattels other than things in action and money. — Ïîíÿòèå “òîâàð” âêëþ÷àåò âñå âèäû äâèæèìîãî èìóùåñòâà, êðîìå èìóùåñòâà â òðåáîâàíèÿõ è äåíåã. The question depends on the conduct of the parties, on their words and behavior, rather than on their thoughts. — Äàííûé âîïðîñ çàâèñèò îò òîãî, êàê ñòîðîíû âåäóò ñâîè äåëà, îò òîãî, ÷òî îíè ãîâîðÿò è êàê ïîñòóïàþò, à íå îò òîãî, ÷òî îíè äóìàþò. 2) Provided (that)… — ïðè óñëîâèè, ÷òî; to provide that — ïðåäóñìàòðèâàòü, ÷òî. The purchaser acquires the property in goods with the sale, provided that goods are purchased in market overt. — Ïîêóïàòåëü ïðèîáðåòàåò ïðàâî ñîáñòâåííîñòè íà òîâàð â ìîìåíò ñäåëêè êóïëèïðîäàæè ïðè óñëîâèè, ÷òî òîâàðû êóïëåíû íà îòêðûòîì ðûíêå. Section 5 provides that certain conditional sale and credit-sale agreements are unenforceable unless they are in writing. — Ñòàòüÿ 5 ïðåäóñìàòðèâàåò, ÷òî îïðåäåëåííûå ñîãëàøåíèÿ îá óñëîâíîé ïðîäàæå è ïðîäàæå â êðåäèò íå èìåþò èñêîâîé ñèëû, åñëè îíè íå çàêëþ÷åíû â ïèñüìåííîé ôîðìå. 3) Subject to — â çàâèñèìîñòè îò…, ñ ó÷åòîì; a subject of smth. — ïðåäìåò, òåìà, îáëàñòü (÷åãî-ëèáî). A contract of sale is sometimes entered into subject to certain conditions. — Äîãîâîð ïðîäàæè èíîãäà çàêëþ÷àåòñÿ ñ ó÷åòîì îïðåäåëåííûõ óñëîâèé. A well-known authority upon the subject of Sale of Goods has thus expressed himself… — Èçâåñòíûé ñïåöèàëèñò â îáëàñòè ïðàâîâîãî ðåãóëèðîâàíèÿ êóïëè-ïðîäàæè òîâàðîâ âûðàçèë ñâîþ ìûñëü ñëåäóþùèì îáðàçîì... 4) Once — 1) îäèí ðàç: 2) íåêîãäà, êîãäà-òî, îäíàæäû; 3) (ñëóæèò äëÿ óñèëåíèÿ) ðàç, êàê òîëüêî, êîëü ñêîðî, ñòîèò. Once unseaworthiness is shown, the burden of proving due diligence is cast on the shipowner. — Ñòîèò îáíàðóæèòü íåïðèãîäíîñòü ñóäíà ê ìîðåïëàâàíèþ, êàê áðåìÿ äîêàçûâàíèÿ, ÷òî áûëè çàòðà÷åíû íàäëåæàùèå óñèëèÿ, ëÿæåò íà ñóäîâëàäåëüöà. " Ex. 7. Translate into Russian: 1. The seller can deal with one firm which is well known to him, rather than with a large number of unknown firms whose solvency may be doubtful.

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2. The rules contained in the Act apply to the carriage of goods other than (a) live animals, or (b) deck cargo, by sea from any port in Great Britain or Northern Ireland. 3. In the private sphere, however, and in particular in the ordinary retail trade, standard form contracts are the exception rather than the rule, and the rights and duties of the parties are governed by the general law sale. 4. It is obvious that, if the carriage is a mere casual employment, the person engaged is bound by a contract other than that which applies to common carriers in general, and is only responsible for negligence. 5. Section 1 provides that: A contract of sale of goods is a contract whereby the seller transfers or agrees to transfer the property in goods to the buyer for the money consideration, called the price. 6. The seller is at liberty to praise his merchandise in order to enhance its value, provided that the buyer shall have a full and fair opportunity of inspection. 7. Each lot is the subject of a separate contract of sale. 8. An agreement for sale is transformed into a sale when the time elapses, or the conditions are fulfilled subject to which the property in the goods is to be transferred. 9. Once the goods have been delivered to the railway authority, the property and risk pass to the buyer, and the price becomes payable. 10. Once the provisions of the Act can be varied by agreement or by trade custom, in some cases the parties may agree that the risk passes before property. 3. TRANSLATION PRACTICE

" Ex. 8. Translate the text “The Contract of Sale” paying attention to the active vocabulary of the unit and the translation problems you have studied. " Ex. 9. Translate the text “Payment” from the “Section for supplementary reading and translation”.

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Unit 4. THE RESOLUTION OF COMMERCIAL DISPUTES 1. FOCUS ON THE TEXT

• Pre-reading Tasks 1. Why do disputes frequently arise in business? 2. What claims are made by Buyers (Sellers)? 3. Check the meaning and pronunciation of the following words in your dictionary: controversy (n) award (n, v) hostile (adj) remuneration (n) superiority (n) contribute (v) • Text COMMERCIAL ARBITRATION 1. LITIGATION AND ARBITRATION

A great many commercial disputes are resolved, not by litigation, but by arbitration. The relative merits of the methods of determining disputes are a perennial topic of discussion and controversy. Lawyers tend to prefer litigation, businessmen — arbitration. Choice of the latter predominates in international contracts, but is by no means universal. Neither system has any innate superiority over the other. Much depends on the nature of the dispute and the objectives of the parties. These may not be the same at the time of the dispute as they were at the date of the contract. In particular, the attitude of a plaintiff may be very different from that of a defendant. That arbitration possesses certain advantages for the commercial man is undeniable. The parties can select an arbitrator or arbitrators in whom they have confidence (or can have the appointment made for them by a person or body — whose judgement they respect) and who can be expected to be familiar with the kind of business in which the dispute arises. The proceedings are less formal and more flexible than litigation, the parties have greater control over them, the venue can be fixed by agreement with the arbitrator and, (a matter of considerable importance) the hearing is private. Arbitration may also be cheaper and speedier than litigation, but this by no means necessarily follows. The court fees in an action are nominal, whereas in an arbitration the parties are responsible for the arbitrator's remuneration – 26 –

and expenses (which may be particularly heavy if there are several arbitrators coming from different countries), the hire of accommodation for the hearing, and the payment of a shorthand writer or machine operator if they wish to have a full record of the evidence. On the other hand, the arbitrator's greater familiarity with the practices of the industry or market may shorten the proceedings and thus save expense. Arbitration may be faster if the parties cooperate in bringing the case to a swift hearing, but allows more opportunity for delay to a defendant wishing to prolong the proceedings. The atmosphere of arbitration is generally considered to be less hostile than of litigation, and the arbitral award now has a greater degree of finality than a judgement. As against this, the arbitrator's interlocutory powers, though reinforced by the Arbitration Act 1979, are still not as extensive as those of a judge, a fact of particular importance if one of the parties wants interim relief or summary judgement. Finally, whereas judges are trained to think and act judicially and to treat the admissibility and weight of evidence with circumspection, some arbitrators without legal qualifications may be inclined to decide a case on their view of what is fair and without sufficient regard to the nature of the evidence or the appropriate rules of law. To this the businessman will, no doubt, reply with conviction and with some justification, that it is only natural for the lawyers to feel happier in their own habitat! 2. TYPES OF COMMERCIAL ARBITRATION

Apart from the division between domestic and international arbitration, arbitral proceedings fall broadly into one of two categories; ad hoc arbitrations, in which the parties themselves prescribe the mode of appointment of the arbitrator, who upon being appointed controls the proceedings himself, within the limits laid down by law; and institutional, or administered, arbitration, in which the arbitrator is appointed, the proceedings conducted, and the award issued in accordance with the rules of a trade association or a national, regional, or international organization. Institutional arbitration has the advantage of possessing a clear framework of procedure outside that is prescribed by law and, in many cases, of institutional facilities for the conduct of the arbitration as well as an internal appeal system. These advantages necessarily involve some loss of flexibility, but contribute greatly to consistency in the conduct of arbitrations within the system of business activity concerned. Among the London arbitral organizations are the London Court of International – 27 –

Arbitration, the London Maritime Arbitrator's Association and the leading commodity associations, such as the Grain and Feed Trade Association and the Federation of Oils, Seeds, and Fats Associations. There is a profusion of foreign international organizations concerned with international commercial arbitration. Some of these are general and global in character, such as the International Chamber of Commerce (ICC) and the United Nations Commission on International Trade Law (UNCITRAL). Others are special, such as ICSID, or regional, such as the Inter-American Commercial Arbitration Commission. • Vocabulary Notes: perennial (adj) [pq'renjql] — âå÷íûé the latter — ïîñëåäíèé (èç äâóõ íàçâàííûõ; ïðîòèâîïîë. the former) by no means — íèêîèì îáðàçîì; íè â êîåì ñëó÷àå; îòíþäü íå plaintiff (n) ['pleIntIf] — èñòåö defendant (n) [dI'fendqnt] — îòâåò÷èê venue (n) ['venju:] — ìåñòî (ïðîâåäåíèÿ àðáèòðàæà) court fees — ñóäåáíûå èçäåðæêè interlocutory ["Intq(:)'lOkjutqrI] powers — ïîëíîìî÷èÿ íà âûíåñåíèå ïðåäâàðèòåëüíûõ ðåøåíèé interim ['IntqrIm] relief — ïðåäâàðèòåëüíîå âîçìåùåíèå summary judgement — ðåøåíèå, ïðèíèìàåìîå ïîñëå óïðîùåííîãî (ñóììàðíîãî) ïðîèçâîäñòâà habitat (n) ['hxbItxt] — ñðåäà ad hoc arbitration — ñïåöèàëüíî ñîçäàâàåìûé ñîñòàâ àðáèòðàæà institutional arbitration — àðáèòðàæ êàêîé-ëèáî îðãàíèçàöèè award — àðáèòðàæíîå ðåøåíèå outside that prescribed by law — íå óñòàíîâëåííûé çàêîíîì appeal [q'pi:l] system — ïîðÿäîê ïîäà÷è àïåëëÿöèé ICSID (International Centre for Settlement of Investment Disputes) — Ìåæäóíàðîäíûé öåíòð ïî ðàçðåøåíèþ èíâåñòèöèîííûõ ñïîðîâ * * * claim (n) — ïðåòåíçèÿ claimant (n) — èñòåö (â ãðàæäàíñêîì äåëå, àðáèòðàæå) respondent (n) [rIs'pOndqnt] — îòâåò÷èê (â ãðàæäàíñêîì äåëå, àðáèòðàæå) arbitral order — ïîðÿäîê ïðîâåäåíèÿ àðáèòðàæà arbitration clause — àðáèòðàæíàÿ îãîâîðêà – 28 –

challenge (n) — âîçðàæåíèå, îòâîä amicable ['xmIkqbl] composition — êîìïðîìèññíîå ñîãëàøåíèå; ìèðîâàÿ ñäåëêà judicial review — ñóäåáíîå ðàññìîòðåíèå " Ex. 1. Give Russian equivalents for: to resolve a dispute; a perennial topic of discussion; innate superiority; undeniable; to have confidence in; private hearing; the hire of accommodation; a shorthand writer; record of the evidence; admissibility of evidence. " Ex. 2. Give synonyms to: controversy; merit; objectives of the parties; respondent; claimant; administered arbitration; to possess; to select; speedy arbitration. " Ex. 3. Insert prepositions and translate into Russian: 1. They are hostile ...… each other. 2. Further appointments may be necessary to deal ...… interlocutory matters arising. 3. These advantages contribute ...… consistency ...… the conduct ...… arbitrations. 4. Obviously, the parties cannot prepare ...… the trial, or even negotiate effectively, unless each knows the nature... the case he has to meet. 5. Whereas judges are trained to think and act judicially and to treat the admissibility and weight ...… evidence .… .. circumspection, some arbitrators ...… legal qualifications may be inclined to decide a case... …their view …what is fair. 6. An arbitrator can …... certain conditions be required to give reasons .… .. his award. 7. The arbitrator is familiar ...… the kind ...… business ...… which the dispute arose, and the parties have confidence …... him. 8. Choice …... the arbitral organization depends ...… the nature ...… the dispute. " Ex. 4. Look up the derivatives of the following words in the dictionary and use them in sentences of your own: settle; solve; appoint; appeal; judge; arbitrate. š Ex. 5. Answer the following questions: 1. Which of the two ways of resolution of commercial disputes is preferred in business? 2. What are the advantages of arbitration? 3. In what cases does the claimant prefer litigation? 4. What types of commercial arbitration do you know? – 29 –

5. What advantages does institutional arbitration have? 6. Name some international organizations concerned with commercial arbitration. 2. FOCUS ON TRANSLATION PROBLEMS

• Èíôèíèòèâíûå îáîðîòû Complex Object è Complex Subject 1. Ïðåäëîæåíèå ñ ñóáúåêòíî-ïðåäèêàòèâíûì èíôèíèòèâíûì îáîðîòîì (Complex Subject), êàê ïðàâèëî, ïåðåâîäèòñÿ ñëîæíîïîä÷èíåííûì ïðåäëîæåíèåì ñ ñîþçàìè “÷òî” è “êàê”. Îáðàòèòå âíèìàíèå íà ïåðåâîä ñëåäóþùèõ ñëîâ â êîíñòðóêöèè “Complex Subject”: (He) is said to... — ãîâîðÿò, ÷òî (îí)...… is alleged to… — ãîâîðÿò, ÷òî (îí) ÿêîáû...… is reported to… — ïåðåäàþò, ñîîáùàþò, ÷òî...… is considered is believed to... — ïîëàãàþò, ñ÷èòàþò, äóìàþò, ÷òî…... is supposed is deemed to…... — ñ÷èòàåòñÿ, ÷òî...… proved to… — îêàçàëîñü, ÷òî...… seems to... — êàæåòñÿ, ÷òî… appears to... — ïî-âèäèìîìó, âåðîÿòíî...… is unlikely to… — ìàëîâåðîÿòíî, ÷òîáû…, åäâà ëè...… The delegation is reported to have left for London. — Ñîîáùàþò, ÷òî äåëåãàöèÿ âûåõàëà â Ëîíäîí. Ñêàçóåìîå ìîæåò áûòü âûðàæåíî ñî÷åòàíèåì ìîäàëüíîãî ãëàãîëà ñ èíôèíèòèâîì: The arbitrator can be expected to be familiar with the kind of business in which the dispute arises. — Ìîæíî ïðåäïîëîæèòü, ÷òî àðáèòð çíàêîì ñ òåì ðîäîì äåÿòåëüíîñòè, ãäå âîçíèêàþò ðàçíîãëàñèÿ. " Ex. 6. Translate into Russian: 1. The atmosphere of arbitration is generally considered to be less hostile than of litigation. 2. One of the details alleged proved not to be correct. 3. The allegation is unlikely to be seriously disputed at the trial. – 30 –

4. The settlement may be considered to be of primary importance to the industries concerned. 5. Conditions as to the time of payment are not deemed to be of the essence of the contract. 6. When the dress was returned to the plaintiff it was found to be stained. 7. The answer seems to depend on whether the circumstances were such that the offeree must be deemed to have known that the offer was withdrawn. 8. He was held entitled to claim a return of money. 2. Ïðåäëîæåíèå ñ îáúåêòíî-ïðåäèêàòèâíûì èíôèíèòèâíûì îáîðîòîì (Complex Object) ïåðåâîäèòñÿ ñëîæíîïîä÷èíåííûì ïðåäëîæåíèåì ñ ïðèäàòî÷íûì äîïîëíèòåëüíûì, ââîäèìûì ñîþçàìè “÷òî”, “÷òîáû”, “êàê”. The arbitrators found the Seller to have acted without negligence. — Àðáèòðû óñòàíîâèëè, ÷òî ïðîäàâåö íå äîïóñòèë íåáðåæíîñòè. " Ex. 7. Translate into Russian: 1. We don't believe the statement to be true. 2. They heard the defendant deny the fact. 3. Many countries suppose the arbitration clause to be separable from the rest of the contract. 4. In most cases, the agent wants the princi pal to pay all necessary expenses incurred in the transaction of the business. 5. As the agent has contracted to carry out the work himself, we do not expect him to delegate his authority to another party. 6. Nobody expected the arbitrator to refuse to deal with the matter. 7. He left the parties to take the dispute to the court. 8. The parties wish the arbitrator to deal with all the issues arising from the contract, including its validity, rather than to have the question of validity split off for prior determination by the court. 3. TRANSLATION PRACTICE

" Ex. 8. Translate the text “Commercial Arbitration” paying attention to the active vocabulary of the unit and the translation problems you have studied. " Ex. 9. Translate the text “Fundamental Concepts of English Arbitration Law” from the section for supplementary reading and translation. – 31 –

Unit 5. NEGOTIABLE INSTRUMENTS 1. FOCUS ON THE TEXT

• Pre-reading Tasks 1. What documents used in commerce do you know? 2. Check the meaning and pronunciation of the following words in your dictionary: anxious (adj) purchase (n, v) transfer (v) mature (adj, v) defer (v) extinguish (v) • Text NEGOTIABLE INSTRUMENTS

The negotiable instrument, and especially the bill of exchange, has had a very long history, and has for long occupied a central place in the finance of industry and commerce. At the present time, the traditional form of bill of exchange is seldom seen in inland sales, but is still of the greatest importance in export sales. In addition, there is one form of exchange in everyday use, namely, the cheque. Property which cannot be reduced into physical possession is called a chose in action. Examples of choses in action are shares, rights under a contract, and debts. A person having such property may wish to transfer (or assign) it to someone else. Thus, a negotiable instrument is a chose in action which can be freely transferred and in respect of which a transferee can acquire a better title than his transferor. Historically, the law of negotiable instruments has evolved through three stages — commercial practice, judicial recognition, and, finally, legislation. At the present time, the list of negotiable instruments includes bills of exchange, cheques, promissory notes, dividend warrants, bearer bonds, bearer scri p, debentures payable to bearer, share warrants to bearer, and Treasury Bills. By far the most important types of negotiable instrument in use today are bills of exchange, cheques, and promissory notes. BILLS OF EXCHANGE

A seller of goods is clearly anxious to obtain payment as soon as possible, while a buyer may be equally anxious to defer payment, at any rate, until he has been able to resell the goods and collect the – 32 –

proceeds. By using a bill of exchange, it is possible for the seller to have payment and for the buyer to have credit at the same time. Ignoring for the moment the question of banker's commercial credits, suppose that Brown in London sells to Schmidt in Bonn, who requires credit of thirty days. Brown will draw a bill of exchange “on” (i. e., addressed to) Schmidt ordering him to pay in thirty days' time. If Schmidt agrees to the terms of the bill, he will show his agreement by signing (or “accepting”) the bill and returning it to Brown. Brown can then sell the bill to his bank in London at its face value less a small discount. It will be seen that Brown now has the money while Schmidt has his credit for thirty days. When the time for payment arrives, the bill is said to “mature” and the bank, or the person to whom the bank has transferred it, will then seek to enforce payment from Schmidt, who may meanwhile have obtained the goods and resold them. In practice Schmidt is more likely to make an arrangement whereby a London bank accepts the bill. This, of course, greatly adds to the value of the bill in the market. A bill can also be used to enable a trader to obtain short-term capital where he wishes to purchase raw materials or (perhaps) finance his own hire-purchase. The other main function of a bill of exchange is that it serves as a convenient method of settling a debt, or, sometimes, two debts. If Brown owes £100 to Black who in his turn owes £100 to White, Black can order Brown to pay White on demand, and, if Brown does this, both debts are extinguished. If in this example the name of Black's bank were substituted for Brown as the person to whom the order was addressed, the instrument would be a cheque, i. e. in effect a document where one person (the customer) orders his debtor (the bank) to pay a sum of money to his creditor. Initially, there are three parties to every bill. The person who gives the order is called the drawer; the person to whom the order is given is called the drawee, and, when he signs the bill, i. e. accepts it, he is called the acceptor. Finally, the person to whom the bill is payable is called the payee. The princi pal debtor is the acceptor, while the drawer and any indorsers are in the position of guarantors.

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'

• Vocabulary Notes: negotiable [nI'gouSjqbl] instrument — îáîðîòíûé äîêóìåíò bill of exchange — ïåðåâîäíîé âåêñåëü, òðàòòà chegue — ÷åê chose [Couz] in action — èìóùåñòâî â òðåáîâàíèè share — àêöèÿ, ïàé, äîëÿ assign (v) — ïåðåóñòóïàòü ïðàâî assignment (n) — ïåðåóñòóïêà ïðàâà, öåññèÿ assignor (n) — öåäåíò assignee (n) — öåññèîíàðèé, ïðàâîïðååìíèê transfer (v) — ïåðåäàâàòü transferor (n) — ëèöî, ïåðåäàþùåå äðóãîìó ëèöó îáîðîòíûé äîêóìåíò; öåäåíò transferee (n) — ïðèîáðåòàòåëü îáîðîòíîãî äîêóìåíòà, öåññèîíàðèé judicial [Gu (:)'dISql] recognition — ïðèçíàíèå çàêîííîé ñèëû ÷åãî-ëèáî ñóäàìè promissory ['prOmIsqrI] note — ïðîñòîé âåêñåëü dividend warrant ['wOrqnt] — ñâèäåòåëüñòâî (êóïîí) íà ïîëó÷åíèå äèâèäåíäà bearer ['bFqrq] bond — îáëèãàöèÿ íà ïðåäúÿâèòåëÿ bearer scri p — ïðåäâàðèòåëüíîå ñâèäåòåëüñòâî íà àêöèþ èëè îáëèãàöèþ íà ïðåäúÿâèòåëÿ debenture [dI'benCq] payable to bearer — îáëèãàöèÿ íà ïðåäúÿâèòåëÿ share warrant to bearer — ñâèäåòåëüñòâî íà àêöèþ íà ïðåäúÿâèòåëÿ treasure ['treZq] bill — êàçíà÷åéñêèé âåêñåëü to collect the proceeds ['prousi:dz] — ïîëó÷èòü âûðó÷êó to draw a bill of exchange on (or addressed to) a person (or bank) — âûïèñûâàòü (âûñòàâëÿòü) âåêñåëü íà êîãî-ëèáî (èëè íà áàíê) drawer (n) — âåêñåëåäàòåëü, òðàññàíò drawee (n) — ïëàòåëüùèê (ïî âåêñåëþ), òðàññàò to acceept a bill — àêöåïòîâàòü âåêñåëü acceptor (n) — àêöåïòàíò at face value — ïî íîìèíàëüíîé ñòîèìîñòè less a small discount — çà âû÷åòîì íåáîëüøîé ñóììû êîìèññèîííûõ discount (n) ['dIskQunt] — ó÷åò âåêñåëåé; ñêèäêà â öåíå – 34 –

discount (v) ['dIskQunt] — ó÷èòûâàòü âåêñåëü mature (v) — íàñòóïàòü (î ñðîêå ïëàòåæà) hire-purchase — ïðîäàæà â ðàññðî÷êó, àðåíäà (âåùè) to settle a debt [det] — îïëàòèòü äîëã, ðàññ÷èòàòüñÿ to extinguish a debt — îïëàòèòü, àííóëèðîâàòü äîëã on demand — ïî ïðåäúÿâëåíèþ (âåêñåëÿ) to substitute ['sAbstItju:t] (for) — çàìåíÿòü payee (n) [peI'i:] — ðåìèòåíò guarantor (n) ["gxrqn'tL] (or surety ['SuqrqtI]) — ïîðó÷èòåëü * * * to indorse [In'dLs] a bill to a person — ïåðåâîäèòü âåêñåëü íà êàêîå-ëèáî ëèöî, èíäîññèðîâàòü âåêñåëü indorsement (n) — ïåðåäàòî÷íàÿ íàäïèñü, èíäîññàìåíò indorser (n) — èíäîññàíò; ëèöî, äåëàþùåå ïåðåäàòî÷íóþ íàäïèñü indorsee (n) — èíäîññàòîð; ëèöî, â ïîëüçó êîòîðîãî ñäåëàíà ïåðåäàòî÷íàÿ íàäïèñü dishonour (v) [dIs'Onq] — îòêàçàòü â àêöåïòå âåêñåëÿ; îòêàçàòü â ïëàòåæå ïî âåêñåëþ to protest (v) [prq'test] a bill — îïðîòåñòîâàòü âåêñåëü overdue (adj) ['ouvq'dju:] — ïðîñðî÷åííûé forge (v) [fLG] — ïîääåëàòü forgery (n) ['fLGqrI] — ïîäëîã, ïîääåëêà " Ex. 1. Give Russian equivalents for: the law of negotiable instruments; to evolve; to enforce payment from; to make an arrangement; whereby; short-term capital; raw materials; in effect; a party to a bill; a customer; a forged indorsement. " Ex. 2. Give synonyms to: to get payment; to postpone; stock; assignor; assignee; bearer bond; share warrant to bearer; to protest a bill; guarantor; to extinguish a debt. " Ex. 3. Insert prepositions and translate into Russian: 1. Initially, there are three parties ...… a bill. 2. Brown will draw a bill ...… exchange ...… Schmidt ordering him to pay …... thirty day's time. 3. ... both examples, the bill has been used …... what is perhaps its primary function — credit. 4. If his credit is good, he can arrange …... an accepting house to accept bill drawn .… .. them (return .… .. a commission). – 35 –

5. The person who indorses a bill …... another person is termed the indorser, and the person …... whom the bill is indorsed the indorsee. 6. ... certain exceptance, the rules about to be discussed apply ...… cheques as well as …... orher bills. " Ex. 4. Look up the derivatives of the following words in the dictionary and use them in sentences of your own: negotiate; credit; mature; value; finance. š Ex. 5. Answer the following questions: 1. What negotiable instruments are used in commerce nowadays? 2. Which of them are used most often? 3. Why does the bill of exchange occupy a central place in the finance of industry and commerce? 4. Describe the procedure of using a bill of exchange. 5. What is the main function of the bill of exchange? 6. What parties are there to every bill of exchange? 2. FOCUS ON TRANSLATION PROBLEMS

• Ñëîâîîáðàçîâàòåëüíûå ñóôôèêñû -er, -ee, -able Çíàíèå îñíîâíûõ çíà÷åíèé ïðîäóêòèâíûõ ñóôôèêñîâ ìîæåò ïîìî÷ü ïðè ïåðåâîäå. Ñóôôèêñ -er (-or) èìååò çíà÷åíèå àãåíòà äåéñòâèÿ, à ñóôôèêñ -ee — çíà÷åíèå ëèöà, íà êîòîðîå äåéñòâèå íàïðàâëåíî. Ñ èõ ïîìîùüþ ñóùåñòâèòåëüíûå ìîãóò áûòü îáðàçîâàíû îò ìíîãèõ ãëàãîëîâ.  ñëó÷àå îòñóòñòâèÿ â ðóññêîì ÿçûêå ñóùåñòâèòåëüíîãî ñ òåì æå çíà÷åíèåì ñëåäóåò ïåðåâåñòè àíãëèéñêîå ñóùåñòâèòåëüíîå îïèñàòåëüíûì ïóòåì: to assign (ïåðåóñòóïàòü ïðàâî) + -or → assignor — ëèöî, ïåðåóñòóïàþùåå ïðàâî; öåäåíò; + -ee → assignee — ïðàâîïðååìíèê. Ñóôôèêñ -able îáðàçóåò ïðèëàãàòåëüíûå îò ãëàãîëîâ. Äëÿ åãî ïåðåâîäà ÷àñòî èñïîëüçóþòñÿ ìîäàëüíûå ñëîâà “âîçìîæíî”, “íåâîçìîæíî”, “íåëüçÿ”: to assign → unassignable — íå ìîãóùèé áûòü ïåðåóñòóïëåííûì; òîò, êîòîðûé íåëüçÿ ïåðåóñòóïèòü.

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" Ex. 6 Complete and translate: 1) to transfer + -er →, + -ee →, + -able →; 2) to offer + -or →, + -ee →; 3) to accept + -or →, + -able →; 4) to consign + -or →, + -ee →; 5) to mortgage + -er →, + -ee →; 6) to pay + -er →, + -ee →, + -able →; 7) to enforce + -able →; 8) to desire + -able →; 9) to void + -able →; 10) to determine + -able →. • Ìîäàëüíûå ãëàãîëû è èõ ýêâèâàëåíòû Ïðè ïåðåâîäå ïðåäëîæåíèé ñ ìîäàëüíûìè ãëàãîëàìè íåîáõîäèìî íå òîëüêî ó÷èòûâàòü èõ îñíîâíûå çíà÷åíèÿ, íî è îáðàùàòü âíèìàíèå íà ôîðìó èíôèíèòèâà. Ïåðôåêòíàÿ ôîðìà èíôèíèòèâà îòíîñèò äåéñòâèå ê ïðîøåäøåìó âðåìåíè. A buyer may be anxious to defer payment. — Âîçìîæíî, ïîêóïàòåëü æåëàåò îòñðî÷èòü ïëàòåæ. Schmidt may meanwhile have obtained the goods and resold them. — Âîçìîæíî, ÷òî çà ýòî âðåìÿ Øìèäò ïîëó÷èë òîâàðû è ïåðåïðîäàë èõ. " Ex. 7. Translate into Russian: 1. Property which cannot be reduced into physical possession is called a chose in action. 2. It may assist readers to remember that all cheques are bills of exchange. 3. A person having such property may wish to transfer it to someone else. 4. Thus, a negotiable instrument is a chose in action which can be freely transferred and in respect of which a transferee can acquire a better title than his transferor. 5. Notice usually had to be given to the debtor, because if he paid the assignor without notice of the assignment he could not be called upon to pay the assignee. 6. The debtor could raise against assignee any defence which he could have raised against the assignor. 7. To qualify for recognition the usage did not have to be of great antiquity but there had to be evidence that it was widespread and well recognised. 8. Two factors may temporarily have increased the banker's caution. – 37 –

• Ïðèäàòî÷íûå ïðåäëîæåíèÿ óñëîâèÿ  ïðèäàòî÷íîì ïðåäëîæåíèè ðåàëüíîãî óñëîâèÿ ãëàãîë óïîòðåáëÿåòñÿ â ôîðìå íàñòîÿùåãî âðåìåíè, à íà ðóññêèé ÿçûê ìîæåò ïåðåâîäèòüñÿ ãëàãîëîì â áóäóùåì âðåìåíè. If Schmidt agrees to the terms of the bill, he will show his agreement by singing the bill and returning it to Brown. — Åñëè Øìèäò ñîãëàñèòñÿ íà óñëîâèÿ âåêñåëÿ, îí âûðàçèò ñâîå ñîãëàñèå òåì, ÷òî ïîäïèøåò âåêñåëü è âåðíåò åãî Áðàóíó. Ôîðìà ãëàãîëà â ïðèäàòî÷íîì óñëîâèÿ, îìîíèìè÷åñêàÿ Past Indefinite èëè Past Perfect, ïåðåâîäèòñÿ íà ðóññêèé ÿçûê ãëàãîëîì â ñîñëàãàòåëüíîì íàêëîíåíèè. Ïðè ýòîì â ãëàâíîì ïðåäëîæåíèè â àíãëèéñêîì ÿçûêå îáû÷íî óïîòðåáëÿåòñÿ ôîðìà would (should) + èíôèíèòèâ (ïðîñòîé èëè ïåðôåêòíûé). If in this example the name of Black's bank were substituted for Brown, the instrument would be a cheque. — Åñëè áû â äàííîì ïðèìåðå âìåñòî ôàìèëèè Áðàóí áûëî óêàçàíî íàçâàíèå áàíêà Áëýêà, òàêîé äîêóìåíò ÿâëÿëñÿ áû ÷åêîì. Òðóäíîñòü ïðè ïåðåâîäå ïðåäñòàâëÿåò áåññîþçíîå ïîä÷èíåíèå óñëîâíûõ ïðåäëîæåíèé ñ ÷àñòè÷íîé èëè ïîëíîé èíâåðñèåé. Had this policy been adopted, the subsequent history of the agreement might well have been quite different. — Åñëè áû áûëà ïðèíÿòà òàêàÿ ïîëèòèêà, ïîñëåäóþùàÿ èñòîðèÿ ýòîãî äîãîâîðà âïîëíå ìîãëà áû áûòü ñîâåðøåííî äðóãîé.  ïðèäàòî÷íûõ ïðåäëîæåíèÿõ óñëîâèÿ ñ èíâåðñèåé ÷àñòî èñïîëüçóåòñÿ ôîðìà should (äëÿ âñåõ ëèö) + èíôèíèòèâ. The law of contract exists to provide one party with a remedy should the other fail to do what he has undertaken. — Äîãîâîðíîå ïðàâî ñóùåñòâóåò äëÿ îáåñïå÷åíèÿ ñðåäñòâ çàùèòû îäíîé ñòîðîíå â ñëó÷àå, åñëè äðóãàÿ ñòîðîíà íå ñäåëàåò òîãî, ÷òî îáÿçàíà ñäåëàòü. " Ex. 8 Translate into Russian: 1. If the cheque is dishonoured C, having given value, can sue A and B who became parties before value is given. 2. If the foreign bill had been dishonoured, the fact would have been noted by a notary public. 3. The object of damages is to place the injured party in as good a position as he would have been in had the contract been carried out — so far as the money can put him in that position.

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4. It is true that there is a contingent liability on the drawer, for, should the bill not be met by the acceptor, the drawer himself must take them up. 5. If there are several indorsers, there will clearly be a large number of claims with each indorsee suing his indorser, the payee suing the drawer, and so on. 3. TRANSLATION PRACTICE

" Ex. 9. Translate the text “Negotiable Instruments” paying attention to the active vocabulary of the unit and the translation problems you have studied. " Ex. 10. Translate the text “Promissory Notes” from the “Section for supplementary reading and translation”.

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SECTION FOR SUPPLEMENTORY READING AND TRANSLATION

Text 1. OFFER AND ACCEPTANCE Offer and acceptance may take place in one of four ways: 1. In the offer of a promise, followed by simple assent; this, in English law, is only applicable to contracts under seal, since no promise not under seal is binding, unless there has been valuable consideration. 2. In the offer of an act for a promise; as in the common case of an omnibus plying for hire, whereby the proprietors of the omnibus impliedly offer to carry a passenger to his destination on consideration of the passenger's implied promise to pay the fare. 3. In the offer of a promise for an act; as where a reward is offered for the recovery of lost property. 4. In the offer of a promise for a promise; as where A promises to pay B a certain sum on a future day if B will promise to perform certain services for him. In this case, the consideration on both sides is executory. The offer or acceptance, or both, may be made either by words or by conduct. If A sends goods to B's house, and B accepts or uses the goods, B will be liable on an implied contract to pay what the goods are worth; the offer is made by sending the goods; the acceptance, by their use or consumption. If the contract be completed by one of the parties, it is an executed contract; but if something has still to be done by both parties, it is an executory contract. An offer, to be capable of acceptance, must be definite in its terms, not leaving matters to be agreed in the future. Thus, a purported acceptance of an offer to buy a lorry “on hire-purchase terms” does not constitute a contract if the hire-purchase terms are never agreed. Similarly, an agreement “subject to war clause” is too vague to be an enforceable contract. – 40 –

Text 2. AGENCY DISTINGUISHED FROM OTHER RELATIONSHIPS 1. Agents and trustees Agents resemble trustees in that both stand in a fiduciary position so that they must not make a secret profit and must not allow their interests to conflict with their duty. Again, if a princi pal entrusts property to an agent who misappropriates it, the agent can be regarded as a trustee for the purposes of the Limitation Act, 1939. On the other hand, an agent differs from a trustee in various ways. A trustee is the legal owner of property, while an agent has, at most, a legal power to dispose of it. Again, an agent genuinely represents his princi pal, whereas it cannot be said that a trustee represents his beneficiaries. Finally, there are many cases where the princi pal-agent relationshi p is merely that of creditor and debtor. Thus, an agent who receives a bribe from a third party is under a personal duty to pay it over to his princi pal, but this does not give the principal any proprietary interest in the bribe, nor in any property bought with it. 2. Agents, servants and independent contraktors The distinction between servants and independent contractors turns on the master's right to control how the work is to be done, a right which exists in the case of a servant, but not in the case of an independent contractor. The distinction between servants and independent contractors, on the one hand, and agents, on the other, is essentially one of function, in that agents are mainly employed to make contracts and to dispose of property, while servants and independent contractors are often employed for other tasks. It is not surprising, therefore, that in the law of contract, agency is all important, while the distinction between servants and independent contractors has little significance, whereas in the law of tort the employer's liability turns primarily on the distinction between servants and independent contractors, and the doctrine of agency has little importance except in relation to torts connected with contracts or with the transfer of property.

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Text 3. PAYMENT Cash The seller may, of course, require payment in cash, and contracts providing for “cash against documents” are commonly found. Often, however, the buyer is anxious to obtain the goods on credit, so that he can pay for them out of the proceeds of a resale. Credit Although the system of sending bills of lading to buyers together with bills of exchange is still quite widely used, it has one defect from the seller's point of view, namely, the practical difficulties that might arise if the buyer failed to honour the bill of exchange. These difficulties might well be considerable if the goods had already been shi pped and the market was falling. To eliminate this risk, the practice of payment by banker's commercial credit was evolved. This practice has great advantage from the exporter's point of view, and at the present time a very large proportion of the export credit is financed in this way. Nature of Credit Looked at from the exporter's viewpoint, the essential feature of the transaction is that he can look to a bank for payment of the price, thereby eliminating virtually all risk of not receiving payment. Credits take a variety of forms, but in all of them the seller delivers the shi pping documents to the bank, and the bank thereupon pays, accepts or negotiates bills of exchange drawn by the seller on the buyer or on the bank. The bank will then look to the buyer for reimbursement. Types of Credit Credits can be classified in various ways according to the obligations undertaken by the bank. It is only necessary here to examine two of these classifications. Revocable and Irrevocable The distinction between revocable and irrevocable credits is fundamental from the seller's point of view. If the credit is a revocable one, the bank merely informs the seller that they have authority to pay or accept bills of exchange in return for the documents, but the bank does not undertake that they will in fact do so. Further the bank is entitled, as against the seller, to cancel the credit at any time, and, although it is their usual practice to give the seller notice of cancella-

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tion, it has been held that they are under no legal obligation to do so. It is not surprising, therefore, that revocable credits are seldom used. In the case an irrevocable credit, on the other hand, the bank binds itself to honour the seller's draft if the seller complies with his obligations with regard to the shi pping documents. The buyer cannot, in such a case, cancel his original instructions. Confirmed and Unconfirmed An irrevocable credit may be confirmed or unconfirmed, and this distinction also is of great importance to the seller. Under a confirmed credit, the correspondent bank undertakes personal liability to the seller, whereas under an unconfirmed credit it merely acts as agent but without incurring personal liability for the price. The disadvantage of the latter is that, if for some reason the bank defaults, the seller may have to start litigation in the buyer's country to enforce his right against the issuing bank. Hence, it is usual for the contract to sti pulate for payment by confirmed credit.If the contract does provide for this, the seller need not deliver the goods if the buyer opens a credit which is unconfirmed.

Text 4. FUNDAMENTAL CONCEPTS OF ENGLISH ARBITRATION LAW Arbitration is subject to national law. A question which has occasioned much debate in overseas literature is the source and content of the arbitrator's power. Various theories have been propounded: that the source of the arbitrator's authority and the enforceability of his awards, though immediately deriving from the agreement of the parties, are ultimately determined by national law; that the arbitration agreement constitutes an autonomous source of authority wholly independent of any national legal system; that the arbitration agreement brings into play an autonomous arbitral order from the institutional character of arbitration and based on princi ples common to civilized States. Extravagant claims have been advanced for the autonomy of arbitration. Perhaps, the largest proportion of international commercial arbitrations is conducted outside both national and legal boundaries. They are totally detached from every national system of law and are independent of the State in which they are held. The proceedings are – 43 –

consequently governed by and in accordance with international, or, at least, non-national arbitration rules. Such an autonomous regime is no doubt possible as a theoretical abstraction but has no place in the world of human affairs. The object of arbitration is to secure an enforceable award. Enforcement involves access to the machinery of the State in which the enforcement proceedings are to be taken, or in some other State, and this, in turn, presupposes that the award is recognized by the law of the State in question. Since all States impose at least some curbs on the power of arbitrators, and in all States arbitral proceedings and awards are in some measure subject to judicial review, it is not possible to divorce arbitration proceedings from the law of the place where they are conducted or are to be enforced. Indeed, arbitration law cannot be regarded as a closed system, for insofar as it is alleged to answer all queries of whatever character capable of arising in arbitration proceedings, it is uncodified and incapable of ascertainment, and, insofar, as it does not answer such questions, resort must be had to another source of authority. The law of the forum may, of course, permit reference to the law of another State (e. g. that selected by the parties in their contract) to govern their rights, but that other law will be allowed to operate only in the conditions and to the extent permitted by the lex fori. So, the ultimate source of an arbitrator's power is to be found by reference to the law of the place where the arbitration is held and/ or that of the place where the award is to be enforced, and degree of autonomy possessed by the parties will depend on what is accorded to them by such law. It is true that English law is more rigid than most other legal systems, for it insists that, notwithstanding the terms of the arbitration agreement, the arbitrator must decide the dispute in accordance with the law (whether that of the forum or of some other State) and not ex aequo et bono. English law has thus set its face firmly against the institution of amicable composition, in which the amiable compositeur is left free to decide the dispute according to his view of what is equitable and without obligation to apply the rules of a particular legal system.

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Text 5. PROMISSORY NOTES A promissory note is an unconditional promise in writing made by one person to another signed by the maker engaging to pay, on demand or at a fixed or determinable future time, a sum certain in money, to, or to the order of, a specified person or to bearer. An instrument in the form of a note payable to maker's order is not a note within the meaning of this section unless and until it is indorsed by the maker. The essential difference between a bill and a note is that the former is an order to pay, whereas the latter is a promise to pay. Both are negotiable instruments and most of the rules already discussed with regard to bills also apply to notes. Collateral Security A promissory note given by a borrower of money is frequently accompanied by additional security, such as the title of a house. Section 83 (3) provides that a note is not invalid by reason only that it contains also a pledge of collateral security with authority to sell or dispose thereof. Alternatively, a promissory note is sometimes given as collateral security for a mortgage because the relatively speedy method of enforcement is attractive to the lender. Maker The principal debtor on the note is, naturally enough, the person who gives the promise to pay, and he is known as the maker of the note. Joint Makers Section 85 provides that: 1. A promissory note may be made by two or more makers, and they may be liable thereon jointly, or jointly and severally, according to its tenor. 2. Where a note runs “I promise to pay” and is signed by two or more persons, it is deemed to be their joint and several note. Thus, if the note reads “we promise” and is signed by two or more makers, their liability is joint only, which means that there is only one debt and only one cause of action. If the note reads “I promise”, it will be the joint and several note of the makers, with the result that the holder can sue the makers all together or one by one, and an unsatisfied judgment against one will not prevent an action against the other. It will be appreciated that in either case a person who signs the note as a maker will be liable to the holder for the full amount of the note, and not merely for his share. – 45 –

ÑÏÈÑÎÊ ËÈÒÅÐÀÒÓÐÛ 1. Ãóñüêîâà Ò.È., Çèáîðîâà Ã.Ì. Òðóäíîñòè ïåðåâîäà îáùåñòâåííî-ïîëèòè÷åñêîãî òåêñòà ñ àíãëèéñêîãî ÿçûêà íà ðóññêèé: Ó÷åá. ïîñîáèå äëÿ èí-òîâ è ôàê. èíîñòð. ÿç. 3-å èçä., ïåðåðàá. è äîï. Ì.: ÐÎÑÑÏÝÍ, 2000. 228 ñ. 2. Çðàæåâñêàÿ Ò.À., Áåëÿåâà Ë.Ì. Òðóäíîñòè ïåðåâîäà ñ àíãëèéñêîãî ÿçûêà íà ðóññêèé. Ì.: Ìåæäóíàð. îòíîøåíèÿ, 1972. 139 ñ. 3. Íàçàðîâ Â.Ô. Êóðñ þðèäè÷åñêîãî ïåðåâîäà ïî àíãëî-àìåðèêàíñêîìó òîðãîâîìó ïðàâó. Ì.: ÈÍÔÎÑÅÐÂ, 1994. 414 ñ. 4. Ôåäîòîâà È.Ã., Öûãàíêîâà Í.Í. Êîììåðöèÿ è ïðàâî. Àíãëî-ðóññêèå ñîîòâåòñòâèÿ, êîððåñïîíäåíöèÿ è äîêóìåíòàöèÿ. Ì.: Øêîëà ìåæäóíàð. áèçíåñà ÌÃÈÌÎ, 1991. 214 ñ. 5. Õèæíÿê Ñ.Ï. Àíãëèéñêèé ÿçûê äëÿ ñòóäåíòîâ þðèäè÷åñêèõ âóçîâ è ôàêóëüòåòîâ. Ñàðàòîâ: Èçä-âî Ñàðàò. óí-òà, 1996. 240 ñ. 6. Àíäðèÿíîâ Ñ.Í., Áåðñîí À.Ñ., Íèêèôîðîâ À.Ñ. Àíãëîðóññêèé þðèäè÷åñêèé ñëîâàðü. Ì.: Ðóñ. ÿç. ïðè ó÷. ÒÎÎ “Ðåÿ”, 1993. 503 ñ. 7. Àíãëî-ðóññêèé òîëêîâûé ôèíàíñîâî-ýêîíîìè÷åñêèé ñëîâàðü. Ì.: ÈÍÔÐÀ-Ì, 1993. 122 ñ. 8. Ìîêøàíöåâ Á.Á. Ðóññêî-àíãëèéñêèé ôèíàíñîâî-ýêîíîìè÷åñêèé ñëîâàðü. Ì.: Áàíêè è áèðæè: ÞÍÈÒÈ, 1994. 270 ñ. 9. Óèëüÿì Ý., Áîòëåð Ç. Ðóññêî-àíãëèéñêèé þðèäè÷åñêèé òîëêîâûé ñëîâàðü. Ì., 1995. 500 ñ.

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ÑÎÄÅÐÆÀÍÈÅ Ââåäåíèå ................................................................................................... 3 UNITS Unit Unit Unit Unit Unit

1. 2. 3. 4. 5.

CONTRACTS .......................................................................... 4 AGENCY .............................................................................. 11 EXPORT SALES. CARRIAGE OF GOODS ............................ 18 THE RESOLUTION OF COMMERCIAL DISPUTES .......... 26 NEGOTIABLE INSTRUMENTS ........................................... 32

SECTION FOR SUPPLEMENTORY READING AND TRANSLATION Text 1. OFFER AND ACCEPTANCE ............................................... Text 2. AGENCY DISTINGUISHED FROM OTHER RELATIONSHIPS ....................................... Text 3. PAYMENT ............................................................................ Text 4. FUNDAMENTAL CONCEPTS OF ENGLISH ARBITRATION LAW .................................... Text 5. PROMISSORY NOTES .........................................................

40 41 42 43 45

Ñïèñîê ëèòåðàòóðû ............................................................................... 46

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Ó÷åáíîå èçäàíèå

Ñèäîðîâà Âàëåíòèíà Âèòàëüåâíà Ïðîëèñêî Ìàðèíà Þðüåâíà ÒÐÓÄÍÎÑÒÈ ÏÅÐÅÂÎÄÀ ÑÏÅÖÈÀËÜÍÎÉ ËÈÒÅÐÀÒÓÐÛ ÏÎ ÊÎÌÌÅÐÖÈÈ È ÏÐÀÂÓ Ñ ÀÍÃËÈÉÑÊÎÃÎ ßÇÛÊÀ ÍÀ ÐÓÑÑÊÈÉ Ó÷åáíî-ìåòîäè÷åñêîå ïîñîáèå äëÿ ñòóäåíòîâ ñòàðøèõ êóðñîâ þðèäè÷åñêèõ è ýêîíîìè÷åñêèõ ôàêóëüòåòîâ âóçîâ

Ãëàâíûé ðåäàêòîð À.Â. Øåñòàêîâà Ðåäàêòîð Î.ß. Ëåñèíà Òåõíè÷åñêèé ðåäàêòîð Î.ß. Ëåñèíà Õóäîæíèê Í.Í. Çàõàðîâà

Ïîäïèñàíî â ïå÷àòü 24.12.03. Ôîðìàò 60½84/16. Áóìàãà îôñåòíàÿ. Ãàðíèòóðà Òàéìñ. Óñë. ïå÷. ë. 2,8. Ó÷.-èçä. ë. 3,0. Òèðàæ 100 ýêç. (1-é çàâîä 60 ýêç.) Çàêàç . «C» 00. Èçäàòåëüñòâî Âîëãîãðàäñêîãî ãîñóäàðñòâåííîãî óíèâåðñèòåòà. 400062, Âîëãîãðàä, óë. 2-ÿ Ïðîäîëüíàÿ, 30.

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