o Remittances- ticket stock or exchange orders LESS commissions

o American will pay Orient sales agency commission and an overriding commission – 3% of the tariff fares
and charges for all sales of transportation over American’s service by Orient or its sub-agents
o In case of default (remittance) American may terminate the agreement; otherwise either party may terminate
without cause by giving 30 days’ notice
 American alleged that Orient failed to promptly remit the net proceeds of sales – terminated the Agreement – filed suit
for accounting with preliminary attachment or garnishment, mandatory injunction and restraining order
 Orient denied allegations contending that after the application to the commission due it , plaintiff in fact still owed
Orient a balance in unpaid overriding commissions
 TC: in favor of Orient – termination was illegal and improper- ORDERED PLAINTIFF TO REINSTATE
DEFENDANT AS ITS GENERAL SALES AGENT
 CA: affirmed TC with some modifications with respect to the monetary awards
 AMERICAN claims overriding commission should be based only on ticketed sales-to be entitled to the 3% overriding
commission, the sale must be made by Orient Air and the sale must be done with the use of American’s ticket stocks
 ORIENT: contractual stipulation of 3% overriding commission covers the total revenue of American not merely from
the ticketed sales, invoking its designation as the EXCLUSIVE General sales agent of american

ISSUE: extent of Orient Air’s right to the 3% overriding commission

HELD: basis should be TOTAL REVENUE (in favor of Orient)

 2 commissions; a) sales agency commission; b) overriding commission of 3% of tariff fares and charges for all sales of
passenger transpo over American air services. The latter type of commissions would accrue for sales of American
made not on its ticket stock but on the ticket stock of other air carriers sold by such carriers or other authorized
ticketing facilities or travel agents. To rule otherwise would erase any distinction between the 2 types of commissions
American air was the party responsible for the preparation of