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A Business Contract

Welcome to English as a Second Language Podcast number 288: A Business Contract.

This is English as a Second Language Podcast number 288. I’m your host, Dr. Jeff McQuillan, coming to you from the Center for Educational Development in beautiful Los Angeles, California.

Remember to visit our website at eslpod.com, and download a Learning Guide for this podcast. You can also visit our ESL Podcast Store, where you can purchase some additional specialty courses that we think you’ll be interested in.

Our episode is called “A Business Contract.” It’s a dialogue between two people – two business people – who are coming to an agreement about something. Let’s get started.

[start of story]

Violet: Thanks for agreeing to meet with me about the new contract. It’s important that both parties understand and agree to all of the terms before we can move ahead.

Karik: It’s in the best interest of both of our companies for this agreement to be signed, so I’m glad to be here. How should we proceed?

Violet: You and I have both read the contract, but I think it’s useful to go over the main articles to make sure there aren’t any clauses that are objectionable. If you’ll take a look at Article One… …….

Karik: This looks in order. The stipulations we asked for are all there. Now if we can move to Article Six, I have a question about the conditions for declaring the contract null and void.

Violet: I’m glad you brought that up. I know that this was a sticking point during the negotiations and I believe we’ve found an acceptable compromise.

Karik: I’m sure you have. Let’s take a look.

[end of story]

Our dialogue is between Violet and Karik; Violet begins by saying to Karik, “Thanks for agreeing to meet with me about the new contract.” A “contract” is an agreement between two people, usually some sort of business agreement. Violet says, “It’s important that both parties understand and agree to all of the terms before we can move ahead.” “Parties” here means the people or the groups who are involved in the contract – who are involved in the agreement. In this example, there are two parties – two groups or two businesses that are part of this agreement.

Violet says, “It’s important to understand all of the terms before we can move ahead.” “Terms” refers to the specific points in the agreement – the details, what we are actually agreeing to do. The terms of an agreement would include the price, the time that the contract needs to be completed; anything involved in the contract could be part of its “terms.” There’s another expression we use in business sometimes, “terms and conditions,” sometimes abbreviated the “T’s and C’s.” The terms and the conditions, these are the “specifics,” the details of the contract that say what has to happen.

Karik says that “It’s in the best interest of both of our companies for this agreement to be signed.” When we say something is “in the best interest of,” we mean that it is to our “benefit,” it is a good thing. It is something that will be good for us: “It’s in your best interest to wear a seat belt when you are driving in a car so that you don’t get hurt in an accident. It’s in your best interest to have your eyes open when you are driving, instead of closed.” At least, I hope you do that; it’s in your best interest!

Karik says it’s in our best interest, or “in the best interest of both of our companies for this agreement” – this contract – “to be signed.” “To be signed” means that you put your “signature” – your name – on the piece of paper. Basically, it means that we have “agreed” to it, we have said, “okay,” we have signed the contract.

Karik says, “How should we proceed?” “To proceed” (proceed) means to go forward – to move ahead. He’s asking what is the next step, what should we do now: “How should we proceed?” There’s also an expression “proceed with caution,” meaning go very carefully – be careful, there might be some problems. Don’t confuse “proceed” with “precede,” which is spelled P-R-E-C-E-D-E, which means to come before something in time: “One o’clock precedes two o’clock.” Violet says, “You and I have both read the contract, but I think it’s useful to go over the main articles.” The “articles” of a contract are the major sections; the contract may be divided into six or seven parts, and we called those parts “articles.” Or, at least, we can call them “articles”; there are actually a couple of different definitions of the word “article.” Take a look at our Learning Guide for more information about those additional definitions.

Violet says we want “to go over” – to review, to talk about – “the main” – or most important – “articles to make sure that there aren’t any clauses that are objectionable.” An “article” is a part of a contract; a “clause” is a part of an article – a sentence or a part of a sentence. Violet is concerned about any clauses that are objectionable. When we say something is “objectionable,” we mean that we have an objection to it. An “objection” is a disagreement, something that you don’t like about someone or something. “Objectionable” would be a way of describing things that you don’t like about the contract, or a particular article in the contract, or a specific clause in one of the articles. Violet then begins to review each of the sections – the articles of the contract.

We then skip ahead – we jump ahead – to the end of the conversation. Karik says, “This looks in order.” When we say something is or looks “in order,” we mean that it seems to be correct; everything is in its correct place, it is acceptable. “The stipulations we asked for are all there,” Karik says. “Stipulations” (stipulations) are “demands,” or things that you are asking for in a contract or in an agreement. The verb is “to stipulate,” which means to say, “I want this and this and this.” It’s a term we usually use when we are talking about a formal contract or a legal agreement: “stipulations.” “Now,” Karik says, “if we can move to Article Six, I have a question about the conditions for declaring the contract null and void.” The verb “to declare” means to announce, or to decide in this case. The contract has an article – a clause – about “declaring the contract null and void.” The expression “null (null) and void (void)” here means “cancelled,” when the contract is ended before the time you expected. A contract is “null and void” if there is something wrong with it, if there’s something “illegal” – against the law – about it. Or, if one of the parties in the contract doesn’t do what they said they would do, one possibility is to have the contract “declared null and void.” Violet says, “I’m glad you brought that up,” meaning “I’m glad you mentioned that – I’m glad you said something about that.” “To bring something up” means to ask someone or to talk about something that has not been talked about before with someone or in a group.

Violet says, “I know that this was a sticking point during the negotiations and I believe we’ve found an acceptable compromise.” A “sticking point” is a difficult item, or a difficult detail in a contract or an agreement, that might cause one of the parties to say, “No, I don’t want this contract – I don’t want to sign this contract.” A “sticking point” is when you have difficulties. “Negotiations” are conversations between two parties – two people – two businesses about a specific contract or agreement. A “compromise” is when you each agree to something less than what you wanted. It’s when both parties say, “Okay, I can’t have 100% of what I want, so I’ll only ask for 50%,” and the other person only asks for 50% of what he wanted; that’s a compromise. Some people say, “Marriage is a compromise.” That’s not actually true; marriage is doing what your wife wants you to do. If you don’t understand that, you need to go back and study the book of marriage again!

Now let’s listen to the dialogue, this time at a normal speed.

[start of story]

Violet: Thanks for agreeing to meet with me about the new contract. It’s important that both parties understand and agree to all of the terms before we can move ahead.

Karik: It’s in the best interest of both of our companies for this agreement to be signed, so I’m glad to be here. How should we proceed?

Violet: You and I have both read the contract, but I think it’s useful to go over the main articles to make sure there aren’t any clauses that are objectionable. If you’ll take a look at Article One… …….

Karik: This looks in order. The stipulations we asked for are all there. Now if we can move to Article Six, I have a question about the conditions for declaring the contract null and void.

Violet: I’m glad you brought that up. I know that this was a sticking point during the negotiations and I believe we’ve found an acceptable compromise.

Karik: I’m sure you have. Let’s take a look.

[end of story]

The script for this episode was written by Dr. Lucy Tse. Thank you Lucy.

From Los Angeles, California, I’m Jeff McQuillan. Thank you for listening. Come back and listen to us next time on ESL Podcast.

English as a Second Language Podcast is written and produced by Dr. Lucy Tse, hosted by Dr. Jeff McQuillan. This podcast is copyright 2007.