Agreement for the supply of goods and services. Territory of use of rights

AGREEMENT N ___ mixed type(about delivery and services) ( general shape)

the city __________ "___"________ ____ the city _____________________________________, hereinafter referred to as the "Supplier", (name or full name) represented by ______________________________________________________, acting (position, full name of the authorized representative) on the basis of ____________________________________________, on the one hand, (a document confirming authority) and _____________________________________, hereinafter referred to as the “Customer”, (name or full name) represented by ______________________________________________________, acting (position, full name of the authorized representative) on the basis of ___________________________________________ , on the other hand, (document confirming authority) have entered into this Agreement as follows:

1. THE SUBJECT OF THE AGREEMENT

1.1. The Supplier undertakes to supply and transfer to the Customer within the terms and conditions of this Agreement (hereinafter referred to as the Agreement) the following: ____________________________________ (hereinafter referred to as the Goods), provide services for __________________________, and the Customer to accept specified Product, pay for the supply and services provided under the Agreement.

1.2. The goods under this Agreement are supplied and paid for in rubles at the appropriate prices.

1.3. Payment for the delivered Goods and services provided is made on the basis of the following signed by the Parties:

Certificate of acceptance of Goods and services;

Consignment note;

Invoices (invoices).

2. PROCEDURE FOR DELIVERY OF GOODS

2.1. The delivery time for the Goods to the Customer is determined at the time the purchase order is generated, but not later than "___"________ ____.

2.2. The date of shipment of the Goods is considered to be the date indicated in the consignment note or other document issued by the carrier organization upon acceptance of the cargo for delivery.

2.4. Ownership of the Goods passes from the Supplier to the Customer at the moment of receipt of the Goods by the Customer, accompanied by the signing of shipping documents.

3. ACCEPTANCE PROCEDURE

3.1. The Supplier is obliged to transfer to the Customer the Goods of proper quality and in the quantity and assortment agreed upon by the Parties in accordance with the terms of clause 2.1 of this Agreement.

3.2. The quality of the supplied Goods must comply with the requirements of GOST and the manufacturer's specifications and the requirements specified in certificates of conformity or other documents defining the quality of the Goods.

3.3. During warranty period The Supplier is obliged, at its own expense and within the time period agreed with the Customer, to eliminate all problems and defects, with the exception of those that arose in connection with the Customer’s failure to comply with operating and storage conditions.

3.5. If a shortage of Goods is detected, additional delivery is carried out by the Supplier within the time period agreed with the Customer.

3.6. The Customer has the right to make claims to the Supplier regarding the quantity and quality of the Goods supplied, as well as the quality of services provided in following dates:

By quantity - no later than ___ days from the date of receipt of the Goods at the Customer’s warehouse;

By quality - ____________________________________.

4. PAYMENT PROCEDURE

4.1. The contract price is ________ (__________) rubles and includes the cost of the Goods, the costs of delivery and unloading, as well as installation and installation.

4.2. The customer undertakes to make payment before "___"________ ____.

4.3. Payments for the supply of Goods are made by the Customer by transfer Money to the Supplier's bank account according to the invoice.

5. RIGHTS AND OBLIGATIONS OF THE PARTIES

5.1. The supplier is obliged:

5.1.1. Transfer the Goods in quantity, assortment and quality, in accordance with the terms of this Agreement.

5.1.2. Transfer the Goods complete with documentation in accordance with regulatory documents, and in the Supplier's packaging, which ensures the safety of the Goods in terms of quantity and quality during transportation and storage.

5.1.3. Deliver the following documentation along with the Goods to the Customer:

Waybill and invoice for the delivered Goods;

Certificates of conformity for the supplied Goods, if any current legislation Russian Federation.

5.1.4. Supply Products that meet the requirements of the manufacturer’s specifications and state standards Russian Federation.

5.1.5. Guarantee proper quality of the sold product.

5.1.6. The Supplier is released from the warranty obligations specified in clause 5.1.5 of this Agreement in the following cases:

Violation by the Customer of clause 5.2.3 of this Agreement;

Detection of external and internal damage to the Product, traces of impact chemical substances or liquids, traces of smoke and/or overheating, increased contamination, etc.

5.1.7. If a discrepancy in the quality of the Product is detected, the Customer is obliged to immediately notify the Supplier of the identified defects in the Product. Calling the Supplier's representative is required.

5.1.8. Upon discovery low-quality goods a complaint report is drawn up, which is signed by representatives of the Customer and Supplier.

5.1.9. The Supplier is responsible for defects in the Goods if the Customer proves that the defects arose before the delivery of the Goods to the Customer or for reasons that arose before that moment. In this case, the Supplier undertakes to replace the Product poor quality during ___ calendar days from the date of signing the complaint act or receiving the opinion of an independent expert.

5.1.10. Replacement of low-quality Products is carried out subject to availability similar product at the Supplier's warehouse. In the absence of a similar product, the Parties, by agreement, resolve the issue of the possibility of replacing it with another Product.

5.2. The customer is obliged:

5.2.1. In the person of its authorized representative, accept the Goods from the Supplier in established by the Treaty deadlines. Acceptance by the Customer of pre-paid Goods is unconditional.

5.2.2. Pay for the delivered Goods and their delivery in accordance with the terms of clause 4.3 of this Agreement.

5.2.3. Provide correct operation Product.

6. RESPONSIBILITY OF THE PARTIES

6.1. For failure to comply or improper execution obligations under this agreement, the Parties bear responsibility in accordance with the current legislation of the Russian Federation.

7. ADDITIONAL CONDITIONS

7.1. In case of change by any Party legal address, names, bank details and other things, she is obliged within _____________ banking days notify the other Party about this. The notice makes reference to the fact that it is integral part actual agreement.

7.2. The parties agree that copies of documents received by fax and/or e-mail, allowing to reliably establish that the document comes from a Party to the Agreement, and/or certified by the seal of the recipient, have legal force before signing the originals of the relevant documents.

7.3. If, after the conclusion of the Agreement, changes occur in the current legislation, which will entail a change in the amount of funds payable to the relevant budget or off-budget fund upon alienation consumables(change in bank rate, establishment, abolition of taxes, excise taxes, duties, other mandatory payments etc.), the parties must agree on payment additional expenses related to the execution of the Agreement, the timing of its execution, the amount of the invoice under the Agreement.

8. FORCE MAJEURE CIRCUMSTANCES

8.1. The parties are released from liability for partial or complete failure to fulfill their obligations under this Agreement if their fulfillment is prevented by an extraordinary and unpreventable circumstance under the given conditions (force majeure), for example, fire, flood, snow drifts, earthquake, military action, regime state of emergency, imposition of an embargo on imports and/or exports, civil unrest, epidemic, blockade, acts government agencies and actions of the authorities.

8.2. When circumstances arise force majeure preventing the fulfillment of obligations under this Agreement by one of the Parties, it is obliged to notify the other Party no later than 2 days from the occurrence of such circumstances, while the deadline for fulfilling obligations under this Agreement is postponed in proportion to the time during which such circumstances were in effect.

8.3. If force majeure circumstances persist for _____ consecutive months and show no signs of termination, the Agreement may be terminated by either Party by sending a notice to the other Party.

9. TERM OF THE AGREEMENT

9.1. Genuine contract comes into force from the moment of its signing and is valid until full execution obligations.

10. CHANGE AND TERMINATION OF THE AGREEMENT

10.1. All changes to this Agreement are made by the Parties on the basis written agreement, drawn up a separate document(protocol, additional agreement), duly signed authorized representatives Parties and sealed, taking into account the validity of the conditions set out in clause 7.2 of this Agreement.

10.2. The Agreement may be terminated by agreement of the Parties or in unilaterally, by sending a notice of termination the opposite Party no less than _____ days before the expected termination of the Agreement.

11. DISPUTE RESOLUTION PROCEDURE

11.1. All disputes and disagreements between the Parties arising during the validity of this Agreement are resolved by the Parties through negotiations.

11.2. In case of failure to resolve disputes and disagreements through negotiations, the dispute is subject to consideration in arbitration court.

12. FINAL PROVISIONS

12.1. This Agreement is drawn up in two copies having equal legal force, one copy for each Party.

12.2. This Agreement supersedes all previous agreements, written or oral, between the Customer and the Supplier.

13. DETAILS OF THE PARTIES

Customer: ______________________________________________________________

_______________________________________________________________________

Provider: ____________________________________________________________

_______________________________________________________________________

_______________________________________________________________________

SIGNATURES OF THE PARTIES:

Customer: Supplier: __________________/___________ _____________/___________ (full name) (signature) (full name) (signature) M.P.

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AGREEMENT No. NP/___-Z

supplies and services

Nizhny Novgorod "__"____________ 20__ g

hereinafter referred to as Customer, Limited Liability Company - Nizhny Novgorod", hereinafter referred to as Executor, represented by __________________________________________, acting on the basis of _________________________________________, on the other hand, collectively referred to as the “Parties”, have entered into this Agreement as follows:

1. THE SUBJECT OF THE AGREEMENT

1.1. By the certain agreement The Contractor undertakes:

Provide the Customer with a range of services for the receipt, storage and distribution of aviation fuel;

Provide the Customer with a range of services to ensure refueling aircraft(hereinafter referred to as BC) specified by the Customer airlines – residents of the Russian Federation (hereinafter referred to as Carriers) fuels and lubricants(hereinafter referred to as aviation fuels and lubricants) and anti-water crystallization liquid (hereinafter referred to as PVK liquid);

Supply to the Customer the necessary PVC fluid and aviation oils necessary to ensure refueling of the Carrier’s aircraft by refueling into the Carrier’s aircraft;

Provide a range of services to ensure the removal of aviation fuels and lubricants from aircraft systems (hereinafter referred to as drainage),

A The customer undertakes deliver aviation fuels and lubricants for storage and pay the Contractor for the services provided and the cost of PVC liquid and aviation oils in the manner and under the terms of this Agreement.

1.2. A range of services for the receipt, storage and delivery of aviation fuel are provided by the Contractor in relation to aviation fuel delivered for storage and owned by the Customer.

PVC liquid and aviation oils for refueling the Carrier’s aircraft may, at the Customer’s discretion, be delivered to them for storage (if available technological feasibility storage of aviation fuel data from the Contractor) or purchased from the Contractor.

2. OBLIGATIONS OF THE PARTIES

2.1. The parties to this Agreement undertake to mutually and unconditionally fulfill industry standards service, standards and quality indicators on safety and regularity of flights.

2.2. The Contractor undertakes in the presence of technical feasibility regarding objects fuel supply aircraft:

2.2.1. Provide a range of services for the receipt, storage and delivery of aviation fuel from the Carrier (hereinafter referred to as the storage service), including the following types services:

Reception of aviation fuel to the warehouse;

Laboratory quality control of aviation fuel;

Storage of aviation fuel, including provision of tanks for storing aviation fuel;

Preparation and delivery of aviation fuel for refueling (filtration, addition of anti-water crystallization liquid (hereinafter referred to as PVC liquid) and other operations provided for by the technology);

Provision of personnel (including aviation engineering)

Other services in accordance with the requirements of the air legislation of the Russian Federation, the fuel supply technology of the air legislation of the Russian Federation and the service technology for the storage of aviation fuel.

2.2.2. Provide a range of refueling services aviation fuel and PVK-liquid for aircraft (hereinafter referred to as the service for providing aircraft refueling), including:

Provision of personnel (including aviation engineering) and technical mobile and/or stationary facilities for refueling an aircraft with aviation fuel;

Aerodrome quality control of aviation fuel;

Other services in accordance with the requirements of the air legislation of the Russian Federation and aircraft fuel supply technology.

2.2.3. Ensure the use of high-quality aviation fuels and lubricants to provide services to ensure the refueling of the Carrier's aircraft in accordance with this Agreement. The quality of aviation fuels and lubricants must comply with the GOST (OST) standards specified in Appendix No. 1.

2.2.4. By written request The Carrier, submitted no later than one day before the expected dumping, organizes the dumping and acceptance of drained aviation fuel and lubricants from the Carrier's aircraft. Information on the quantity of aircraft fuel and lubricants actually drained is determined in the receipt order, which indicates:

Aircraft type,

Aircraft tail number,

Aircraft ownership,

Name of the merged aircraft fuel and lubricants,

Quantity of drained aircraft fuel and lubricants,

Density of aviation fuels and lubricants,

Full name of the Carrier's representative (crew member),

Aircraft fuel drain date.

The receipt order form 3A-fuel and lubricants is drawn up in two copies, each of which is certified by the signatures of representatives of the Contractor and the Carrier (crew member) who participated in the acceptance of the merged aviation fuel and lubricants. One copy of the receipt order remains with the Contractor, the second - with the Carrier, a copy of the receipt order, certified authorized person, is sent by the Contractor to the Customer.

The Contractor is obliged to send copies to the Customer (by fax or e-mail) every 5 (five) days from the date of discharge receipt orders to drain fuel.

2.3. The customer undertakes:

7.2. The Agreement is considered extended for each subsequent calendar year on the same terms, if none of the Parties, 10 (ten) days before the end of its validity period, declares in writing its termination or amendment or requires the conclusion of a new agreement.

7.3. The Agreement may be terminated unilaterally by each of the Parties in the event of non-fulfillment or improper fulfillment by the other Party of the terms of this Agreement by written notice on termination of the Agreement sent to the other Party one month in advance.

7.4. Upon termination of this Agreement or its early termination, provisions regarding mutual settlements, compensation for losses, payment of fines and penalties apply until these obligations are fully fulfilled.

8. FINAL PROVISIONS

8.1. All disputes and disagreements that arose between the Parties during the period of validity of this Agreement are resolved through negotiations. All unresolved disputes and disagreements are referred to the arbitration court at the location of the Contractor.

8.2. All changes and additions to this Agreement are valid only if they are drawn up in writing and signed by authorized representatives of both Parties.

8.3. Representation of the Parties to each other and signing of documents on behalf of the Parties to this Agreement is carried out by the heads who signed the Agreement or other persons representing the interests of the Parties on the basis written power of attorney, certified properly and presented to the other Party.

8.4. The parties undertake to immediately inform each other about changes in the service bank, current account, their name, legal and postal addresses, form of ownership, legal successor during reorganization, termination of its activities and other changes that may lead to late payments, including non-payment of debt.

8.5. The relations of the Parties not regulated by the provisions of this Agreement are governed by the norms of the current legislation of the Russian Federation.

8.6. Instructions, notices and other documents signed by the manager and chief accountant, certified by seal and transferred to the other Party via fax(by telefax) are recognized by the Parties as documents that have legal force until the Parties receive the relevant originals.

8.7. The agreement is drawn up in two copies having equal legal force.

9. ADDRESSES AND DETAILS OF THE PARTIES

Application

to Agreement No. ____________

from _____________

GOST OST - for aviation fuels and lubricants

AVIATION KEROSENE

TS-1, RT GOST with changes 1 - 5

AIRLINE OILS

MS-8P OST 38. with changes 1-10

PVC - liquid

"I-M" OST -99 with changes 1

Application

to Agreement No. ______________

from “________” _________ 200___ g

ref. №___________

Date: "__"__________ 2004

In. No.___________

In accordance with the Supply and Services Agreement No. ___, we ask you to provide refueling of aircraft of the following airlines in _______________ (month) 20__:

_______________________________________________________________________

The Customer will supply aviation fuel in the following volumes:

CUSTOMER	EXECUTOR
______________________ ________________	____________________ _______________

Sample

Application

to Agreement No.___________

from ________________

PRICE AGREEMENT PROTOCOL

Nizhny Novgorod "__" __________20___

__________________________________________________, hereinafter referred to as Customer, represented by _____________________________________________________________________, acting on the basis of _________________________________________, on the one hand, and Limited Liability Company - Nizhny Novgorod", hereinafter referred to as Executor, represented by __________________________________________, acting on the basis of _________________________________________, on the other hand, have agreed on the following:

The cost of aviation oils, PVK - liquids and services at the airport. Nizhny Novgorod from “_______” __________ 20__ is installed in the following sizes:

The cost of PVC liquid is _______ rub. per ton, in addition VAT 18% - _________ rub.

The cost of MS-8P oil is _________ rub. per ton, in addition VAT 18% - __________ rub.

The tariff for storing aviation fuel is _____________ rub. per ton of accepted aviation fuels and lubricants, in addition VAT 18% ___________________ rub.

The tariff for ensuring the refueling of an aircraft with aviation fuel and PVC liquid is __________ rubles. per ton of aviation fuel and lubricants, VAT is not assessed in accordance with paragraph 22, paragraph 2, Article 149 Tax Code RF.

The tariff for ensuring the removal of aviation fuels and lubricants is ________ rubles. per ton, VAT is not assessed in accordance with paragraph 22, paragraph 2 of Art. 149 of the Tax Code of the Russian Federation.

The cost of aviation fuel and lubricants merged with the Customer’s aircraft is ________ rubles. per ton, in addition VAT 18% - __________ rub.

Essentially mixed or combined contract- this is an agreement that contains elements of various legislative stipulated contracts. Accordingly, the subject of such a “construction” includes fragments of several independent contracts, while the “parts” merge into a single whole and are combined common goal. The rights and obligations of the parties under one agreement are associated with the exercise of the rights and obligations provided for in another agreement. At the same time, an attempt to divide the conditions listed above inevitably violates the original will of the parties (FAS resolution East Siberian District dated December 9, 2010 in case No. A19-8485/10).

The following dispute can be cited as an example. The two companies entered into an agency agreement with each other, the terms of which provided for the obligation of the agent to independently purchase the goods shipped by the principal if they were not sold by the agent. The arbitration court made a reasonable conclusion that relations had been established between the parties mixed character with elements agency agreement by type of commission and purchase and sale, as well as whether the defendant has an obligation to repurchase the goods transferred to him (resolution of the Federal Antimonopoly Service of the Moscow District dated December 10, 2009 No. KG-A40/11396-09 in case No. A40-40119/09-85-332 ).

Unusual contractual “structures”

In addition to mixed agreements, in practice one may encounter several more unusual contractual “constructions”. Firstly, a “combined” contract should be distinguished from a simple unnamed contract, i.e. one that is not directly specified in the law, but meets its requirements, and can be concluded in accordance with the principle of freedom of contract. The fact is that a mixed contract is, in fact, also unnamed. But, unlike the simple “nameless” one, it, as mentioned above, includes elements different contracts, while he is lonely and independent. And, in addition, to a simple unnamed agreement will be applied legal norms the most similar contracts of one and only one type. That is, in in this case It will not be possible to use rules under multiple agreements. This will simply be incorrect and may cause problems later.

A mixed contract should not be confused with a consolidated one. Although the latter contains signs of several agreements, its “body” contains not individual elements of various contracts, but practically entire various agreements...

A mixed contract must be distinguished from a complex contract, that is, one that combines the features of two or more varieties of the same type of contract (purchase and sale, provision of services, bank account). An example is an agreement on the manufacture and subsequent installation of equipment. Or today's popular complex banking agreement, within which credit organisation provides the client with several services at once - opening and maintaining a bank account, obtaining account information and issuing and servicing a card. Accordingly, application to complex agreement rules of mixed agreements (for example, an attempt to regulate the above agreement not only with the rules on a bank account, but also with the rules on the provision of services) will inevitably lead to errors.

One should also not confuse a mixed and multi-object contract. The latter is characterized by the fact that its subject covers the provisions of one named contract, for example, rent or supply, but there are several objects of the transaction. Here we can talk, for example, about an agreement for the lease of several land plots or a contract for the simultaneous supply of several items of goods.

And finally, one should not equate a mixed contract with a consolidated one. Although the latter contains signs of several agreements, its “body” contains not individual elements of various contracts, but practically entire different agreements. At the same time, they are combined in one document, but not “mixed” to the point of inseparability.

Major and minor

As mentioned above, when entering into a mixed contract, elements different contracts united by common legal purpose. Accordingly, the rules of law governing each agreement included in it are applied to such a “mix”. This is where complexity lies in wait for entrepreneurs and accountants working with mixed agreements. Because contracts can be combined, so to speak, in equal “proportions”, and in this case their “native” norms are equal.

And it happens that the elements of one contract only complement another, being, as it were, secondary. And in this case, the norms of the “main” agreement take precedence over the norms of the “additional” agreement.

Understand which of the obligations mixed agreement which is primary and which is secondary is important if the elements of the agreement are inherently contradictory to each other. “In this case,” comments Moscow lawyer Sergei Voronin, “ good example may serve as a mixed agreement, according to which the company undertakes to provide the employee with free use of a computer and laser printer for a period of one year, and the employee during this time had to provide technical support for the logistics software product, in this case, we have a mixed contract with elements free use and provision of services. And when the employee stopped responding to requests to fix problems in the system, and at the same time flatly refused to return the printer with the computer, the manager turned to me to “find justice for him.”

A mixed contract must be distinguished from a complex contract, that is, one that combines the features of two or more varieties of the same type of contract...

And, having understood the contract, he saw that the contract included the terms of two transactions that, in principle, could not “get along together.” After all, with gratuitous use there can be no reciprocal provision, in particular, in the form of services of the borrower! Accordingly, in this case, elements of only one obligation must “survive” - either the provision of services (which, logically, should become reimbursable), or gratuitous use. In the end, having frayed each other’s nerves and wasted time, the parties could not decide which of the legal relations were more valuable to them, and agreed to draw up two independent agreements - on provision of compensation services and free use."

In order to figure out which of the elements of a mixed agreement is “main” and which is “additional”, partners should initially clearly establish the actual will of the parties. Perhaps, sometimes the price of each of the “mixed” legal relations of the subject may act as a criterion: it would be advisable to consider the more expensive obligation as the main one.

in a person acting on the basis, hereinafter referred to as " Partner-1", on the one hand, and in the person acting on the basis of, hereinafter referred to as " Partner-2", on the other hand, hereinafter referred to as the "Parties", have entered into this agreement, hereinafter " Agreement”, about the following:

1. THE SUBJECT OF THE AGREEMENT

1.1. According to this agreement, Partner-1 undertakes to carry out for Partner-2:

• supply of goods in accordance with the name, quantity and price specified in Appendix No. 1 (specification) to this Agreement;
• transfer of non-exclusive right to use the object copyright(logo), a graphic image of which is given in Appendix No. 2 to this Agreement;
• provision of complex consulting services, and Partner-2 undertakes to pay for the goods supplied and services rendered, as well as to carry out other obligations provided for in this Agreement.

1.2. The transfer of the non-exclusive right to use the copyrighted object (Logo) under this Agreement is free of charge.

1.3. By additional agreement of the Parties, the personnel of Partner-1 provides a full range of services for opening a turnkey retail space, or participates in the opening work to the agreed extent.

2. TERRITORY OF USE OF RIGHTS

2.1. Partner-2 has the right to use the complex belonging to Partner-1 non-exclusive rights on Logo.

2.2. Partner-2's use of non-exclusive rights applies only to one retail space specified in clause 2.1 of this Agreement. To open another retail premises, an additional agreement between the Parties is required.

3. OBLIGATIONS OF THE PARTIES

3.1. Partner-1 is obliged:

• supply goods in accordance with the name, quantity and assortment specified in Appendix No. 1 (specification) to this Agreement;
• from the date Partner-2 signs the first invoice for the goods, transfer to Partner-2 the following non-exclusive rights to the copyright object (Logo), a graphic image of which is given in Appendix No. 2 to this Agreement: reproduction of the logo, that is, production of one or more copies of the logo in any material form;
• public display of the logo, that is, any demonstration of the original or copy of the logo directly or on the screen using film, slide, television frame or other technical means in a place open to free visit, or in a place where a significant number of persons outside the normal family circle are present.
• provide Partner-2 with consulting services, including: providing a consistent scheme for project implementation and determining a possible schedule of actual and legal actions;
• provision technical requirements to a commercial premises;
• transfer of comprehensive business guidance to electronic media(Business Book);
• transfer of corporate style guidelines on electronic media (Brand Book);
• development of an individual design project for a retail space;
• determining consumer demand for goods and creating an assortment of goods for Partner-2 depending on the purchasing power of the region, season and investment opportunities of Partner-2;
• providing recommendations on working with contractors and suppliers of goods and services;
• training of Partner-2 personnel on installed program, which includes:
  • recommendations for organization and opening point of sale, registration, permits, etc.;
  • recommendations on corporate identity standards, interior design and commercial equipment, principles of automation, inventory accounting;
  • recommendations on merchandising, pricing;
  • recommendations for working with buyers and inspection organizations;

3.2. Partner-2 under this Agreement undertakes:

• use the non-exclusive rights to the copyright object (logo) transferred to him only in the ways specified in clause 3.1 of this Agreement;
• accept and pay for goods supplied by Partner-1 in the manner and within the time limits specified in the specifications to this Agreement;
• purchase goods from Partner-1 specified in Appendix No. 1 to this Agreement for a total amount of at least rubles;
• pay for the consulting services provided by Partner-1 in accordance with the terms of this Agreement;
• comply with the instructions and directions of Partner-1, aimed at ensuring compliance with the nature, methods and conditions of use of the set of non-exclusive rights;
• not compete with Partner-1 in the territory covered by this agreement;
• maintain and provide upon request of Partner-1 necessary information and reporting on accounting, sales, as well as reporting on the performance of Partner-2;
• comply with the assortment and pricing policy for goods supplied by Partner-1, as well as comply with the system of promotion and management of the Logo (a set of non-exclusive rights to the logo);
• not register any business, trade name, trademark, company name or styles similar or closely resembling the Logo;
• follow all recommendations of Partner-1 for project implementation, actual and legal actions.
• independently search and select premises for a store, search and select personnel, carry out on-site organizational events for the purpose of creating a store, unless otherwise specified in this Agreement or the Appendices thereto.

4. CONTRACT PRICE AND PAYMENT PROCEDURE

4.1. The price of this Agreement is rubles, including VAT, and includes:

4.1.1. The cost of goods supplied by Partner-1 under this Agreement.

4.1.2. The cost of consulting services provided by Partner-1 in accordance with clause 3.1 of this Agreement.

4.2. Payment of the Price of this Agreement is carried out in the following order:

4.2.1. % of the cost of consulting services (which is % of the Price of this Agreement) specified in clause 3.1. of this Agreement is paid by Partner-2 no later than from the date of conclusion of this Agreement.

4.2.2. % of the cost of the goods supplied by Partner-1 (which is % of the Price of this Agreement) is transferred by Partner-2 to the bank account of Partner-1 within the date of conclusion of this Agreement.

4.2.3. No less than days before the delivery date of the goods, of which Partner-1 notifies Partner-2, Partner-2 transfers the remaining % of the cost of the goods (which is % of the Price of this Agreement) to the bank account of Partner-1.

5. DELIVERY OF GOODS AND PROVISION OF SERVICES

5.1. Delivery of goods under this Agreement is carried out in accordance with the specifications signed by the Parties.

5.2. The specifications indicate the name of the product, its quantity, range, cost, and delivery time. In this case, the delivery time is approximate and can be changed by Partner-1 unilaterally outside judicial procedure by sending written notification to Partner-2.

5.3. The first delivery under this Agreement is carried out on the basis of an order drawn up in writing by Partner-2 and transferred to Partner-1. Partner-2 has the right to indicate in the order only the goods specified in Appendix No. 1 (specifications) to this agreement. During the first order, Partner-2 cannot order goods for an amount greater than that specified in clauses 4.2.2.-4.2.3. actual agreement. The time for the first delivery of goods is determined by Partner-1 based on the actual capabilities available.

5.4. Delivery of goods is carried out by Partner-2 on its own, via self-pickup from a warehouse located at: .

5.5. The fact of delivery of goods is confirmed by invoices.

5.6. The provision of services by Partner-1 in accordance with clause 3.1 of this Agreement is carried out within days from the date of payment.

5.7. No later than days from the moment when the provision of services must be completed in accordance with clause 5.6 of this agreement, Partner-2 is obliged to sign a certificate of services rendered in two copies and send it to Partner-1. In the event that Partner-1 does not receive the act of services rendered signed by Partner-2 within days from the moment when the provision of services must be completed in accordance with clause 5.6 of this agreement, the services are considered to be provided in in full and of proper quality.

6. RESPONSIBILITY

6.1. If Partner-2 stops purchasing goods from Partner-1 in accordance with clause 3.2 of this Agreement, Partner-2 loses non-exclusive rights to the copyright object (logo) transferred to it under this Agreement from the moment Partner-1 sends the corresponding notice . If Partner-2 does not stop using the copyrighted object (logo) within days from the date Partner-1 sent a written notice, Partner-2 pays Partner-1 a fine in the amount of the Price of this Agreement and reimburses all losses incurred by Partner-1.

6.2. If Partner-2 refuses the consulting services of Partner-1, Partner-2 pays Partner-1 a fine in the amount of the cost of consulting services. The fine is withheld from funds received to the current account of Partner-1 from Partner-2 under any agreement concluded between Partner-1 and Partner-2, including under this Agreement.

6.3. If Partner-2 delays payment of the Price of this Agreement, Partner-2 shall pay Partner-1 a penalty based on % of the Price of this Agreement for each day of delay.

6.4. Payment of a penalty (fine) does not relieve Partner-2 from fulfilling its obligations under this Agreement.

6.5. In case of failure by Partner-2 monetary obligations under this Agreement, Partner-1 has the right to apply to judiciary with a requirement to compel the execution of this Agreement in full.

6.6. In case of violation by Partner-2 of any obligations assumed by Partner-2 under this agreement (including violations related to the timing of fulfillment of obligations), Partner-1 has the right, at its discretion, to prohibit Partner-2 from using non-exclusive rights to the copyrighted object (logo ). If Partner-2 does not stop using the copyrighted object (logo) within 3 days from the date Partner-1 sends the corresponding written notice, Partner-2 pays Partner-1 a fine in the amount of the Price of this Agreement and reimburses all expenses incurred by Partner-1 losses.

7. PRIVACY

7.1. All documentation received by Partner-2 under this Agreement is intellectual property Partner-1 and is not transferable to third parties. Partner-2 undertakes not to transfer or disclose to other persons without the permission of Partner-1 marketing information, company logo, design, business book and guidelines on doing business, information about the structure, organization of activities of Partner-1, about the relationship between Partner-2 and Partner-1, as well as other information considered confidential.

7.2. The requirements of clause 7.1 of this Agreement do not apply to cases of disclosure confidential information on request authorized organizations in cases provided by law. However, even in this case, the Parties are required to agree with each other on the volume and nature of the information provided.

7.3. Any damage caused to Partner-1 by Partner-2’s failure to comply with the requirements of clause 7.1 of this Agreement is subject to full refund Partner-2.

8. FINAL PROVISIONS

8.1. This agreement comes into force from the moment of its signing and is valid for.

8.2. The Agreement is drawn up in two copies, one for each Party.

8.3. In everything else not regulated in this agreement, the Parties will be guided by the norms of the current civil legislation Russia.

8.4. Partner-1 in case proper execution Partner-2 of this Agreement provides Partner-2 preferential terms when creating new retail premises in your region.

8.5. All disputes arising from this Agreement are subject to consideration in Arbitration Court cities .

9. LEGAL ADDRESSES AND BANK DETAILS OF THE PARTIES

Partner-1

Partner-2 Legal address: Postal address: INN: KPP: Bank: Cash/account: Correspondent/account: BIC:

10. SIGNATURES OF THE PARTIES

Partner-1 _________________

Partner-2 _________________

Please note that the supply agreement was drawn up and checked by lawyers and is approximate; it can be modified taking into account specific conditions transactions. The Site Administration is not responsible for the validity of this agreement

, as well as for its compliance with the requirements of the legislation of the Russian Federation.

Example #1

AGREEMENT N ___

mixed type (about delivery and about services) (general form)

g. __________ “___”________ ____ g.

We shall hereinafter be referred to as “Supplier”,

(name or full name)

on the basis of _____________________________________________________, on the one hand,

We shall hereinafter be referred to as “Supplier”,

and _____________________________________, hereinafter referred to as “Customer”,

represented by ______________________________________________________, acting

(position, full name of authorized representative)

on the basis of _________________________________________________, on the other hand,

(document confirming authority)

1. THE SUBJECT OF THE AGREEMENT

1.1. The Supplier undertakes to supply and transfer to the Customer within the terms and conditions of this Agreement (hereinafter referred to as the Agreement) the following: ____________________________________ (hereinafter referred to as the Goods), provide services under __________________________, and the Customer undertakes to accept the specified Goods, pay for the delivery and services provided under the Agreement.

1.2. The goods under this Agreement are supplied and paid for in rubles at the appropriate prices.

1.3. Payment for the delivered Goods and services provided is made on the basis of the following signed by the Parties:

— Certificate of acceptance of Goods and services;

— waybill;

— invoices (invoices).

2. PROCEDURE FOR DELIVERY OF GOODS

2.1. The delivery time for the Goods to the Customer is determined at the time the purchase order is generated, but not later than “___”________ ____.

2.2. The date of shipment of the Goods is considered to be the date indicated in the consignment note or other document issued by the carrier organization upon acceptance of the cargo for delivery.

2.4. Ownership of the Goods passes from the Supplier to the Customer at the moment of receipt of the Goods by the Customer, accompanied by the signing of shipping documents.

3. ACCEPTANCE PROCEDURE

3.1. The Supplier is obliged to transfer to the Customer the Goods of proper quality and in the quantity and assortment agreed upon by the Parties in accordance with the terms of clause 2.1 of this Agreement.

3.2. The quality of the supplied Goods must comply with the requirements of GOST and the manufacturer's specifications and the requirements specified in certificates of conformity or other documents defining the quality of the Goods.

3.3. During the warranty period, the Supplier is obliged, at its own expense and within the time period agreed with the Customer, to eliminate all problems and defects, with the exception of those that arose due to the Customer’s failure to comply with operating and storage conditions.

3.5. If a shortage of Goods is detected, additional delivery is carried out by the Supplier within the time period agreed with the Customer.

3.6. The Customer has the right to make claims to the Supplier regarding the quantity and quality of the Goods supplied, as well as the quality of services provided within the following periods:

— by quantity — no later than ___ days from the date of receipt of the Goods at the Customer’s warehouse;

- by quality - ____________________________________.

4. PAYMENT PROCEDURE

4.1. The contract price is ________ (__________) rubles and includes the cost of the Goods, the costs of delivery and unloading, as well as installation and installation.

4.2. The customer undertakes to make payment before “___”________ ____.

4.3. Payments for the supply of Goods are made by the Customer by transferring funds to the Supplier's bank account according to the issued invoice.

5. RIGHTS AND OBLIGATIONS OF THE PARTIES

5.1. The supplier is obliged:

5.1.1. Transfer the Goods in quantity, assortment and quality, in accordance with the terms of this Agreement.

5.1.2. Deliver the Goods complete with documentation in accordance with regulatory documents and in the Supplier's packaging, which ensures the safety of the Goods in terms of quantity and quality during transportation and storage.

5.1.3. Deliver the following documentation along with the Goods to the Customer:

— waybill and invoice for the delivered Goods;

— certificates of conformity for the supplied Goods, if provided for by the current legislation of the Russian Federation.

5.1.4. Supply Products that meet the requirements of the manufacturer’s specifications and state standards of the Russian Federation.

5.1.5. Guarantee the proper quality of the goods sold.

5.1.6. The Supplier is released from the warranty obligations specified in clause 5.1.5 of this Agreement in the following cases:

— violation by the Customer of clause 5.2.3 of this Agreement;

— detection of external and internal damage to the Product, traces of exposure to chemicals or liquids, traces of smoke and/or overheating, increased contamination, etc.

5.1.7. If a discrepancy in the quality of the Product is detected, the Customer is obliged to immediately notify the Supplier of the identified defects in the Product. Calling the Supplier's representative is required.

5.1.8. Upon discovery of a low-quality Product, a complaint report is drawn up, which is signed by representatives of the Customer and Supplier.

5.1.9. The Supplier is responsible for defects in the Goods if the Customer proves that the defects arose before the delivery of the Goods to the Customer or for reasons that arose before that moment. In this case, the Supplier undertakes to replace the Product of inadequate quality within ___ calendar days from the date of signing the complaint report or receiving the opinion of an independent expert.

5.1.10. Replacement of low-quality Products is carried out if a similar product is available at the Supplier's warehouse. In the absence of a similar product, the Parties, by agreement, resolve the issue of the possibility of replacing it with another Product.

5.2. The customer is obliged:

5.2.1. In the person of his authorized representative, accept the Goods from the Supplier within the time limits established by the Agreement. Acceptance by the Customer of pre-paid Goods is unconditional.

5.2.2. Pay for the delivered Goods and their delivery in accordance with the terms of clause 4.3 of this Agreement.

5.2.3. Ensure proper use of the Product.

6. RESPONSIBILITY OF THE PARTIES

6.1. For failure to fulfill or improper fulfillment of obligations under this agreement, the Parties are liable in accordance with the current legislation of the Russian Federation.

7. ADDITIONAL CONDITIONS

7.1. If any Party changes its legal address, name, bank details, etc., it is obliged to notify the other Party about this within _____________ banking days. The notice makes reference to the fact that it is an integral part of this Agreement.

7.2. The Parties agree that copies of documents received by fax and/or e-mail, allowing to reliably establish that the document comes from a Party to the Agreement, and/or certified by the seal of the recipient, have legal force until the originals of the relevant documents are signed.

7.3. If, after the conclusion of the Agreement, changes occur in the current legislation, which will entail a change in the amount of funds payable to the relevant budget or extra-budgetary fund upon alienation of consumables (change in the bank rate, establishment, abolition of taxes, excise taxes, duties, other mandatory payments etc.), the Parties must agree on the payment of additional costs associated with the execution of the Agreement, the timing of its execution, and the amount of the invoice under the Agreement.

8. FORCE MAJEURE CIRCUMSTANCES

8.1. The parties are released from liability for partial or complete failure to fulfill their obligations under this Agreement if their fulfillment is prevented by an emergency and unpreventable circumstance under the given conditions (force majeure), for example, fire, flood, snow drifts, earthquake, military actions, a state of emergency, the introduction of an embargo for import and/or export, civil unrest, epidemic, blockade, acts of government bodies and actions of authorities.

8.2. If force majeure circumstances arise that prevent the fulfillment of obligations under this Agreement by one of the Parties, it is obliged to notify the other Party no later than 2 days from the moment such circumstances arise, and the deadline for fulfilling obligations under this Agreement is postponed in proportion to the time during which such circumstances were in effect. circumstances.

8.3. If force majeure circumstances persist for _____ consecutive months and show no signs of termination, the Agreement may be terminated by either Party by sending a notice to the other Party.

9. TERM OF THE AGREEMENT

9.1. This Agreement comes into force from the moment of its signing and is valid until the obligations are fully fulfilled.

10. CHANGE AND TERMINATION OF THE AGREEMENT

10.1. All changes to this Agreement are made by the Parties on the basis of a written agreement, executed in a separate document (protocol, additional agreement), signed by duly authorized representatives of the Parties and sealed, taking into account the validity of the conditions set out in clause 7.2 of this Agreement.

10.2. The Agreement may be terminated by agreement of the Parties or unilaterally by sending a notice of termination to the opposite Party no less than _____ days before the expected termination of the Agreement.

11. DISPUTE RESOLUTION PROCEDURE

11.1. All disputes and disagreements between the Parties arising during the validity of this Agreement are resolved by the Parties through negotiations.

11.2. In case of failure to resolve disputes and disagreements through negotiations, the dispute is subject to consideration in arbitration court.

12. FINAL PROVISIONS

12.1. This Agreement is drawn up in two copies having equal legal force, one copy for each Party.

12.2. This Agreement supersedes all previous agreements, written or oral, between the Customer and the Supplier.

13. DETAILS OF THE PARTIES

Customer: ______________________________________________________________

_______________________________________________________________________

Provider: ____________________________________________________________

_______________________________________________________________________

_______________________________________________________________________

SIGNATURES OF THE PARTIES:

Customer:Supplier:

__________________/_________________________/___________

(full name) (signature) (full name) (signature)

Example No. 2

DELIVERY AGREEMENT No. ___

Moscow "___" __________ 20__

Prof-Lin LLC represented by general director Nikolai Mikhailovich Sergeev, acting on the basis of the Charter, hereinafter referred to as the Supplier, on the one hand, and Print LLC, represented by General Director Sergei Viktorovich Prokopyev, acting on the basis of the Charter, hereinafter referred to as the Buyer, on the other hand, have entered into this Agreement on the following .

1. The Subject of the Agreement

1.1. The Supplier undertakes to transfer the product – red ceramic facing brick M-200 single (hereinafter referred to as the “Products”) and related documents into the ownership of the Buyer, and the Buyer undertakes to accept this Product and pay for it under the terms of this Agreement.

1.2. Quantity, assortment, price and payment terms are agreed upon by the parties in invoices, which are an integral part of this Agreement.

1.3. Regardless of the volume of purchase, the “Buyer” receives a discount on the Product in the amount of 10% of total amount accounts.

2. Delivery times and procedure

2.1. During the term of this Agreement, the Goods are delivered to the Buyer in batches according to invoices agreed upon by the parties.

2.2. Delivery of goods is carried out by the Supplier at the request of the Buyer according to specified by the Buyer address until the end of the month in which the invoice was paid by the Buyer, in the quantity and assortment specified in the invoice.

2.3. The date of delivery of the goods is considered to be the date of transfer of the Goods to the Buyer (the date of preparation of the invoice).

2.4. Acceptance of goods from the Supplier is formalized by signing an invoice and a delivery note for the transferred Goods, which reflects the result of its acceptance by quantity, indicating the date of acceptance of the goods by the Buyer's representative. The invoice is signed in such a quantity that each of the parties involved in the transaction for the supply of goods has one the required number copies.

3. Quality, completeness, packaging and warranty for the product.

3.1. The product is supplied in the Supplier's packaging, which ensures its safety during proper storage and transportation.

3.2. The quality and completeness of the Goods must correspond to the purpose of the goods, the requirements for technical specifications The product in the country of origin, as well as the standards and technical conditions in force in the Russian Federation.

3.3. In case of delivery of goods of inadequate quality, the Supplier is obliged to replace or accept the rejected goods within the time period agreed with the Buyer on the basis of the rejection invoice.

3.4. The warranty period for the Product is 6 months from the date of delivery, unless other periods are specified in Warranty obligations supplier, transferred to the Buyer together with the Goods (in the form Warranty cards, entries in invoices, etc.)

4. Product price and payment procedure

4.1. The prices of the supplied goods, including VAT, the cost of packaging, labeling, are agreed upon by the parties in invoices issued by the Supplier. Prices for the same goods in different batches of goods may differ, which is established by the corresponding invoice.

4.2. Payment for the Goods (batch of goods) is made by the Buyer in cash, in Russian rubles, by transferring amounts to checking account The supplier is not late specified in the invoice for the supplied Goods (batch of goods).

4.3. In documents confirming payment in mandatory, indicate the date and account number.

4.4. The date of payment is the date of receipt of funds to the Supplier's bank account.

4.5. If the Buyer has sampled the Goods for an amount less than that which he previously transferred to the Supplier's bank account, the remaining amount can be used by the Buyer when purchasing the next batch of Goods.

If the Buyer has sampled the Goods for an amount exceeding the amount transferred by him to the Supplier’s bank account, then sum of money for unpaid Goods is paid by the buyer to the Supplier's bank account no later than 10 days from the date of delivery (transfer) of this Goods (batch of goods) to the Buyer.

4.6. By agreement of the parties, it is possible to supply the Goods (batch of goods) with a deferred payment. If payment is deferred, the amount of money for unpaid Goods (batch of goods), accepted by the Buyer from the Supplier, is deposited by the Buyer into the supplier’s bank account no later than 10 days from the date of delivery (transfer) of this product(batch of goods) to the Buyer.

4.7. In case of non-payment of the cost of the Goods (batch of goods) in the amount and terms indicated in the invoice for the supplied Goods (batch of goods), the application is cancelled. In this case, the Buyer, if there is a subsequent need to purchase the Goods, sends a new application to the Supplier and pays for the goods in fixed time.

4.8. In case of violation by the Supplier of the delivery time established by paragraph. 2.2 of the agreement, the Buyer has the right to suspend payment of payments in proportion to the number of days for which delivery is delayed by the Supplier. In this case, violation of the delivery deadline by the Supplier is not grounds for refusal of the contract and submission of claims for compensation of losses by the Buyer.

5. Rights and obligations of the supplier

5.1. The supplier is obliged:

5.1.1. Deliver the goods in quantity, assortment and terms established by this Agreement.

5.1.2. Simultaneously with the delivery of each batch of Goods, transfer to the Buyer all documents related to it ( technical certificate, quality certificate, operating instructions, etc.)

5.1.3. Bear the risk accidental death or accidental damage to the Product prior to its delivery to the Buyer or carrier.

5.1.4. Deliver the goods free from the rights of third parties.

5.1.5. Ensure that the Goods are packaged in containers that ensure the safety of the Goods during transportation and storage.

5.2. The Supplier has the right:

5.2.1. Refuse to execute this Agreement unilaterally in the event of repeated violation by the Buyer of the terms of payment for the Goods.

6. Rights and obligations of the buyer

6.1. The buyer is obliged:

6.1.1. Accept and pay for the delivered Goods under the terms of this Agreement.

6.2. The buyer has the right:

6.2.1. If the Supplier, who has received payment for the Goods, does not fulfill the obligation to transfer the Goods within the prescribed period, demand that the Supplier transfer the paid Goods or return the amount prepayment for Goods not delivered by the Supplier.

7. Responsibility of the parties

7.1. For failure to comply or improper execution their obligations under this Agreement, the Parties are responsible in accordance with current legislation and the terms of this Agreement.

7.2. In case of delay in repayment of debt incurred in the manner provided for in clauses 4.5 and 4.6 of this Agreement. The Buyer pays the Supplier a penalty in the amount of 0.1% of the overdue amount for each day of delay.

7.3. Payment of penalties does not relieve the Parties from fulfilling their obligations under this agreement.

8. Dispute resolution procedure

8.1. The parties accept necessary measures to ensure that controversial issues and disagreements arising during the execution and termination of this agreement are resolved through negotiations.

8.2. In the event that the Parties do not reach an agreement on controversial issues through negotiations, the dispute can be resolved in court.

Compliance claim procedure pre-trial settlement disputes is binding on the Parties. The claim is submitted in writing and signed by the heads of the Parties or their authorized deputies.

The claim is considered within 30 days from the date of receipt. The response to the claim is signed by the heads of the Parties or their authorized deputies.

9. Force majeure

9.1. In the event of obligations of uncertain force, which include: natural disasters, mass riots, strikes, revolutions, military actions, entry into force of legislative acts, government regulations, orders of government bodies that directly or indirectly prohibit the types of activities specified in the agreement that prevent the parties from fulfilling their functions under the Agreement, and other circumstances independent of the will of the parties, the parties under this Agreement are released from liability for failure to fulfill their obligations, if within a reasonable time within a short period of time from the occurrence of such circumstances, the party affected by their influence will bring to the attention of the other party the news of what happened.

In case force majeure and their consequences continue to operate more three months or they and their consequences will last longer than this period, the parties may short term will hold negotiations in order to identify agreements acceptable to both parties alternative ways execution of the Agreement and achievement of the appropriate agreement.

10. Duration of the contract

10.1. The validity period of this Agreement is set at one year. This agreement comes into legal force from the moment it is signed by the Parties.

10.2. If one month before the end of the contract, neither party notifies the other party of termination, then the contract is considered extended under the same conditions and for the same period.

11. Change and termination of the contract

11.1. Changes to the terms of this Agreement, its termination and termination are possible by agreement of the parties.

An agreement to change the terms of this Agreement and to terminate it is drawn up in writing and signed by authorized representatives of the Parties.

11.2. The Agreement may be terminated unilaterally in the cases provided for by this Agreement and current legislation.

Party terminating contractual relationship unilaterally, is obliged to notify the other Party about this at least 30 days before the termination of the contract. In this case, the parties are obliged to fulfill all obligations previously assumed under this Agreement.

11.3. This Agreement may be terminated by the Parties in court in accordance with current legislation.

12. Other conditions

12.1. If you change your legal address or payment details each party to the Agreement is obliged to inform the other party in writing, no later than 2 days from the date of occurrence of these changes.