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providing National Trade Association advertising; providing
booths at industry trade shows; and promoting petitioner's ABC
label through association and advertising with Dole.
No written contract authorized petitioner to represent the
Canelos growers in negotiations with SCP or to enter into the SCP
contract. Although, in form, the SCP contract designated
petitioner and SCP as the parties to the contract, the SCP
contract stated, among other things, that both Mr. Canelos and
Constantino, individually and on behalf of the Canelos growers,
intervened in the agreement and agreed "to perform and be bound
by all obligations, undertakings and duties incurred in the above
Agreement by or as 'the Growers'."10
In 1988, by oral agreement, the Canelos group and SCP raised
petitioner's commission rate under the SCP contract according to
a formula that, in practice, gave petitioner a commission rate of
10By amendment dated as of Nov. 1, 1989, Frutave also
"[intervened]" in the SCP contract and agreed "to perform and be
bound by all obligations, undertakings and duties incurred in the
Agreement by or as 'the Growers'."
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