The procedure for settlements under a service agreement is an example. Payment clause in the service agreement

Provision of services, compared to other types entrepreneurial activity, has the significant difference that after the fulfillment of all obligations of the parties, there is no material result.

Therefore, firstly, mandatory written confirmation of the transaction is necessary, and secondly, the contract for the provision of services must contain an extremely detailed description of the subject of the contract.

That is, such an agreement is concluded in cases where one of the parties assumes obligations to perform certain work in an agreed volume and within a specified time frame, usually for on a paid basis. Although this type of contract is possible with non-profit organization free of charge.

Legislative regulation

The procedure for registration and execution is regulated by the Civil Code of the Russian Federation (Chapter 39), as well as regulations corresponding to a specific type of activity.

Design rules

The contract is drawn up in simple writing, however, if the transaction amount is less than 10, it is permissible to conclude an oral agreement and not draw it up in paper form. The number of copies is made according to the number of parties to the contract, that is, as a rule, two.

Shelf life the contract is the period of its validity plus the term limitation period, unless other storage conditions are provided for by the organization’s internal document flow regulations.

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Contract structure

The standard form implies the presence mandatory items contracts, such as:

Parties – in this case, the contractor and the customer;
Subject of the agreement – description of the service;
Amount and procedure of payment;
Validity period, timing of the service;
Rights and obligations of the parties;
Responsibility of the parties;
Dispute resolution procedure;
Termination terms and conditions.

Additionally, it is necessary to take into account that this type of contract is personal, that is, the service must be provided by the person who acts as the performer under the contract. If it is intended to delegate all or part of the work to third parties, this fact must be stipulated separately in the contract.

Also requires special attention financial side question, namely, the presence of an advance payment, the timing of its payment, the method of payment, the details for the transfer. If the service will be provided in cash, you need to think in advance about how to confirm the transfer cash.

One of the most important terms of the contract is description of the final result of the work and criteria for the quality of its implementation, as well as the method of confirmation by the customer of acceptance of the work.

If, after signing the contract, new circumstances arise that require additional conditions to be reflected in the contract, this can be done by signing in the same form as the main contract.

Essential terms of the agreement

In order to this document had legal force, his text must contain conditions essential for this type of contract. Conditions are considered essential if their presence is mandatory in any type of contract.

For the provision of services, such a condition is subject of the agreement. Since, in addition to the Civil Code of the Russian Federation, certain types of services are additionally regulated by regulations and federal laws, they may also contain requirements for the presence of additional essential conditions, therefore, for each type of activity this point must be clarified separately.

Features of concluding these types of contracts

The legislation does not prohibit individuals from providing paid services, including by concluding a written contract. To specific terms of the contract legal status does not affect the performer, however, it is necessary to remember, that when making a profit from the provision of services, an obligation to pay arises, which the contractor must himself calculate, include in and pay to the budget.

In the text of the contract in this case must necessarily be contained clause “Acts as an individual.” This note is made after the name of the performer in the place where the basis for the activity should be indicated.

In cases where an individual is a customer, the service will be considered household. Then, in addition to the general regulatory framework, the contract will also be regulated by the Law on the Protection of Consumer Rights and the Rules of Consumer Services.

The need to draw up an Act on the provision of services is described in the following video tutorial:

Types of services provided under the contract

While the above standard clauses and conditions are required, contracts for specific types of services also have their own distinctive features.

Transport services usually means on behalf of the customer at his expense. Since the customer transfers property for transportation, the contract must contain clause on the carrier’s responsibility for the safety of the entrusted property. When transporting large quantities or especially valuable cargo, the contract may contain a provision for compulsory insurance. Confirmation of execution is .

Providing advertising services is additionally regulated by the Federal Law “On Advertising”, therefore the contract usually contains a clause stating that the contractor undertakes to issue all necessary permits in government agencies, and also assumes control over compliance with the legal requirements established for this type of service.

Provision of medical services has a direct impact on health and physical condition the customer, therefore the contractor’s responsibility for causing harm to life and health must be spelled out in particular detail. Among other things, the contractor is responsible for maintaining the confidentiality of information about the customer’s health status, which must also be stated in the contract. The conditions for providing confidential information to third parties are negotiated separately.

Since diagnostic and treatment procedures are individual and highly specialized, the course of treatment cannot be fully specified in the contract. Therefore, the procedure or reference to the regulations may be contained in the contract as an appendix.

Agreement providing must additionally contain the scope of work and deadlines. Since there are often cases of providing the contractor with access to the customer’s residential and commercial premises, often in his absence, it is necessary to additionally provide for responsibility for the safety of property and valuables.

Legal services imply carrying out actions on behalf of the customer in his interests. When concluding an agreement for the provision of legal services, it is necessary to take into account that one of the parties to the agreement will be a professional lawyer who, in most cases, is involved in drawing up this agreement. With a high degree of probability, it can be assumed that the interests of the lawyer under the contract will be maximally protected, so the customer should pay attention to the observance of his rights and legitimate interests. In many cases, when concluding an agreement, a power of attorney is required to conduct business on behalf of the customer, receive property and funds.

Agreement for provision of educational services can be two- or three-way, that is, between the performer and the customer or between the performer, the customer and the student. If the service is provided for a fee, it is necessary to indicate the duration of training and the periods for which payment is made. In most cases, the cost of one period of training is not fixed and may increase or decrease depending on the terms of the contract. Since training expenses are the basis for receiving, the agreement must initially be concluded with the person who intends to receive a tax refund. A mandatory annex to the contract must be a curriculum or a list of subjects to be studied.

Providing hotel services often involves the involvement of third parties, and since the standard contract is initially personal, the fact of the involvement of third-party employees must be reflected in the contract. In addition, before concluding a contract, the hotel provides for approval a list of services provided and living conditions, including check-in and check-out times, as well as availability additional services. The contract is signed after agreeing on the proposed list.

Consulting services are the most difficult to regulate type for drawing up a contract, since the result is expressed exclusively in an intellectual product (advice, expert opinions, activity analysis, etc.). In this case, it is especially important to specify in detail the requirements for the contractor and the final result of the activity.

The emergence of controversial issues

Since those provided this species service contract there is no materially expressed and measurable result, often disputes arise between the parties due to a difference of opinion on what constitutes completed work. Such precedents are possible in cases where the subject of the contract is described in the text in vague terms without specifying specific quality criteria and signs of completion of the work. And also if there are no ways to accept the service provided in the form of an act or other supporting document, which gives the customer the opportunity to deny receipt of the service and refuse payment under the contract.

The best way of resolving such conflicts is to prevent them. This is easy to do if the contract was initially drawn up with the maximum detailed description expected result and method of confirmation.

The features and rules for drawing up contracts for the provision of services are described in this video:

Given legal document allows the parties to the contractual process to regulate their relations when making decisions conflict situations that may arise as a result of non-provision or poor-quality provision of services, delays in payments or non-payment for services provided.

You will learn:

What is a service agreement?
What types of service contracts exist.
What essential conditions should a contract for the provision of services contain?
How to draw up a contract for the provision of paid services.

Service agreement is a legal agreement between parties who undertake to fulfill certain obligations. Thus, one party undertakes to provide a specific service in a specified volume and at a specified time, and the other undertakes to pay for it, observing all the terms of the agreement. In this regard, a service agreement is similar to an employment agreement.

A standard contract for the provision of services is regulated by the Civil Code of the Russian Federation. But there are also a number of laws that regulate the relations of the parties in the process of providing work. In the event that issues arise that are not provided for by the Civil Code of the Russian Federation, they are legitimized in a specific contract for the provision of services.

This document may appear similar to a contract in many ways. But there is a significant difference between them. When implementing the latter, the result is provided in the form of a material component, for example, under this agreement, the contractor (executor of the terms of the agreement) can build a house. Under a service agreement, no material result is provided; for example, under an agreement to find housing, a realtor selects for the client all possible options for conditions and places of residence. In addition, under a contract, the contractor may delegate the execution of work on his behalf to a third party (subcontractor). The terms of the contract for the provision of services do not provide for delegation of authority. The party that has undertaken to provide the service must perform it independently.

The service agreement stipulates that two parties participate in this process:

the contractor who undertakes to provide the agreed services;
the customer who undertakes to pay for them.

Legal entities and individuals can act as any of the subjects of the contract for the provision of services. If we consider a situation in which the executor of the contract is an organization, and the customer is an individual who uses the service provided not for commercial purposes, then such a relationship is called the provision of household services. These relations fall under the jurisdiction of the law “On the Protection of Consumer Rights” and all kinds of norms and regulations for the provision of household services to the population.

As a rule, an agreement for the provision of services is drawn up in writing. But if the amount of work provided does not exceed 10 thousand rubles, then the parties can enter into an oral agreement between themselves.

An agreement for the provision of household services can be documented or in the form of receipts, which reflect all the terms of the agreement. If the service is performed in the presence of the customer, the performer can confirm the completion of the work by giving the customer cash receipt or other document confirming payment.

4 mistakes that almost everyone makes in a service agreement

The editors of the “Commercial Director” magazine found out in which issues the parties most often make mistakes and what they forget to indicate in the service agreement. Get an expert opinion and reduce the risk of disputes with your partner.

How is a contract for the provision of services regulated by law?

Chapter 39 of the Civil Code of the Russian Federation “Paid provision of services” regulates legal regulation agreement. The clauses of the regulations of this chapter apply to contracts for the provision of medical and veterinary care, training, information, consulting and audit services, etc.

In the event that there are no contradictions with the subject of the agreement, the following may be applied to this agreement: general provisions, which are described in Article 783 of the Civil Code of the Russian Federation. We must not forget that these documents have a noticeable difference between each other, since in one case a service is provided, and in the other, certain work is performed. In the Civil Code of the Russian Federation, the concepts of “service” and “work” are somewhat vague, so it can be difficult to distinguish between them.

In contrast to the Civil Code of the Russian Federation, these concepts are clearly separated Tax code RF. Thus, a service can be considered actions that do not carry a tangible result, and work is characterized by activity expressed materially.

The process of providing services is entrepreneurial (commercial) labor of physical or legal entities on the one hand, which is aimed at satisfying the needs of the other side. These services are regulated by a service agreement, which is concluded between the parties to the contractual process - the customer and the contractor.

How to conclude a contract and not fall for scammers

Types of service agreement

Article 779 of the Civil Code of the Russian Federation lists the types of services that are formalized by contractual relations. Among them the main ones stand out:

educational activities for a fee;
communication services;
safety and security;
public utilities;
medical service;
auditor services.

However, each of these services can be divided into other, more detailed ones. Thus, utilities may consist of removal and disposal services household waste, security activities are divided into physical security of persons, information security, electronic security, etc.

All these contracts for the provision of services can be classified as paid (provision of services for a fee) and gratuitous (no remuneration is provided).

According to the terms of the Civil Code of the Russian Federation, it is possible to conclude both paid and gratuitous contracts for the provision of services. However, it should be remembered that the absence of any clauses on payment for services in the agreement does not make the contract gratuitous. In the event of controversial issues, by a court decision, a certain amount may be demanded from the customer for the service already provided.

If the parties have agreed to conduct gratuitous activities, then in order to avoid subsequent possible disagreements, this condition must be clearly stated in the contract for the provision of services.

Article 780 of the Civil Code of the Russian Federation indicates that, under the terms of such an agreement, the service is provided directly by the contractor. If it is envisaged to use the services of a co-contractor to perform the work, this is recorded in advance in the document.

An agency agreement differs from that of a co-executor by the conditions that are prescribed in Chapter 52 of the Civil Code of the Russian Federation. Such a contract is an independent document and determines the functions and powers of the contractor, how expenses will be distributed and paid, the contractor acts on its own behalf or on behalf of the customer, and at what point the agency ceases to fulfill its obligations.

Some contracts for the provision of services do not have clear legal boundaries. Here it is possible for the parties to independently establish the rights and obligations that the customer and the contractor perform in relation to each other.

An agreement for the provision of services on a paid basis, as a rule, has several important conditions that must be fulfilled:

The subject of the agreement, which clearly defines the services that the contractor must provide to the customer.
Time boundaries for the start and end of work.
A place designated for the provision of services.
Criteria for their quality.
Terms and stages of payment for services by the customer.
Responsibility of the parties (including material) for non-fulfillment, poor quality performance, or failure to meet deadlines for fulfilling contractual obligations.

Agreement for the provision of services between legal and individuals may contain additions in the form of supporting documents:

acceptance certificate for completed work;
report on the performance of work and costs incurred by the contractor;
additional agreement.

How to draw up a contract for paid services

At the top of the document it is indicated geographical location conclusion of the contract (for example, city) and date.

The party ordering the service, represented by an individual or legal entity, is called the “Customer” and the other party that undertakes to perform work to provide the service, represented by an individual or legal entity, is called the “Contractor”. The parties enter into an agreement as follows:

Subject of the agreement.

The customer instructs the contractor to provide a service and undertakes to pay for the work, and the contractor confirms his readiness to provide this service and complete the work within the time period specified in the agreement.

Rights and obligations of the performer.

The contract for the provision of services in this paragraph stipulates:

who provides the service: the performer personally or with the involvement of a third party;
providing the customer with documentation on the beginning and completion of work under the contract;
conditions and procedure for accepting services performed;
the procedure for making comments and finalizing the service provided;
conditions and procedure for documentary evidence of work performed.

Rights and obligations of the customer.

Under the service agreement, the customer is obliged to:

stipulate the conditions for possible refusal of the service;
determine the timing and completion of work;
create a list of documents that will indicate the completion of the provision of services and acceptance of the work performed.

Procedure for accepting services.

After completion of the work to provide the service, the contractor provides the customer with an acceptance certificate for the work performed. The customer is obliged to sign the act within a specified period of time or submit a complaint to the contractor for the revision of contractual obligations. The contractor must eliminate the shortcomings within the specified time intervals and provide the customer with a revised version. The service is considered provided in full after the parties mutually sign the act of acceptance of the work performed.

Cost of the contract and payment procedure.

The contract for the provision of services specifies the exact cost of performing the work, including VAT.

The customer undertakes the following obligations:

make an advance payment after signing the contract for the provision of services (if the document contains a clause on its terms and amount);
pay the contractor the remaining amount under the contract after signing the acceptance certificate for the work performed;
when financing the provision of services in stages, pay for them according to the payment schedule (indicating the time and exact amount of payment).

Responsibility of the parties.

The customer and the contractor in the contract for the provision of services stipulate penalties and interest, which they undertake to pay each other (the contractor - in case of non-performance, poor quality performance or failure to meet deadlines for the provision of services, and the customer in case of late payment for services performed under the contract).

Force majeure.

These are the conditions specified in the contract for the provision of services that relieve the parties from responsibility for fulfilling the clauses of the agreement. They may be force majeure obstacles: changes in the market situation, natural disasters, mass unrest or war.

Change and termination of the contract.

The conditions that force the parties to make changes to the contract, as well as the mechanism for its early termination, are indicated.

Dispute resolution.

The procedure for resolving disputes and claims under the service agreement is determined. This could be negotiations, consultations or resolution of contradictions in judicial procedure. In this case, conditions and deadlines must be agreed upon, after the expiration of which the topic of disagreement is transferred for judicial consideration.

Final provisions.

The parties indicate the validity period of the contract for the provision of services, the time to eliminate possible deficiencies and the procedure for signing the acceptance certificate for the work performed.

Details of the parties.

Full name the responsible person who signed the contract on behalf of the customer and the contractor, legal address or place of residence of the parties, OGRN, OKPO, INN, KPP, account number, bank details.

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What are the features of a contract for the provision of services for different areas of activity?

If all required attributes are present, contracts for the provision of various types services have their own characteristics:

When providing transport services, it is understood that the contractor will transport the customer’s cargo at his expense. Since the cargo being transported may have value (and in some cases special value), the contract must provide for a clause compulsory insurance. In addition, the contract takes into account the contractor’s responsibility for the safety of the cargo to the customer. Confirmation of the execution of the contract for the provision of transport services is a completed and processed waybill.
Advertising services are regulated by Federal law"About advertising." In the contract for their provision, the contractor undertakes to fulfill all the requirements of this law, obtain the necessary permits from the relevant authorities and monitor the proper implementation of the provisions of the law during the implementation advertising campaign in favor of the customer.
The contract for the provision of medical services must be drawn up with special attention. Medical services are related to the health of the customer, therefore such an agreement carefully spells out all the points and measures of responsibility for the life and health of the patient. When providing such services, the contractor is responsible for non-dissemination of confidential information about the customer’s health status. And this one important point must be noted in this agreement. If (if necessary) the contractor must provide information about the customer’s condition to third parties, then this point must also be reflected in the contract.

The process of diagnosis and treatment is specific in nature, where it is impossible to take into account all the subtleties and nuances. Such points may be specified in special annexes to the current agreement.

The contract for the provision of cleaning services must contain the scope of work and the deadlines for their completion. In the practice of providing this type of service, it often happens that the customer provides the contractor with access to residential or office premises in his absence. Therefore, the agreement stipulates the conditions for the integrity and safety of the customer’s property.
An agreement for the provision of legal services implies that the contractor conducts all matters assigned under the agreement on behalf of the customer. It should be remembered that in this case the executor under the contract is a lawyer, who (most likely) is the drafter of the document. In this case, it is not at all surprising that the rights of the performer under the contract will be taken into account as much as possible. Therefore, the customer, when signing such a document, must carefully consider the points that relate to the observance of his rights. It should be remembered that by entrusting the executor to conduct business on his own behalf, the customer entrusts him with his own property, as well as his material, intellectual values or funds.
An agreement for the provision of educational services can be two- or three-party in nature. It is concluded between the customer, the contractor and the person who is being trained to provide paid services. Therefore, it must define the periods, terms of training and those sums of money, which the customer contributes for them. As a rule, the cost of one period of time may not be fixed and depend on the terms of the contract. Training expenses serve as the basis for tax deductions, so the document is concluded with the party who intends to receive a tax refund. An agreement for educational services must have annexes indicating a training plan or a list of subjects studied during the validity of this agreement.
A contract for the provision of hotel services may often involve the involvement of third parties. Initially being a standard personal document, it stipulates the involvement of other employees. At the same time, it must reflect the conditions of stay in the hotel, services provided to the guest without additional payment and services that are provided for a fee. All this is determined in advance and included in the agreement document. An important element of the contract for the provision of hotel services is information about the date and time of arrival at and departure from the hotel. The document is signed after all of the above points have been discussed and agreed upon.
An agreement for the provision of consulting services is the most complex in terms of its regulation, because it is exclusively intellectual in nature. The final product that is obtained in the process of implementing this agreement is: expert opinions, advice, methods of action and decision-making, analyses, conclusions, etc.

Expert opinion

Freelancers also need to sign a contract for the provision of services.

Alexander Bychkov,

Head of the legal department of TGC "Salut"

In business practice, freelancers are very often involved in work. They perform specific projects based on civil contracts, adhering to the technical specifications attached to them. This is how they create designs, layouts of advertising messages, product packaging, and design websites or stands for exhibitions.

An agreement for the provision of services with a designer is drawn up on the basis of Chapter 39 of the Civil Code of the Russian Federation, since the designer, as a rule, performs a range of services for the customer on a reimbursable basis. Such an agreement frees the customer from the need to hire a designer and pay him a monthly salary. wages, provide a range of insurance measures and social protection. However, when drawing up an agreement, special attention must be paid so that, as a result of the next inspection, the labor inspector will not be able to reclassify the civil labor contract as an employment contract and transfer the case to court.

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How to file a claim under a service agreement

Every contract concluded between two parties contains their rights and obligations. In practice, it often turns out that one of the parties fulfills its obligations under the contract in bad faith or does not fulfill them at all.

As a result of such actions, a conflict situation arises between the parties. The party that considers itself to be injured in this case can file a claim under the service agreement. This is a document that is used to resolve a conflict without going to court.

A claim under a service agreement is a document that helps the injured party restore its rights under the terms of a previously concluded transaction. The relationship between the parties to a service agreement is determined by the Civil Code of the Russian Federation, and the party that makes claims regarding the fulfillment of the terms of this agreement must have good reasons for this.

Based on the provisions of Article 779 of the Civil Code of the Russian Federation, a transaction is considered completed when the party that has assumed the obligations of the contractor carries out all the work in a timely manner under the terms of the contract for the provision of services, and the party that acts as the customer makes timely payment.

In the event that the parties to the contract are not satisfied with each other regarding the performance of services, the party that considers itself to be the aggrieved party may submit a claim to its opponent for the following facts of violation of contractual obligations:

failure to comply with the terms of the agreement;
refusal of the contractor to compensate for losses caused to the customer in the process of poor-quality provision of services;
disagreement by the customer with payment for the contractor’s work under the terms of the contract or delay in payment terms.

The legislative system considers poor fulfillment of the terms of the contract and assumed obligations as a failure of the current agreement. This fact is dominant in order for the injured party to make a claim against the guilty party. The customer is most often not satisfied with the quality of work and the timing of its completion. The contractor, as a rule, makes claims for payment by the customer for services performed.

Claims under a service agreement must contain specific requirements. Their main goal– to force the guilty party to fulfill its obligations under the agreement in full.

The most common requirement of the contractor to the customer is payment for the work performed. The customer may present broader claims to the contractor. He has the right to demand:

eliminate identified deficiencies without additional payment;
compensate for the costs incurred to correct errors and shortcomings (if the customer eliminated them independently);
return the amounts paid as an advance payment in the event of termination of the service agreement;
demand that the work be redone (possibly if deficiencies in previously performed actions cannot be eliminated);
reduce payments for those services that were not provided efficiently;
pay all fines imposed in full.

When making payment under a service agreement, the customer has the right to demand from the contractor compensation for damages, penalties and fines for poorly performed work, even in cases where this is not provided for in the contract. All controversial issues that may arise between the parties are regulated by the Civil Code of the Russian Federation (Article 332). Based on this article, the contractor also has the right to present material claims to the customer in case of non-payment or unjustified delays in payment for services provided.

A claim under a service agreement must contain specific demands of the injured party against its opponent.

On what grounds is it possible to terminate a service agreement?

Article 450 of the Civil Code of the Russian Federation provides a list of grounds that allow you to begin the procedure for terminating a contract for the provision of services.

They depend on the party who initiates the termination or on the reasons that led to the emergence of a conflict situation and became the reason for

Such an agreement may be terminated in cases provided for three options:

Option 1. By agreement of the parties.

When the contractor and the customer are satisfied with the terms of termination of the contract for the provision of services. This option has a number of advantages.

Firstly, it saves the parties from having to contact judiciary and from unnecessary legal costs, respectively. Having terminated the contract for the provision of services under the agreement, the parties can no longer bring claims against each other in court.

Secondly, the reason for the mutual agreement of the parties to terminate the contract for the provision of services does not matter.

But Article 450 of the Civil Code of the Russian Federation provides that termination of a contract for the provision of services between the customer and the contractor is possible only if it does not contain a clause that prohibits the parties from carrying out this procedure.

The termination agreement has the same form as the service agreement. Most often, such a document is processed in ordinary written form. This is possible if the law and other agreements do not provide for other rules for terminating the contract. Moreover, if one of the parties begins to perform its functions voluntarily even before the start of the procedure for termination of services, then the court may qualify these actions as termination of the contract for the provision of services by agreement of the parties. This is provided for in paragraph 3 of Article 438 of the Civil Code of the Russian Federation.

If both parties to the contractual process are satisfied with the decision to terminate the contract for the provision of services by agreement of the parties (and this point is specified in the document), then paragraph 3 of Article 453 of the Civil Code of the Russian Federation comes into force. Here the customer should remember that if, at the time of termination of the contract for the provision of services, he continues to take actions related to the fulfillment of the terms of the original agreement, then the conditions for terminating the contract for the provision of services will be invalid.

Option 2. Motivated and not motivated refusal from the contract unilaterally without trial.

The consequences of unilaterally terminating a contract are exactly the same as by agreement of the parties or in court.

The customer has the right to refuse to fulfill his obligations under the contract without specifying reasons. This is an unmotivated refusal. If the customer explains the reasons for his refusal to fulfill the contract on his part, then such refusal is considered motivated.

Reasoned unilateral refusal.

The legislation provides for the customer’s unilateral refusal of the contract for the provision of services and provides the opportunity to demand that the contractor reimburse the costs incurred. This procedure is regulated by Article 783 of the Civil Code of the Russian Federation. It comes into force:

when the contractor delays the start of the provision of services or in the case when it becomes clear that the service will not be provided in a timely manner (clause 2 of Article 715 of the Civil Code of the Russian Federation);
when it becomes clear that the service of proper quality does not turn out (as stipulated in the contract), and the actual deadlines for eliminating the deficiencies set by the customer are not observed and the shortcomings are not corrected (clause 3 of Article 715 of the Civil Code of the Russian Federation);
if the service is provided poorly and the requirements for eliminating deficiencies are ignored (clause 3 of Article 723 of the Civil Code of the Russian Federation);
when the service is provided, but the shortcomings with which it was performed cannot be corrected (clause 3 of Article 723 of the Civil Code of the Russian Federation).

These conditions must be supported by evidence. If they are missing, the contractor may demand in court that the contract for the provision of services be considered valid.

Unmotivated unilateral refusal.

The legislation does not regulate the refusal of a contract for the provision of services and gives the customer the opportunity to terminate the contractual relationship both during the validity of the contract at any stage of its implementation, and before it comes into force.

But at the same time, the customer is obliged to reimburse the contractor for all material costs that the latter incurred as a result of termination of the contract for the provision of services and termination of contractual obligations. This is provided for by the Civil Code of the Russian Federation in paragraph 1 of Article 782.

Option 3. Termination of the contract at the initiative of one of the parties in court.

To terminate the contract for the provision of services, it is necessary to file a claim in court. The initiator of filing a claim may be any of the parties to the contractual process. The contract will be considered terminated at the moment when the court decision comes into force. However, this practice also provides for a set of pre-trial measures in preparation for termination of the contract. The reason for termination of the contract for the provision of services must be serious circumstances under which the implementation of the terms of the agreement becomes impractical or impossible.

Significant violation of the terms of the contract by the other party (clause 1, clause 2, article 451 of the Civil Code of the Russian Federation).

The law qualifies such a violation as an action as a result of which the customer is deprived of what he had the right to count on under the terms of the contract. This may relate to the untimely fulfillment by the contractor of its obligations under the contract (clause 2 of Article 450 of the Civil Code of the Russian Federation).

Significant change in circumstances (clause 2 of Article 451 of the Civil Code of the Russian Federation).

This type of base is not often used in practice. The customer has the right to refer to a fundamental change in circumstances that previously influenced the conclusion of the contract for the provision of services. He provides the considerable amount of evidence available to him. In this case, he will have to prove the totality of the following facts:

when concluding the contract, the contractor and the customer were confident that conflict situations were impossible during its implementation;
the customer was unable to overcome the prevailing circumstances, despite his punctuality in his obligations and attitude towards the concluded contract;
when the customer may suffer significant damage, which in many ways exceeds the expected dividends from the results of the current contract;
the contract does not say that the risk of changes in circumstances is borne by the customer.

The law defines what points are taken into account and considered important when providing a number of services.

The court determines the material and property consequences after termination of the contract for the provision of services. This happens at the request of one of the parties. The court equally distributes between the parties the costs that arose during the execution of the current contract. This is provided for in Article 451 of the Civil Code of the Russian Federation.

Other cases provided for by the Civil Code of the Russian Federation.

The Civil Code of the Russian Federation does not contain clauses for the procedure for terminating a contract for the provision of services. Such procedure may be described in other regulations and rules. In this case, to terminate the contract for the provision of services, the parties must have compelling reasons and arguments.

It often happens that the parties concluding such an agreement themselves provide in it those moments in which it can be terminated in court. From the outside legislative framework in this case, the parties are subject to the presumption of freedom of contractual relations. Thus, in order to provide for the possibility of terminating the contract, the parties may indicate the following grounds:

the quality of the contractor’s work did not meet the customer’s expectations;
violation by the contractor of the terms of the contract for the provision of services;
unilateral change by the customer of the price for the provision of services, which was previously determined in the contract.

Typical mistakes when concluding a service agreement

Error 1. They confused contracting with paid provision of services.

Companies enter into an agreement for the provision of services as a contract. But in the legislation of the Russian Federation, these two types are not the same. The text of such documents may contain clauses and rules that are mutually exclusive. In these cases, confusion may arise when resolving controversial issues even in court.

Consequences. An example can be given where the contractor, under a service agreement, posted the customer’s advertising information for a specified period of time. After half the contract period had expired, the contractor informed the customer that his advertising message would be deleted. The customer went to court and the court decided that the contractor paid the fine in his favor. The procedure went without conflicts or controversial issues. The thing is that such a situation was taken into account in advance and spelled out in the terms of the agreement.

In addition, in this agreement the court saw the presence of a contract element and took the applicant’s side. Using these same rules, the contractor can refuse to fulfill the terms of the contract only under certain circumstances. However, this decision was rejected by the cassation and appeal courts. Here the contract was considered as a contract for the provision of services. Under the terms of such a contract, the contractor has the right to refuse the service if he compensates the customer for the costs incurred. And the condition regarding a fine upon refusal can be ignored even if it is included in the contract for the provision of services.

Let's consider an example of the opposite situation, when the agreement between the parties was defined as a contract for the provision of services. Here the sanctions established by the Civil Code of the Russian Federation were applied. In such an agreement there was no need to stipulate the terms for the provision of services. Both sides ignored this point. However, when a conflict situation arose and the case was referred to court, the judges re-qualified this agreement as a contract agreement, under which the indication of deadlines for the completion of work became mandatory. Therefore, the contractor was ordered to pay the customer a penalty with interest and the appeal was denied.

Error 2. The subject of the contract for the provision of services was not specified.

It often happens that in a service agreement the subject matter of the agreement appears vague and not specific. In this case, the final goal of the document and the details that determine this goal become unclear.

Consequences. In a contract for the provision of services, the subject of the contract is of key importance. If the subject of the contract is not clearly expressed or specific, it may be considered as not concluded. In this case, the outcome of the trial may depend on the stage at which the dispute is at the time of litigation. If the service under the contract has already been completed, there is a high probability that the customer will pay for it after the dispute is resolved. However, there is no certainty that the contractor will receive the entire expected amount. In this case, its size will be calculated based on the practice of providing similar services without taking into account the specific features that occurred during the performance of this work. In the event that the services were not paid for by the customer, obtaining payment will also be a very difficult task, since the subject of the contract is abstract in nature and it is very difficult to prove that the service was (or was not) provided properly.

Error 3. There is no evidence that the services under the contract were provided.

Often, some organizations providing services do not draw up acceptance certificates based on the results of work performed. Others draw up such documents, but the information they contain is not complete. Drawing up such acts is not a prerequisite. However, if upon implementation of a contract for the provision of services, an acceptance certificate for the work performed is not attached to it, then an unscrupulous Customer may insist that the service was provided poorly and not in full and refuse to pay the contractor’s expenses under the contract.

Consequences. In the event that the contractor cannot provide the court with certificates of completed work signed by the customer, he can consider other documents that were drawn up during the execution of the service agreement, up to the correspondence of the parties or testimony of witnesses. But it must be taken into account that not every judge will consider such documents as evidence.

Such a decision in a court case may arise not only when the contract for the provision of services stipulates the need to draw up a certificate of completion of work signed by the customer, but also when the presence of such acts is not mentioned in the contract. The court may rule in favor of the customer if the contractor was unable to provide the court with a certificate of completion of work signed by the customer due to poor drafting of this report or its signing by a person not authorized by the customer without appropriate reference to the contract. But even with proper execution of all documents, it may happen that the contractor will not be able to receive payment if the customer is able to prove that the service was provided poorly or not in full.

Error 4. The service agreement did not specifically set out the requirements.

The parties to the contractual process, due to forgetfulness or due to inattention, do not indicate in the contract the requirements that they present to each other. This situation occurs quite often in the practice of signing a contract for the provision of services.

Consequences. Many unscrupulous customers very often use this weak point in the service agreement. After the end of the contract, they can challenge the performance of the work by the contractor. The first most popular is the fact when the customer tries to prove that the service was not provided at all. The second favorite technique of the charlatan customer is an attempt to convince the judicial panel that the service was not provided efficiently and in full. This should be remembered by those managers and marketers who draw up an agreement for the provision of services and secure in the document protection against such loopholes, due to which a conflict situation and refusal to pay can be provoked.

Such misunderstandings arise when specific conditions are described in general outline using phrases that allow you to interpret the terms of the contract not according to the essence of its meaning, but to your advantage.

The undersigned confirm by this act that the services provided for in the contract for the provision of services for a fee No. ___ dated "__" ____ 20__ were provided by the contractor to the customer in full, on time, efficiently and properly. The customer has no claims against the contractor regarding the execution of the contract for the provision of services.

If the act of acceptance of work performed is drawn up correctly, it takes into account all the nuances of the possible creation of controversial and conflict situations, and it is signed by both parties, then the court has the right to recognize the desire of the contractor to receive material remuneration for the work as fair.

The contract can stipulate that after the provision of services, the contractor will transfer to the customer a certain material result.

It will serve as evidence that the contractor provided the customer with the service on time and in full. If the customer refuses to accept the result of the work under the service agreement, this does not relieve him of the obligation to pay for it.

The material result of the provision of services can be considered:

conclusion of audits;
documents that confirm appeals to the judicial authorities (statements, petitions, complaints, letters, court records, etc.);
conclusions of the evaluation commission;
acts and reports on the results of the analyzes performed;
confirmation of compliance with regulatory calculations;
business plans;
photo reports.

Documents that confirm the execution of the contract for the provision of services.

If the customer has not unilaterally signed a certificate of completion of work under the contract for the provision of services and such a document is not provided for by the agreement itself, the fact of provision of the service can be proven using other documents. They can be invoices, waybills, acts of taking instrument readings, journals and books of registration of accounting documents, correspondence of the parties, etc.

Expert opinion

Frequent mistakes when concluding an agreement for the provision of intermediary services

Vitaly Perelygin,

expert, legal reference system "System Lawyer"

It has not been determined on whose behalf and on whose instructions the intermediary is acting.

The fact who is indicated as a service provider - directly the manufacturer or the intermediary - determines which of the participants in the contractual process has all the rights and obligations to complete the transaction and who is responsible for violating the contractual terms.

They did not clarify whether the intermediary has the right to perform the assigned task.

For all types of contracts, the law establishes specific actions that the intermediary has the right to perform.

The product intended for sale was not specifically named.

Often, the intermediary agreement only includes a clause that states that the intermediary undertakes to complete a transaction for the sale of goods. But the contract or annex to it lacks information about the product itself. It happens that there is information about a product, but there are no identifiers: variety, brand, quantity, expiration date, etc.

We identified unprofitable conditions for ourselves related to the payment of remuneration to the intermediary.

In relations between commercial companies, any intermediary agreement is considered compensated. This means that you must pay the intermediary a fee (clause 1 of Article 972, clause 1 of Article 991, Article 1006 of the Civil Code of the Russian Federation).

In practice, there are different options for paying remuneration - for example, in a fixed amount specified in the contract, as a percentage of the transaction amount, or as the difference between the actual cost of goods sold and the price specified in the contract.

The terms and number of transactions that the intermediary must carry out with the buyer were not determined and agreed upon with the intermediary.

Sometimes the parties do not specify the conditions under which the sale of goods will be carried out. Instead, the contract only specifies the intermediary’s obligation to sell the goods on the most favorable terms for the client.

Information about the experts

Alexander Bychkov, Head of the Legal Department of TGC Salyut. Hotel "Salute" – hotel complex, designed to accommodate groups, individual tourists and guests arriving in the capital. The hotel has 1,091 rooms and is the second largest hotel in Moscow by number of rooms.

Victor Anokhin, Doctor of Law, Professor, Honored Lawyer of the Russian Federation, Voronezh. Viktor Anokhin was the chairman from 1992 to January 2012 Arbitration Court Voronezh region. Author of more than 100 published scientific and scientific-methodological works, including about 20 monographs, two textbooks for higher education. Awarded the Order of the Badge of Honor and two medals.

Sergey Aristov, expert of the legal reference system "System Lawyer" (Aktion-Digital company), Moscow. Sergey Aristov graduated from the Nizhny Novgorod Faculty of Law state university them. N.I. Lobachevsky and Nizhny Novgorod State University of Architecture and Civil Engineering (specialization - “Organization Management”). Worked as a legal consultant, head of the legal department. Member of the Union of Journalists of Russia since 2008. Aktion-Digital LLC. Area of activity: development and support of electronic products for a professional audience, including the legal system “System Lawyer” (a legal reference system for practical explanations from judges); The company is part of the Aktion-Media holding. Number of staff: 281. Number of clients: over 33 thousand.

Vitaly Perelygin, expert, legal reference system "Lawyer System". Vitaly Perelygin graduated from the Faculty of Law of Moscow State University. M. V. Lomonosov. Worked as a lawyer in a large logistics company. Specializes in the field of contract and corporate law, as well as in the field of legal protection of intellectual property. JSS "Sistema Lawyer" is the first legal reference system of practical explanations from judges. Official website - www.1jur.ru.

Consequently, unless otherwise follows from the contract for the provision of paid services and the essence of the relationship, the customer is obliged to pay the contractor the agreed price after the counterparty has properly fulfilled the obligations stipulated by the contract (that is, after the provision of services). The contractor has the right to require the customer to pay an advance or a deposit only in cases and in the amount specified in the law or contract (clause 2 of Article 711 of the Civil Code of the Russian Federation). In other cases, the customer’s failure to fulfill the obligation to pay the advance grants the contractor the rights provided for in paragraph 2 of Art. 328 Civil Code of the Russian Federation. Clause 2 of Art. 781 of the Civil Code of the Russian Federation provides that in the event of impossibility of performance due to the fault of the customer, services are subject to payment in full (resolutions of the North-Western District AS of May 13, 2016 N F07-2670/16, Moscow District AS of 03/09/2016 N F05- 1612/16).

Service agreement

The Customer pays for the Services in the following order (select the required one/it is possible to establish a different payment procedure): part of the cost of the Services in the amount of () rubles, including VAT () rubles, the Customer pays before the Contractor begins to provide services (advance payment), the remaining part the cost of Services in the amount of () rub., including VAT () rub., the Customer pays within days after the Parties sign the Acceptance Certificate for the services provided. 3.3. All payments under the Agreement are made by bank transfer by transferring funds to the settlement account specified by the Contractor. The Customer's payment obligations are considered fulfilled on the date of crediting funds to the correspondent account of the Contractor's bank.

What mistakes are made most often when formulating settlement procedures 4. Responsibility of the parties 4.1. For violation of the terms of provision of Services (clause.

Agreement for the provision of services: conditions, procedure for conclusion and termination

The party to the obligations assumed. 5.3.3. To change the volume of services and amounts under this Agreement, upward or downward, having previously agreed with the other Party, in this case an additional agreement to this Agreement is drawn up and signed, which is an integral part of this Agreement. 6. Responsibility of the Parties under this Agreement 6.1. The Parties are responsible for failure to fulfill their obligations under this Agreement in accordance with current legislation Russian Federation. 6.2. In case of untimely provision of services due to one’s own fault, provided for in Appendix No. 1 of this Agreement, the Contractor shall pay the Customer a penalty in the amount of 0.01% of the cost of the unprovided volume of services, starting from the 3 (third) day of delay, but not more than 5 (five) % of the amount of this Agreement, in accordance with clause 2 of this Agreement.

The rights and obligations of the parties in the provision of consumer services are regulated by the law “On the Protection of Consumer Rights”, as well as the rules of consumer services for the population. In most cases, an agreement for the provision of services is drawn up in writing, although an oral agreement is also allowed between citizens if the cost of the services does not exceed 10 thousand rubles. As for household services, the contract for their performance can be drawn up as in standard form, and by filling out a receipt.

Attention

At the same time, it must reflect all the essential terms of the contract. If a household service is performed directly in the presence of the customer, then it is enough for the contractor to issue a cash receipt or other document confirming payment. The form of a standard contract for the provision of services can be found on our website.

Rules and procedure for payment under a service agreement

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Payment procedure under the service agreement
Payment procedure under a paid services agreement
Payment procedure in the service agreement

Rules and procedure for payment under a service agreement Reimbursement of expenses - how is their cost reflected in the agreement? In the conditions on the procedure for settlements under a service agreement, a requirement for compensation for the contractor’s expenses may be displayed (clause 2 of Article 709 of the Civil Code).

3. terms of payment for services under this agreement

In case of late payment for the services provided for in this Agreement, the Customer shall pay the Contractor a penalty in the amount of 0.01% of the cost of the unpaid final payment amount, starting from the 3 (third) day of delay, but not more than 5 (five)% of the amount of this Agreement , in accordance with clause 2 of this Agreement. 6.4. Payment of penalties does not relieve the guilty Party from fulfilling its obligations under this Agreement. 6.5. The parties take all measures to fulfill their obligations under this Agreement and bear responsibility for their failure to fulfill them. Liability measures of the Parties not provided for in this Agreement are applied in accordance with the norms of civil legislation in force on the territory of the Russian Federation. Customer () Contractor () 6.6.

Service agreement sample (standard form)

Standard form of contract for the provision of services » » 201 Romashka LLC, hereinafter referred to as the “Customer”, represented by general director, acting on the basis of the Charter, on the one hand, and Odnodnevka LLC, hereinafter referred to as the “Contractor”, represented by the director acting on the basis of the Charter, on the other hand, have concluded this Agreement on the following: What mistakes are made most often in the preamble agreement 1. Subject of the agreement 1.1. The Contractor undertakes to provide the Customer with the services (hereinafter referred to as the Services) named in the List of services provided, which is an integral part of the Agreement (Appendix No. 1), and the Customer undertakes to pay for these Services. 1.2. The Contractor undertakes to provide the Services personally. 1.3. The terms for the provision of Services are defined in the List of services provided (Appendix No. 1).

What mistakes are made most often in the subject of the contract 2. Procedure for delivery and acceptance of services 2.1.
Limited Liability Company “IT-Expert” (LLC “IT-Expert”), hereinafter referred to as the “Contractor”, represented by Director Alexey Nikolaevich Murzin, acting on the basis of the Charter, and (name of the organization) hereinafter referred to as “Customer”, represented by , acting on the basis of (position, full name), collectively referred to as the “Parties”, and separately as the “Party”, have entered into this Agreement (hereinafter referred to as the “Agreement”) as follows:

Subject of this Agreement

The Contractor undertakes to provide implementation services software(CRM systems), and the Customer accepts and pays for them. The stages and timing of joint (type) actions of the Contractor and the Customer are given in Appendix No. 1, which is an integral part of this Agreement.

Possible payment options under the agreement

Rights of both Parties 5.3.1. Demand that the other Party fulfill its obligations under this Agreement. Payment procedure in a service agreement Such conditions, as a rule, include conditions about who buys necessary materials, the procedure for payment and acceptance of work, guarantees of the quality of work performed, expiration date, documents and accessories. The condition on the price of the services provided is not an essential condition. If there is no such condition in the contract, the price is determined according to the rules of paragraph.

3 tbsp. 424 1 st. 161 Civil Code).

The general provisions on contracts (Articles 702 - 729 of the Civil Code) and provisions on household contracts (Articles 702 - 729 of the Civil Code) apply to the contract.

How to draw up a service agreement correctly

Upon provision of the Services, the Contractor submits to the Customer for signing the Acceptance Certificate for Services Rendered (Appendix No. 2) in two copies. 2.2. Within 7 days after receiving the Certificate of Acceptance and Delivery of Services Rendered, the Customer is obliged to sign it and send one copy to the Contractor, or, if there are deficiencies, provide the Contractor with a reasoned refusal to sign it. 2.3. If there are deficiencies, the Contractor undertakes to eliminate them within 14 days from the date of receipt of the relevant claims from the Customer.
2.4. Services are considered provided from the moment the Parties sign the Certificate of Acceptance and Delivery of Services Rendered. 3. Contract price and payment procedure 3.1. The total cost of the Services is () rubles, including VAT () rubles. 3.2.
Agreement Contractor and Customer Prepayment under the Contract - 40% Upon payment by the Customer Receipt of payment to the account of the Contractor Customer Installation of a CRM system Within two working days after receiving an advance payment from the Customer, the CRM system is installed and available for use by the Customer's employees Contractor User training (up to 8 people) in the amount of four academic hours Within two working days after installing and configuring the CRM Customer user training was carried out by the Contractor Final payment under the Agreement - 60% Upon payment by the Customer in accordance with clause 3.2 of this Agreement Receipt of payment to the account of the Contractor Customer Technical support, consulting Within three weeks from the date of signing this Agreement Technical support and consulting Contractor Customer: (Position) (Signature) (Full name) M.P.

The procedure for settlements under a service agreement is determined by the parties in the relevant clause. You will learn further in the article about what types of calculation there are and how best to display them in the contract.

Features of reflecting the terms of remuneration in a service agreement

According to paragraph 1 of Art. 779 of the Civil Code of the Russian Federation, the customer must make payment for the services provided. The procedure and terms of payment are determined by the parties in the contract for the provision of services (clause 1 of Article 781 of the Civil Code). At the same time, as the Constitutional Court of Russia explained in Resolution No. 1-P dated January 23, 2007, the condition for payment of remuneration cannot be made dependent on the achievement or non-achievement of the result that the customer is counting on.

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For example, payment for legal services cannot depend on what court decision will be made as a result of the provision of such services. Thus, the essential terms of the contract include its subject matter, and the legislator has not assigned it the achievement of a certain result. The subject implies the implementation by the contractor of the ordered type of activity, for which a remuneration must be paid.

Based on clarifications Constitutional Court we can conclude that the parties, when concluding an agreement for the provision of paid services, are free to choose in relation to setting the price, procedure and amount of payment, as well as the timing of performance. In this case, the type of services provided, which is the subject of the contract, cannot be changed even by agreement of the parties. But the amount and timing of payment can vary even during the execution of the contract - by making changes bilaterally.

Types of remuneration under a service agreement

As for the prescribed conditions for remuneration to the contractor for services rendered, they can be different:

Payment of the agreed amount upon completion of the contract. The parties, as a rule, stipulate a payment period - for example, within 3 days after signing the act of provision of services.
Payment of remuneration and compensation of expenses of the performer. They can be paid on the same day based on the invoice issued by the contractor, or remuneration can be paid based on the results of the services, and compensation - during the execution of the contract or later, after providing all supporting documents.
Prepayment - in one hundred percent amount or in some part (50%, 25% or a fixed amount). Due to the fact that to contracts for the provision of services, in accordance with Art. 783 of the Civil Code, the provisions on contracts and household contracts are applicable, in accordance with paragraph 1 of Art. 711 of the Civil Code, the contract may also provide for prepayment, either in full or in part (Article 735 of the Civil Code). Prepayment is required before services are provided. A certain deadline is also set for its submission - for example, within 5 days after signing the contract. The final payment, as a rule, is made based on the results of the provision of services by the contractor.

Compensation for expenses - how is their cost reflected in the contract?

In the conditions on the procedure for settlements under a service agreement, a requirement for compensation for the contractor’s expenses may be displayed (clause 2 of Article 709 of the Civil Code). Also, in contracts for the provision of paid services, the price may not be displayed - then the customer will have to pay for the services received at a comparable cost for a similar type of service (clause 3 of Article 424 of the Civil Code).

Therefore, in order to avoid misunderstandings in the future, it is recommended that the contract immediately clearly state how and in what amount the contractor’s remuneration is paid and how his costs are compensated by the customer (are included in the contract price or are paid in addition later upon provision of documents confirming the expenses). Thus, the contractor’s expenses can be expressed as a percentage of the amount of remuneration, or can be calculated according to the estimate or in fact - in rubles.

Expenses, if their amount is known at the time of concluding the contract, are included immediately in the price of the contract or are reflected separately in one of its points, in the estimate/calculation, which are attached to the contract as an integral part of it. If the amount of expenses is unknown at the time of concluding the contract, then it states that the customer undertakes to compensate all the contractor’s expenses associated with the execution of the assigned task.

The procedure for making payments is determined by the parties when concluding the agreement. At the same time, the very fact of payment of remuneration to the contractor cannot depend on the result of his activities. The customer pays for the contractor to provide certain services on his behalf.

The amount of remuneration is either immediately determined in a fixed amount, or may contain a constant part and a variable part (expenses that are compensated by the customer), or the contract may not indicate the amount of payment at all, then the calculation is made in comparable prices for the same services. Payment can be made on a full/partial prepayment basis or in full upon completion of the services.