Sample contract for the purchase of goods. Agreement for the wholesale supply of goods - sample (standard form)

Agreement No. _____ for the purchase of goods (supply agreement) by certain types of legal entities

_______________ "__"___________ ____ city _______________________________________________, hereinafter referred to as (name of organization or full name) "Supplier", represented by __________________________________________, acting___ (position, full name) on the basis of ____________________ (or : in its own interest), on the one hand, (charter, power of attorney) and ____________________________________, hereinafter referred to as "Customer", (name of organization) represented by _______________________________________________________, acting__ (position, full name) on the basis of _____________________, Regulations on procurement from "__"___________ (charter, regulations) ___, N ___, protocol of the competition (auction) commission from "__"___________ ___, N __, on the other hand, concluded genuine contract about the following: 1. SUBJECT OF THE AGREEMENT 1.1. The Supplier transfers ownership, and the Customer accepts and pays _________________________________________________________________________ _________________________________________________________________________, (name, type, size, quantity, specifications, safety, functional characteristics, consumer properties goods, their packaging) hereinafter referred to as “Goods”, in assortment and quality on the terms in accordance with the specification attached to this Agreement (Appendix No. 1) and being its integral part.

1.2. The goods belong to the Supplier by right of ownership, are not pledged, not seized, and are not the subject of claims by third parties.

1.3. The quality of the Product must comply with ____________________ (GOST, TU, standard, etc.).

1.4. The Supplier is obliged to familiarize the Customer, who independently transports the purchased Goods, with the safety rules during its transportation.

1.5. Terms (periods) of transfer (batch) of the Goods: _________________________.

1.6. The warranty period for the Product is ______________________________.

1.7. The goods are purchased by the Customer for business activities.

1.8. The supplier guarantees:

Compliance proper conditions storage of the Goods until they are transferred to the Customer;

Compliance with the requirements of regulatory legal acts in relation to the Goods imported into the territory Russian Federation;

Proper execution production control for quality and safety, compliance with regulatory and technical documents to the conditions of manufacture and circulation of the Goods.

1.9. Simultaneously with the sale of the Goods, the Supplier provides the Customer with the following services:

1.9.1. Consulting on issues of transportation, storage, unpacking of the Goods.

1.9.2. Unloading the Goods.

1.10. The Supplier guarantees that at the time of conclusion of the Agreement it is not included in the register of unscrupulous suppliers.

2. PRICE AND PAYMENT

2.1. The price of the Goods under this Agreement is _____ (__________) rubles, including VAT _____ (__________) rubles.

2.2. The indicated price includes: _____________________________________ ________________________________________________________________________________. (insurance, customs duties, loading, delivery, unloading, etc.) 2.3. Cost taking into account the quantity of Goods: _____ (__________) rubles. 2.4. total cost Goods and services provided to the Customer: ____________ (_______________) rubles. 2.5. Procedure and terms of payment for the Goods: ___________________________________ __________________________________________________________________________. (in accordance with the procurement regulations and procurement announcement)

3. RESPONSIBILITY OF THE PARTIES

3.1. In case of delay in payments by more than _____ days, the Customer shall pay a penalty in the amount of _____% of the cost of the Goods for each day of delay.

3.2. If the Supplier evades actual transfer For the goods, within the period established by this Agreement, he pays the Customer a penalty in the amount of _____% of the cost of the Goods for each day of delay.

3.3. If the Supplier violates the terms of the quantity and assortment of the Goods, the Supplier must, within _____ (__________) days from the date of violation of the terms, transfer required amount Product.

3.4. For non-compliance or not proper execution obligations under this Agreement, its modification or termination in unilaterally the guilty party, in addition to payment stipulated fines, compensates the other party for the damage caused in full size, including lost profits. The one-time offset penalty is deducted from the amount to be reimbursed.

3.5. In cases not provided for in this Agreement, the liability of the parties is determined accordingly in accordance with current legislation.

3.6. Ownership of the Goods passes to the Customer from the moment of _________________________ (in case of transportation of the Goods by rail- from the moment the Supplier receives the consignment note; when sending by mixed message - when handing over the Goods to the first mode of transport and receiving the first transport document).

The risk of accidental death is borne by the owner in accordance with the current civil law Russian Federation.

4. DURATION OF THE AGREEMENT

4.1. The contract is considered fulfilled after the actual delivery of the Goods to the Customer.

4.2. The transfer is made within _____ days after signing the Agreement, but certainly after payment for the property by the Customer.

5. FORCE MAJEURE

5.1. Neither party is liable to the other party for failure to fulfill obligations due to circumstances arising beyond the will and desire of the parties that cannot be foreseen or avoided, including declared or actual war, civil unrest, epidemics, blockades, embargoes, earthquakes, floods, fires and other natural disasters.

5.2. A party that cannot fulfill its obligation must notify the other party of the obstacle and its impact on the fulfillment of obligations under the Agreement within a reasonable time from the moment these circumstances arise.

5.3. Further fate of this Agreement in such cases must be determined by agreement of the parties. If agreement is not reached, the parties have the right to go to court to resolve this issue.

6. DISPUTE RESOLUTION PROCEDURE

6.1. All disputes or disagreements arising between the parties under this Agreement or in connection with it shall be resolved through negotiations between the parties.

6.2. If it is impossible to resolve disagreements through negotiations, they are subject to consideration in the court of ____________________ on the territory of the Russian Federation on the basis of the law of the Russian Federation and in the manner established by law Russian Federation.

6.3. The applicable law of the parties is the legislation of the Russian Federation (Russia).

6.4. For issues not regulated by the Agreement, paragraph 3 of Chapter 30 shall apply. Civil Code Russian Federation, the federal law dated July 18, 2011 N 223-FZ “On procurement of goods, works, services certain types legal entities", Procurement Regulations dated "__"___________ ____ N _____, approved by _________________________, laws and other legal acts Russian Federation. If the terms of the Agreement conflict with the provisions of laws and other legal acts, the law or other legal act shall be applied.

7. PRIVACY

7.1. The terms of this Agreement and agreements (protocols, etc.) thereto are confidential and are not subject to disclosure.

7.2. All parties accept necessary measures to ensure that their employees, agents, successors, without the prior consent of the other party, do not inform third parties about the details of this Agreement and the Appendix to it.

8. PROCEDURE FOR CHANGING AND ADDING TO THE AGREEMENT

8.1. Any changes and additions to this Agreement are valid only if they are drawn up in in writing and signed by both parties.

8.2. All notices and communications must be sent to writing. Messages will be considered sent properly if they are sent by registered mail, by telegraph, teletype, telex, telefax or delivered personally to the legal (postal) addresses of the parties with receipt against receipt by the relevant officials.

9. OTHER TERMS

9.1. This Agreement is drawn up in two copies (one for each party) and comes into force from the moment of its signing.

9.2. In all other respects not provided for in this Agreement, the parties will be guided by current legislation Russian Federation.

10. APPLICATION

10.1. Specification (Appendix No. 1).

11. DETAILS, SIGNATURES OF THE PARTIES

Supplier Customer _____________________________________ _____________________________________ _____________________________________ ____________________________________ ____________________________________ ____________________________________ address Email ____________ email address ____________ _____________________________________ ____________________________________ (position, signature) (position, signature) M.P. M.P.

Related documents

Agreement No. _____ for the purchase of goods (supply agreement) by certain types of legal entities

_______________ "__"___________ ____ city _______________________________________________, hereinafter referred to as (name of organization or full name) "Supplier", represented by __________________________________________, acting___ (position, full name) on the basis of ____________________ (or : in its own interest), on the one hand, (charter, power of attorney) and ____________________________________, hereinafter referred to as "Customer", (name of organization) represented by _______________________________________________________, acting__ (position, full name) on the basis of _____________________, Regulations on procurement from "__"___________ (charter, regulations) ___, N ___, protocol of the competition (auction) commission from "__"___________ ___, N __, on the other hand, have concluded this Agreement on the following: 1. SUBJECT OF THE AGREEMENT 1.1. The Supplier transfers ownership, and the Customer accepts and pays for _______________________________________________________________ _________________________________________________________________________, (name, type, size, quantity, technical characteristics, safety, functional characteristics, consumer properties of the product, its packaging) hereinafter referred to as the “Product”, in assortment and quality on the terms in accordance with the specification attached to this Agreement (Appendix No. 1) and being an integral part thereof.

1.2. The goods belong to the Supplier by right of ownership, are not pledged, not seized, and are not the subject of claims by third parties.

1.3. The quality of the Product must comply with ____________________ (GOST, TU, standard, etc.).

1.4. The Supplier is obliged to familiarize the Customer, who independently transports the purchased Goods, with the safety rules during its transportation.

1.5. Terms (periods) of transfer (batch) of the Goods: _________________________.

1.6. The warranty period for the Product is ______________________________.

1.7. The goods are purchased by the Customer for business activities.

1.8. The supplier guarantees:

Compliance with proper storage conditions for the Goods before their transfer to the Customer;

Compliance with the requirements of regulatory legal acts in relation to the Goods, the import of which is carried out into the territory of the Russian Federation;

Proper implementation of production control over quality and safety, compliance with the requirements of regulatory and technical documents for the conditions of production and circulation of the Goods.

1.9. Simultaneously with the sale of the Goods, the Supplier provides the Customer with the following services:

1.9.1. Consulting on issues of transportation, storage, unpacking of the Goods.

1.9.2. Unloading the Goods.

1.10. The Supplier guarantees that at the time of conclusion of the Agreement it is not included in the register of unscrupulous suppliers.

2. PRICE AND PAYMENT

2.1. The price of the Goods under this Agreement is _____ (__________) rubles, including VAT _____ (__________) rubles.

2.2. The indicated price includes: _____________________________________ ________________________________________________________________________________.

3. RESPONSIBILITY OF THE PARTIES

3.1. In case of delay in payments by more than _____ days, the Customer shall pay a penalty in the amount of _____% of the cost of the Goods for each day of delay.

3.2. If the Supplier evades the actual delivery of the Goods within the time period established by this Agreement, he shall pay the Customer a penalty in the amount of _____% of the cost of the Goods for each day of delay.

3.3. If the Supplier violates the conditions regarding the quantity and assortment of the Goods, the Supplier is obliged to transfer the required quantity of the Goods within _____ (__________) days from the moment of violation of the conditions.

3.4. For non-fulfillment or improper fulfillment of obligations under this Agreement, its modification or unilateral termination, the guilty party, in addition to paying the prescribed fines, compensates the other party for the damage caused in full, including lost profits. The one-time offset penalty is deducted from the amount to be reimbursed.

3.5. In cases not provided for in this Agreement, the liability of the parties is determined accordingly in accordance with current legislation.

3.6. Ownership of the Goods passes to the Customer from the moment of _________________________ (in the case of transportation of the Goods by rail - from the moment the Supplier receives the bill of lading; when sent by mixed transport - when the Goods are handed over to the first mode of transport and receipt of the first transport document).

The risk of accidental death is borne by the owner in accordance with the current civil legislation of the Russian Federation.

4. DURATION OF THE AGREEMENT

4.1. The contract is considered fulfilled after the actual delivery of the Goods to the Customer.

4.2. The transfer is made within _____ days after signing the Agreement, but certainly after payment for the property by the Customer.

5. FORCE MAJEURE

5.1. Neither party is liable to the other party for failure to fulfill obligations due to circumstances arising beyond the will and desire of the parties that cannot be foreseen or avoided, including declared or actual war, civil unrest, epidemics, blockades, embargoes, earthquakes, floods, fires and other natural disasters.

5.2. A party that cannot fulfill its obligation must notify the other party of the obstacle and its impact on the fulfillment of obligations under the Agreement within a reasonable time from the moment these circumstances arise.

5.3. The further fate of this Agreement in such cases must be determined by agreement of the parties. If agreement is not reached, the parties have the right to go to court to resolve this issue.

6. DISPUTE RESOLUTION PROCEDURE

6.1. All disputes or disagreements arising between the parties under this Agreement or in connection with it shall be resolved through negotiations between the parties.

6.2. If it is impossible to resolve disagreements through negotiations, they are subject to consideration in the court of ____________________ on the territory of the Russian Federation on the basis of the law of the Russian Federation and in the manner established by the legislation of the Russian Federation.

6.3. The applicable law of the parties is the legislation of the Russian Federation (Russia).

6.4. On issues not regulated by the Agreement, paragraph 3 of Chapter 30 of the Civil Code of the Russian Federation, Federal Law dated July 18, 2011 N 223-FZ “On the procurement of goods, works, services by certain types of legal entities”, Procurement Regulations dated “__”___________ are subject to application. ____ city N _____, approved by _________________________, laws and other legal acts of the Russian Federation. If the terms of the Agreement conflict with the provisions of laws and other legal acts, the law or other legal act shall be applied.

7. PRIVACY

7.1. The terms of this Agreement and agreements (protocols, etc.) thereto are confidential and are not subject to disclosure.

7.2. The parties take all necessary measures to ensure that their employees, agents, successors, without the prior consent of the other party, do not inform third parties about the details of this Agreement and its Appendix.

8. PROCEDURE FOR CHANGING AND ADDING TO THE AGREEMENT

8.1. Any changes and additions to this Agreement are valid only if they are in writing and signed by both parties.

8.2. All notices and communications must be given in writing. Messages will be considered properly sent if they are sent by registered mail, by telegraph, teletype, telex, telefax or delivered personally to the legal (postal) addresses of the parties with receipt against receipt by the relevant officials.

9. OTHER TERMS

9.1. This Agreement is drawn up in two copies (one for each party) and comes into force from the moment of its signing.

9.2. In all other respects not provided for in this Agreement, the parties will be guided by the current legislation of the Russian Federation.

10. APPLICATION

10.1. Specification (Appendix No. 1).

11. DETAILS, SIGNATURES OF THE PARTIES

Supplier Customer _____________________________________ _____________________________________ ____________________________________ ____________________________________ ____________________________________ ____________________________________ email address ____________ email address ____________ ____________________________________ _____________________________________ (position, signature) (position, signature) M.P. M.P.

The document form “Commission agreement for the purchase of goods” belongs to the heading “Agency agreement, commission agreement”. Save the link to the document in in social networks or download it to your computer.

AGREEMENT
commissions for the purchase of goods

__________________ "___"___________________ ____ g.

(name of company)
we refer to___ hereinafter as the “Committent”, represented by __________________________________________________________
___________________________________________________________________________________________,


(charter, regulations, power of attorney)
on the one hand, and ________________________________________________________________________________,
(name of company)
we refer to___ hereinafter as the “Commission Agent”, represented by_________________________________________________________
___________________________________________________________________________________________,
(surname, initials, position)
acting___ on the basis of __________________________________________________________________,
(power of attorney)
have entered into this Agreement as follows:

1. THE SUBJECT OF THE AGREEMENT

1.1. Under this Agreement, the Commission Agent assumes the obligation to purchase goods for the Principal on his own behalf, but at the expense of the Principal. In turn, the Principal undertakes to pay the Commission Agent remuneration for the service provided.
1.2. For each batch of goods, the Parties draw up additional agreements, protocols, etc., which are an integral part of this Agreement.

2. RIGHTS AND OBLIGATIONS OF THE PARTIES

2.1. The commission agent is obliged:
— conclude, on behalf of the Principal, contracts with organizations for the purchase of goods;
— transfer purchased goods to the Principal;
— fulfill all obligations and exercise all rights under transactions concluded with third parties under this Agreement;
— notify the Principal of a violation by a third party of the terms of the transaction concluded with him by the Commissioner under this Agreement and the additional agreement thereto;
- be liable to the Principal for loss, shortage or damage to the Principal's goods received under contracts if the loss, shortage or damage occurred through his fault;
— take measures to protect the goods received by the Commissioner;
— provide the Principal with a report on the work performed, as well as transfer all goods received for the Principal;
— notify the Principal of refusal to fulfill the order.
2.2. The commission agent has the right to withhold amounts due to him under the commission agreement from all amounts received by him at the expense of the Principal.
2.3. The commission agent has the right to retain things in his possession that are subject to transfer to the Principal or a person specified by the Principal to secure his claims under the commission agreement.
2.4. The principal is obliged:
- give the Commissioner written instructions indicating the name of the goods, quantity, assortment, and the Principal has the right, at his own discretion, to indicate a specific seller with whom the Commissioner must conclude a contract for the sale of goods;
— accept from the Commissioner everything fulfilled under this Agreement and additional agreements (protocols, etc.) to it;
- inspect the goods transferred for him by the Commission Agent and notify the latter without delay within 3 days of any defects discovered in this product;
— pay the Commissioner remuneration for services rendered in the amounts specified in additional agreements. The specified remuneration is paid after receiving information from the Principal that the order has been completed and the Commission Agent is ready to transfer everything received under the transaction;
— reimburse the Commissioner for the amounts spent by him on the execution of the order;
— to pay the Commission Agent a remuneration for transactions made by him, in case of cancellation of the order, to reimburse the Commissioner for the expenses incurred by him before the cancellation of the order.
2.5. In the event of liquidation or reorganization of the Principal, his order remains valid for the Commissioner until the proper written instructions from legal successors or representatives of the Principal.
2.6. If the Commissioner has completed a purchase and sale transaction on terms more favorable than those specified in the order by the Principal, the additional benefit remains with the Commissioner. Receipt by the Commission Agent of additional benefits under the transaction does not affect the payment commission and for reimbursement of expenses incurred by the Commissioner for the execution of orders under this Agreement.
2.7. If the Commission Agent refuses to execute an accepted order due to a violation of the Commission Agreement by the Principal, he has the right to receive compensation expenses incurred, as well as commission.
2.8. The Principal's creditors, who enjoy priority over the mortgagees in terms of the order of satisfaction of their claims, are not deprived of the right to satisfy these claims from the amounts withheld by the Commissioner.

3. CALCULATIONS AND LIABILITY UNDER THE AGREEMENT
3.1. All mutual settlements under this Agreement are made in accordance with additional agreements (protocols, etc.) to the latter.
3.2. In case of failure or improper execution one of the Parties to its obligations under this Agreement is obliged to compensate the other Party for losses caused by such failure to fulfill.
3.3. Failure of one of the Parties to fulfill the terms of this Agreement, leading to material losses of the other Party entails the application of penalties to the guilty Party in the amount of damage caused and can serve as a basis early termination Agreement on the initiative of a bona fide Party.

4. FORCE MAJEURE
4.1. The parties are released from liability for partial or complete failure to fulfill obligations under this Agreement if this failure was a consequence of circumstances force majeure arising after the conclusion of this Agreement as a result of circumstances emergency which the Parties could not foresee or prevent.
4.2. If the circumstances specified in clause 4.1 occur, each Party must immediately, within no more than 10 days, notify the other Party about them in writing. The notice must contain information about the nature of the circumstances, as well as official documents, certifying the existence of these circumstances and, if possible, assessing their impact on the Party’s ability to fulfill its obligations under this Agreement.
4.3. If a Party does not send or untimely sends the notice provided for in clause 4.2, then it is obliged to compensate the other Party for the losses it has incurred.
4.4. In cases of the occurrence of the circumstances provided for in clause 4.1, the period for the Party to fulfill its obligations under this Agreement is postponed in proportion to the time during which these circumstances and their consequences apply.
4.5. If the circumstances listed in clause 4.1 and their consequences continue to apply for more than two months, the Parties shall conduct additional negotiations to identify acceptable alternative ways execution of this Agreement.

5. PRIVACY

5.1. The terms of this Agreement and agreements (protocols, etc.) thereto are confidential and are not subject to disclosure.
5.2. The Parties take all necessary measures to ensure that their employees, agents, successors, without the prior consent of the other Party, do not inform third parties about the details of this agreement and applications to it.

6. DISPUTE RESOLUTION

6.1. All disputes and disagreements that may arise between the Parties will be resolved through negotiations.
6.2. If controversial issues are not resolved during negotiations, disputes are resolved in judicial procedure established by the current legislation of the Russian Federation.

7. TERMINATION OF THE AGREEMENT

7.1. This Agreement is terminated:
— if the Principal refuses to fulfill the Agreement;
— by agreement of the Parties;
- at the initiative of the Commissioner in the event that it becomes clear that it is impossible to fulfill the order or that the Principal has violated the terms of this Agreement and the additional agreement thereto;
- on other grounds provided for by current legislation.

8. FINAL PROVISIONS

8.1. Any changes and additions to this Agreement are valid provided that they are made in writing and signed by duly authorized representatives of the Parties.
8.2. All notices and communications must be given in writing. Messages will be considered duly executed if they are sent by registered mail, by telegraph, teletype, telex, telefax or delivered personally to the legal (postal) addresses of the Parties with receipt against receipt by the relevant officials.
8.3. The validity period of this Agreement is from the moment it is signed by the Parties. The Agreement is considered extended for another ________________ if none of the Parties _________ days before the expiration date of the Agreement declares in writing its intention to terminate this Agreement.
8.4. This Agreement comes into force from the moment it is signed by the Parties.
8.5. This Agreement is drawn up in two copies, each having the same legal force, one copy for each of the Parties.

9. MAILING ADDRESSES AND Bank details sides:

Principal ___________________________________
Commission agent ________________________________

10. Signatures of the parties

___________________________________________________ __________________
(surname, initials) (signature)

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Document information:

Attached file:

AGREEMENT No.__________

1. Subject of the Agreement

Society with limited liability « Trade company UniApex”, hereinafter referred to as the “Supplier”, represented by the Director _____________________________________________________, acting on the basis of the Charter, on the one hand, and _____________________________________________________________________________, hereinafter referred to as the “Customer”, represented by ___________________________________________________________________, acting on the basis of ___________________________________________________, have entered into this Agreement as follows:

1.1. The Supplier undertakes to supply, and the Buyer to accept and pay for, in the manner and on the terms specified in this Agreement, the products specified in the detailed nomenclature (assortment), hereinafter referred to as the “Products”.

1.2. Delivery of the Goods is carried out on the basis of the Buyer’s order and according to the Supplier’s invoices. The order must contain the name, quantity and assortment of the Goods required by the Buyer for delivery, as well as a shipping order indicating the place of transfer of the Goods, the Recipient and others, necessary information to organize delivery and delivery of the Goods.

1.3. Product Price and total amount deliveries are determined for each delivery and

are indicated in the Specifications, which are an integral part of this Agreement.

1.4. During the term of this Agreement, the Products may be supplied in separate batches. By a separate batch of Goods, the Parties understand the name and quantity of the Goods supplied under one delivery note. The specification for the first delivery of the Goods is agreed upon by the Parties on the day of signing this Agreement.

2. Delivery procedure and conditions

2.1. Delivery times are agreed upon by the Parties in the Specifications to this Agreement.

2.2. Delivery is carried out either by the Supplier’s transport, or by self-pickup by the Buyer’s (Consignee’s) transport. The delivery method is agreed upon by the Parties in the Specification.

2.3. The Supplier sends a notification to the Buyer that the Goods are ready for shipment two business days before the expected delivery of the Goods. In the notification, the Supplier indicates the Shipper.

2.4. The Supplier begins shipment to the Buyer only after receipt to his bank account. Money from the Buyer, in full amount indicated on the invoice for payment.

By agreement of the Parties, shipment may be made before payment by the Buyer full cost Product. A clause regarding such an agreement between the Parties must be contained in the Specifications.

2.5. The Supplier, after delivering the Goods to the place of acceptance specified by the Buyer, is obliged to immediately notify the latter of delivery.

2.6. The date of delivery of the Goods is the date of delivery of the Goods to the place of receipt, specified by the Buyer in the Order (clause 1.2.).

2.7. Ownership of the Goods passes from the Supplier to the Buyer from the date of delivery of the Goods, subject to full payment. The risk of accidental loss or damage to the Goods lies with the Party that actually has the Goods.

2.8. The Supplier's obligation to transfer (hand over) the Goods is considered fulfilled from the date of transfer of the Goods to the Buyer and the signing of the consignment note by authorized representatives of the Parties, and if the Buyer (Consignee) has not fulfilled its obligation to accept the Goods within the period specified in clause 6.2.2., then the Supplier's obligation is considered fulfilled from the date of delivery of the Goods to the place specified by the Buyer or from the date of readiness of the Goods for shipment.

2.9. Products are delivered within the time limits specified in the Specifications. The supplier accepts orders for urgent production and delivery of the Goods, if there are appropriate production capabilities for this, of which the Buyer is notified.

3. Price of the Product and procedure for financial settlements

3.1. The price of the Goods does not include other costs of the Supplier for the delivery of the Goods, which the Buyer pays additionally based on the Supplier’s invoice at the prices agreed upon by the Parties in the Specifications.

3.2. By agreement of the Parties, other methods of payment for the supplied Goods are possible.

4. Product quality

4.1. The quality of each batch of Goods supplied under this Agreement must fully comply with the requirements specified in the certificates of conformity and passports, transferred to the Buyer simultaneously with the Goods.

5. Reception of the Goods

5.1. Acceptance of the supplied Goods in terms of quantity and quality is carried out on the basis of the data specified in the invoices and quality certificates on the day of delivery (shipment) of the Goods.

5.2. Procedure for returning and replacing Products poor quality determined by additional agreement of the Parties.

6. Rights and obligations of the Parties

6.1. The buyer has the right:

6.1.1. Require the Supplier to supply the Goods in the quantity and assortment specified by the Parties in the Specifications, in accordance with the terms of this Agreement.

6.2. The buyer is obliged:

6.2.1. Pay for the Goods and their delivery in the manner, on the terms and within the time limits specified in this Agreement and the Specifications.

6.2.2. Accept the Goods transferred to him or organize its acceptance by the Consignee on the day of delivery specified in clause 2.7. actual agreement.

6.2.3. Pay the cost safekeeping of the Goods, if the Goods were not accepted by the Buyer (Consignee) on the day of delivery of the Goods.

6.2.4. On the day of receipt of the Goods, make sure that the quantity and quality of the Goods correspond. If any defects in the Goods are detected in terms of quantity and/or quality, draw up a report signed by representatives of the Parties.

6.3. The Supplier has the right:

6.3.1. Require the Buyer to pay for the delivered Goods in accordance with the terms of this Agreement and the Specifications.

6.3.2. By agreement with the Buyer, deliver the Goods ahead of schedule if possible.

6.4. The supplier is obliged:

6.4.1. Transfer the Goods to the Buyer free from the rights and claims of third parties.

6.4.2. Transfer the Goods in the quantity and assortment provided for in the Specifications, in full accordance with the terms of this Agreement.

6.4.3. Hand over the Goods in appropriate containers.

6.4.4. Hand over to the Buyer, along with the Goods, all necessary documentation related to it and its delivery.

6.4.5. Submit the invoice to the Buyer no later than 10 (Ten) calendar days from the delivery date.

6.4.6. IN reasonable time frame eliminate the shortcomings and inconsistencies specified in the act drawn up by the Parties in accordance with clause 6. 2. 4. of this Agreement.

7. Responsibility of the parties

7.1. If the Buyer violates the terms of payment for the Goods established by this Agreement and the Specifications (when shipping the Goods before full payment), the Buyer shall pay a penalty in the amount of 0.5 (zero point five) percent of the remaining amount of the unpaid Goods for each day of delay, but not more 30% of the cost of this Product.

7.2. In case of violation by the Supplier of the delivery deadlines or short-delivery of the Goods specified in this Agreement and the Specifications, the Supplier shall pay the Buyer a penalty in the amount of 0.5% (zero point five) percent of the cost of the not delivered on time, short-delivered Goods.

7.3. Payment of sanctions does not relieve the Party from fulfilling its obligations under this Agreement.

7.5. For untimely or dishonest fulfillment by the Parties of their obligations under this Agreement, they are liable in accordance with current legislation.

8. Duration of the Agreement

8.1. This Agreement comes into force from the date of its signing by the Parties and is valid until “____” ________________.

9. Dispute resolution procedure

9.1. All disputes and disagreements arising between the Parties in the process of execution of this Agreement, the Parties try to resolve through negotiations.

9.2. If an agreement is not reached during negotiations, the Parties allow controversial issues in a claim manner. In this case, the period for consideration of a claim filed by one of the Parties should not exceed 30 (Thirty) calendar days.

9.3. If it is impossible to resolve disputes and disagreements through negotiations and filing claims, the Parties shall refer the dispute for resolution to the Arbitration Court of Perm.

10. Force majeure

10.1. The parties are released from liability for complete or partial failure to fulfill any of their obligations due to the occurrence of force majeure circumstances, such as flood, fire, earthquake, as well as in the event of war or hostilities or prohibitions by competent authorities. government agencies or organs local government arising after the conclusion of this Agreement, if such circumstances directly affected the fulfillment by the parties of their obligations under this Agreement.

10.2. When advancing force majeure the deadline for fulfilling obligations under this Agreement for the Party experiencing the impact of such circumstances is extended for the duration of such circumstances and the elimination of their consequences.

10.3. The Party for which force majeure circumstances occurred is obliged no later than 3 (Three) calendar days from the date of occurrence of such circumstances to notify the other Party about the beginning, expected duration and termination specified circumstances. The facts contained in the notification must be confirmed by a document from the Chamber of Commerce and Industry of the Russian Federation.

10.4. If force majeure circumstances continue for more than 2 (Two) calendar months, either Party has the right to unilaterally terminate this Agreement, provided written warning about this from the other Party 10 (Ten) calendar days in advance.

11. Other conditions

11.1. The parties undertake, when executing this Agreement, not to reduce cooperation to compliance only with the requirements contained in the Agreement, to maintain business contacts and take all necessary measures to ensure the efficiency and development of economic ties.

11.2. Notifications to the Parties may be carried out by telephone, telegram, telex, by means of fax, by letter sent either by courier or by post. If a notification is sent by any of the above methods (except for a letter), it must be confirmed by a document made in writing signed by an authorized person.

11.3. After signing this Agreement, all preliminary negotiations on it, correspondence, preliminary agreements regarding supply issues lose their legal force.

11.4. The parties do not have the right to transfer rights and obligations under this agreement to third parties without written consent the other Party.

11.5. This Agreement is drawn up in two identical copies having equal legal force, one for each of the Parties.

11.6. Specifications to this Agreement are signed by authorized representatives of the Parties and must contain references to the number and date of conclusion of this Agreement and are an integral part

11.7. All changes and additions to this Agreement are made in writing, signed by authorized representatives of the Parties and are an integral part of this Agreement.

12. Details

in a person acting on the basis, hereinafter referred to as " Provider", on the one hand, and in the person acting on the basis of, hereinafter referred to as " Buyer", on the other hand, hereinafter referred to as " Parties", have entered into this agreement, hereinafter referred to as the "Agreement", as follows:

1. THE SUBJECT OF THE AGREEMENT

1.1. The Supplier undertakes to transfer to the Buyer the products, hereinafter referred to as the Goods, on the terms of delivery agreed upon by the Parties in this Agreement and in the Specifications thereto, and the Buyer undertakes to accept and pay for the Goods in the manner, forms, sizes and terms established by this Agreement and the Specifications.

1.2. Specifications must contain data on the quantity of Goods, delivery times, assortment, quality, price, delivery method, reimbursement procedure transport costs, about the amount of advance payment for the Goods, as well as details of the consignees of the Goods and other necessary information on agreement of the parties.

1.3. Each delivery of Goods is documented in a separate Specification based on applications submitted by the Buyer. The Supplier is obliged to review the application submitted by the Buyer and inform about the possibility, scope and timing of its satisfaction within working days from the date of its receipt.

1.4. The supply of Goods is carried out by the Supplier during the term of the Agreement in separate batches in accordance with the agreed Specifications, subject to the Buyer’s compliance with clause 7.5 of this Agreement.

2. QUALITY AND COMPLETENESS

2.1. The quality and completeness of the supplied Goods must meet the required technical specifications, the requirements of regulatory and technical documentation specified in the Specifications in relation to each of the Products.

2.2. A product passport and a certificate of conformity are issued by the Supplier for each delivery for each type of Product. The Supplier is obliged to provide all necessary documentation provided for by the current legislation of the Russian Federation.

2.3. The Specifications indicate GOST, TU.

2.4. The Product has a warranty period of months from the date of receipt of the Product by the Buyer (Consignee).

2.5. If the Buyer (Consignee) discovers a product malfunction during the warranty period The Buyer sends a notification to the Supplier indicating the nature of the malfunction.

2.6. The supplier, within calendar days from receipt of the notification, sends its representative to establish the causes of the malfunction and the existence of a warranty claim.

2.7. Warranty repair carried out within one month(s) from the moment the existence of a warranty case is established.

2.8. In all other respects that are not established by this Agreement, if a product malfunction is detected during the warranty period, the Parties are guided by the current legislation of the Russian Federation.

3. QUANTITY AND RANGE

3.1. The quantity and range of Goods supplied under this Agreement, as well as their units of measurement, are agreed upon by the Parties in the relevant Specification.

4. CONTAINER, PACKAGING AND MARKING

4.1. Goods that do not require packaging are shipped by the Supplier without any packaging.

4.2. If the packaging is non-returnable, its cost is included in the price of the Goods.

5. TERMS, PROCEDURE AND CONDITIONS OF DELIVERY

5.1 The delivery time for each batch (delivery period) of the Products is indicated in the Specifications in relation to each batch of the Products. With the written consent of the Buyer, it is allowed early delivery Products

5.2. The date of delivery (shipment) of the Goods is considered to be the date of affixing a stamp on railway invoices or consignment notes (seals, dates and signatures authorized representative Buyer) about receipt of the Goods to the Buyer (consignee).

5.3. Ownership of the Goods and risk accidental damage, destruction of the Goods passes from the Supplier to the Buyer from the date of delivery of the Goods to the Buyer.

5.4. The goods are deemed to have been delivered in proper time subject to the delivery deadlines specified in the Specifications, as well as when the Buyer fulfills clause 7.5 of this agreement.

5.5. Delivery of the Goods is carried out by the Supplier at the expense of the Buyer.

5.6. Delivery of the Goods is carried out according to the shipping details of the Buyer or according to the shipping details of the consignees of the Goods specified in the Specifications.

6. ACCEPTANCE OF GOODS BY QUANTITY AND QUALITY

6.1. The buyer is obliged to do everything necessary actions ensuring acceptance of the Goods delivered on the terms and in accordance with this Agreement.

6.2. If the Buyer discovers upon acceptance of the Goods damage to the container, packaging, broken sealing, or damage to the container, the Buyer’s representative is obliged to draw up a report with the participation of the Supplier’s representative.

6.3. Acceptance of the Goods must be carried out in accordance with the requirements of the current legislation of the Russian Federation.

7. PRICE OF GOODS, PRICE OF THE CONTRACT AND PAYMENT PROCEDURE

7.1. Prices for the Products are set in rubles of the Russian Federation and are determined in the Specifications, which are an integral part of this Agreement.

7.2. The total price of the Agreement consists of the sum of the total costs of the batches of Goods according to the Specifications, which are an integral part of the Agreement, and the amount of the Supplier's expenses subject to reimbursement by the Buyer.

7.3. Reimbursement of transportation costs incurred by the Supplier is carried out by the Buyer on the basis of invoices issued by the Supplier and copies of documents confirming the cost of transportation and related services of the Carrier, by transferring funds to the Supplier's bank account, unless a different procedure is additionally agreed upon by the Parties.

7.4. Payment under the Agreement is carried out by transferring funds to the Supplier’s bank account within banking days from the moment the Parties sign the relevant Specification.

7.5. By agreement of the Parties, payment for the Goods is allowed in a different manner established in the Specification and/or provided for by law RF.

7.6. If counterclaims arise, the Parties have the right to offset them.

8. RESPONSIBILITY OF THE PARTIES

8.1. If there is a delay in payment for the Goods or delivery of the Goods in accordance with the terms of this Agreement, the guilty Party shall pay penalties based on % of the cost of undelivered, unpaid products for each day of delay, but not more than % of total price Agreement. In this case, the right to receive them arises from the Party after submitting a written claim with the calculation of the amount of the penalty and recognizing them as guilty by the Party, or issuing court decision on the award of a penalty if claims were not made or the Party was not found to be at fault.

8.2. The party who has not performed or inappropriately having fulfilled its obligations under this Agreement is released from liability in the event of force majeure circumstances:

8.2.1. If it proves that proper performance was impossible due to force majeure, that is, extraordinary and unpreventable circumstances under the given conditions, for example: natural and environmental disasters, strikes, military operations, accidents in transport and production, epidemics and epizootics, quarantines, acts of authorities state power and local governments.

8.2.2. If the Party citing force majeure circumstances does not notify the other Party of the occurrence of these circumstances within one day, such Party shall be liable for violation of its obligations in accordance with this Agreement.

9. TERM OF THE AGREEMENT AND EARLY TERMINATION

9.1. This Agreement comes into force from the moment the Parties sign the first Specification and is valid until the Parties fully fulfill their obligations under the Agreement.

9.2. This Agreement may be terminated early in the following cases:

• by agreement of the Parties by signing an additional agreement to the Agreement by the Parties;
• unilateral refusal is possible at the request of one of the Parties if significant violation of this Agreement by the other Party;
• in other cases established by the current legislation of the Russian Federation or this Agreement.

Upon termination of this Agreement, the proactive Party must notify the other Party in writing of the upcoming termination no less than calendar days before the date of termination of this Agreement, unless the Buyer has not transferred the advance payment to the Supplier's bank account in accordance with clause 7.5 of this Agreement. In this case, the Supplier has the right to terminate the contract unilaterally by sending the Buyer a notice of termination of this Agreement. At unilateral termination Treaty additional agreement termination of the Agreement will not be drawn up and signed. The Agreement will be considered terminated from the moment the Buyer receives notice of termination of this Agreement.

9.3. In the event of termination of the activities of one of the Parties as a result of reorganization, its rights, obligations and responsibilities under this Agreement pass to its legal successors if the other Party agrees. If there is no such consent, this Agreement is considered terminated early by agreement of the Parties.

10. RESOLUTION OF DISPUTES BY THE PARTIES

10.1. Disputes arising between the Parties during the execution of this Agreement are considered, in accordance with the current legislation of the Russian Federation, in Arbitration Court at the location of the defendant, in compliance with the mandatory pre-trial claim procedure settlement (the period for consideration of the stated claim is calendar days).

11. FINAL PROVISIONS

11.1. All information received by the Parties under this Agreement, including information about financial situation Parties are considered confidential and are not subject to disclosure or transfer to third parties, both during the validity period of this Agreement and after its expiration for five years.

11.2. If the details change, the Parties undertake to notify each other in writing of such changes within a day. IN otherwise messages transmitted to the last known address are considered to have been properly transmitted.

11.3. In all other respects that are not provided for in this Agreement, the Parties are guided by the current legislation of the Russian Federation.

11.4. After signing this Agreement, all previous negotiations and all correspondence relating to it become invalid.

11.5. The contract and specifications thereto, documents transmitted by fax have legal force, the originals are sent by mail within calendar days from the date of transmission by fax.

11.6. All changes and additions to this Agreement must be made in writing and come into force after signing by both Parties.

INN/KPP:

Checking account:

Bank:

Correspondent account:

BIC:

Signature: