Parties under a service agreement. Essential terms of the contract

The essential terms of the service agreement include the conditions that determine the specific type of service provided (clause 1 of article 779 of the Civil Code of the Russian Federation), i.e.:

1. The subject of the contract for the provision of services for compensation (according to Articles 432, 703, 779 of the Civil Code of the Russian Federation) are specific services, therefore it should be clear from the contract what services will be provided.
2. Other conditions that are provided for in industry regulations (for example, the Law of December 30, 2008 No. 307-FZ “On Auditing Activities”, the Law of November 24, 1996 No. 132-FZ “On the Basics of Tourism Activities in the Russian Federation”, the Law “On Education in RF”, etc.) or the parties consider it essential (according to Article 432 of the Civil Code), i.e. such conditions under which, at the request of one of the parties, an agreement must be reached.

Contract for services

Civil Code, the provisions on the contract and household contract are applicable, in accordance with paragraph 1 of Art. 711 of the Civil Code, the contract may also provide for an advance payment, both in full and in part (Article 735 of the Civil Code). Prepayment is due before the service is rendered. For its introduction, a certain period is also set - for example, within 5 days after the signing of the contract.

The procedure for settlements under the service agreement

Compensation of expenses - how are their costs reflected in the contract? In the conditions on the procedure for settlements under a service agreement, a requirement to compensate the contractor's expenses may be displayed (clause 2 of article 709 of the Civil Code). Also, in contracts for the provision of services for a fee, 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 (p.
3 art. 424

GK). Therefore, in order to avoid misunderstandings in the future, it is recommended to immediately clearly state in the contract how, in what amount, the contractor's remuneration is paid and how his costs are compensated by the customer (they are included in the price of the contract or paid extra when providing documents confirming the expenses). So, the contractor's expenses can be expressed as a percentage of the amount of remuneration, and can be calculated according to the estimate or in fact - in rubles.

Payment procedure in the service agreement

The price of this agreement consists of remuneration to the Contractor in the amount of () rubles. And the amount of the Contractor's costs in the amount of () rubles. 3.2.
The price of this agreement is: RUB. 3.3. Payment by the Customer to the Contractor of the price of the contract is carried out by transferring funds to the settlement account of the Contractor specified in this contract. 4. Liability of the parties 4.1. For violation of the term for the provision of the Services specified in paragraph.
1.3 of this agreement, the Contractor pays the Customer a fine in the amount of % of the contract amount and a penalty at the rate of % of the contract amount for each day of delay. 4.2. Measures of responsibility of the parties not provided for in this agreement are applied in accordance with the norms of civil law in force in the territory of Russia.
4.3. The payment of the penalty does not release the Contractor from the fulfillment of the non-obligations or the elimination of violations. 5.

Rules and procedure for payment under a service agreement

For its introduction, a certain period is also set - for example, within 5 days after the signing of the contract. The final settlement, as a rule, is made based on the results of the provision of services by the contractor. Price and calculations software to his desires and needs. The Contractor shall not be liable for any losses, damages, regardless of the reasons for their occurrence, (including, but not limited to, special, incidental or consequential damages, losses associated with lost profits, interruption of commercial or production activities, loss of business information , negligence, or any other damages) arising from the use or inability to use the software.

Price and settlements contract for the provision of services

Limited Liability Company "IT-Expert" (LLC "IT-Expert"), hereinafter referred to as the "Contractor", represented by Director Murzin Alexey Nikolaevich, acting on the basis of the Charter, and (name of organization) hereinafter referred to as the "Customer", represented by , acting on the basis of (position, full name), collectively referred to as the “Parties”, and individually as the “Party”, have concluded this Agreement (hereinafter referred to as the “Agreement”) as follows:

1. Subject of this Agreement

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

Service Agreement

The Customer pays for the Services in the following order (choose the necessary one / it is possible to establish a different payment procedure) - before the Contractor begins to provide the Services (advance payment). — within days after the signing by the Parties of the Certificate of acceptance and delivery of the Services rendered. - part of the cost of the Services in the amount of () rubles, including VAT () rubles, the Customer pays before the start of the provision of services by the Contractor (advance payment), the remaining part of the cost of the Services in the amount of () rubles, including VAT () rubles ., The Customer pays within days after the signing by the Parties of the Certificate of acceptance and delivery of services rendered. 3.3. All settlements under the Agreement are made in a cashless manner by transferring funds to the settlement account specified by the Contractor. The Customer's payment obligations are considered to be fulfilled on the date the funds are credited to the correspondent account of the Contractor's bank. four.

Contract for the provision of services

Types of remuneration under a service agreement As for the prescribed conditions for remuneration to the contractor for the services rendered, they can be different:

• Payment of the agreed amount upon completion of the contract. The parties, as a rule, stipulate the term of payment - for example, within 3 days after signing the act on the provision of services.
• Payment of remuneration and compensation of expenses of the contractor.

  
  They can be paid on the same day on the basis of an invoice issued by the contractor, or remuneration can be paid as a result of the performance of services, and compensation - in the course of the contract or later, after the provision of all supporting documents.

• Prepayment - in one hundred percent or in some part (50%, 25% or a fixed amount). Due to the fact that the contracts for the provision of services, according to Art.

Standard contract for the provision of services

Attention

Contract for the provision of services They can be paid on the same day on the basis of an invoice issued by the contractor, or remuneration can be paid as a result of the performance of services, and compensation - in the course of the contract or later, after the provision of all supporting documents.

• Prepayment - in one hundred percent or in some part (50%, 25% or a fixed amount). Due to the fact that, according to Article 783 of the Civil Code, the provisions on contracting and domestic contracting are applicable to contracts for the provision of services, in accordance with paragraph

1 st. 711 of the Civil Code, the contract may also provide for an advance payment, both in full and in part (Article 735 of the Civil Code). Prepayment is due before the service is rendered.

For example, payment for legal services may not depend on what a court decision will be made as a result of the provision of such services. Thus, its subject matter belongs to the essential terms of the contract, and the legislator has not secured the achievement of a certain result for it. As a subject, the implementation of the ordered type of activity by the contractor is implied, for which remuneration must be paid. Based on the clarifications of the Constitutional Court, it can be concluded that the parties, when concluding an agreement on the provision of services for a fee, are free to choose the price, procedure and amount of payment, as well as the timing of performance.

Important

At the same time, 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 in the process of fulfilling the contract - by making changes on a bilateral basis.

A service agreement is one of the most common agreements. It is in this legal form that communication services, medical, consulting, those related to education, etc. are clothed. We would like to note that it is sometimes quite difficult to draw a clear line between services and work (for example, equipment repair). How to enter into transactions for the provision of services, and what are the varieties of this agreement, you can find out further.

What is a service?

A service is an activity, the result of which cannot have a material expression, it must be fully implemented and consumed in the process of its implementation. Work is considered to be an activity that has a purely material expression. The contract for the provision of services implies that the contractor must perform certain actions, and the customer, accordingly, is obliged to pay for them. The rules of the agreement on the provision of services for a fee are regulated by the Civil Code. Chapter 39 of the Civil Code of the Russian Federation applies to a fairly wide range of services:

Audit;

informational;

medical;

Consulting;

Veterinary;

Tourist;

Training services, etc.

What is not included in services?

It should be noted that the following types of agreements do not apply to service contracts:

Work agreement;

For technical work;

commissions;

For the implementation of development work;

Transportation;

Bank account;

transport expedition;

storage;

bank deposit;

Trust management of property.

Subject of the contract

As already mentioned, the subject of such contracts is exclusively an intangible service. Since the quality of its provision directly depends on the person who will provide it, such a service must be performed by the contractor personally (unless the parties have indicated otherwise in the contract). Such an agreement must be made in writing. Each of the participants should also have a copy of such an agreement in their hands. Customers can be legal entities, individual entrepreneurs and capable individuals. The same circle of persons may be involved as a performer.

We draw up a contract

To draw up a correct contract for the provision of services, it is necessary to strictly adhere to the provisions of the Civil Code of the Russian Federation:

Be sure to indicate the subject of the agreement; moreover, it is not enough to write “marketing research”, it is necessary to specify point by point what kind of activity it will be;

Specify all due powers and obligations of the parties;

Set clear deadlines within which activities must be completed;

It would also be useful to indicate the criteria by which the quality of the service will be determined;

In such an agreement, of course, the price of the contractor's services is prescribed;

Do not forget to also determine the responsibility of the participants in the transaction; it is also desirable to prescribe in the agreement the amount of compensation in case of unilateral refusal of it.

Features of the contract

In some cases, it is possible to conclude a contract for the provision of services only with those entities that have a license for such activities. For example, if we are talking about an agreement on the provision of medical care, then the medical institution must have a license. At the same time, it must be valid, and for those types of medical care for which, in fact, you applied. If the hospital provides care to patients without a license, it will face liability. In addition, if the performer does not have a license, then this agreement in court may be declared invalid. That is, such an agreement will not have any legal weight. The following rule can also be attributed to the features of the service agreement: in some cases, the general provisions on the contract and household contract apply to the service contract.

Termination of the contract

It is worth emphasizing that, unlike other types of transactions, a civil law contract for the provision of services can be terminated not only by mutual agreement of the parties, but also by one of its participants (executor or customer) unilaterally. The law provides that the customer may withdraw from the contract, provided that he compensates the contractor for all costs incurred by him. In addition, the customer can refuse the services of the contractor both before the start of the provision of the service, and already directly in the process of its provision. The contractor, in turn, also has the authority to withdraw from the contract. If such a refusal causes losses to the customer, the other party is obliged to compensate them.

Agency contract

An agency contract for the provision of services is an agreement between the principal (actually the guarantor) and the agent (intermediary, executor), according to which the first orders the provision of certain services by the second person (legal services, etc.) on behalf of the principal or directly on behalf of the agent. For such actions, the agent is entitled to a reward.

Mandatory conditions

To conclude an agency agreement in accordance with all the rules, it is necessary to indicate:

The function that the agent must perform;

Will he act on his own behalf or on behalf of the customer;

How will he report to the principal;

The amount of the fee and the timing of its payment;

Obligations and rights of the parties;

Are there any restrictions on the authority of the agent;

Terms of termination of the agreement;

Responsibility of the parties.

Certain types of contract

A variation of the contract under consideration is an agreement for the provision of consulting services. They can be both long-term and one-time. This type of contract is often concluded between different professionals and companies. The following consulting services are most popular: legal, financial, strategic, advertising, information. In the process of making various real estate transactions, a realtor agreement is often used. Many businessmen turn to marketing agencies to promote their brand in the modern world. Such companies usually provide a lot of services: defining target audiences, developing a brand profile, drawing up a brand strategy, etc. In addition to all these types of agreements, there are many others, and every day there are more of them. Therefore, to list them all within the framework of one article is simply unrealistic.

Important highlights

As it turned out, the contract for the provision of services has its own specifics. Therefore, his conclusion must be taken more than seriously. In addition, the customer may terminate such an agreement, in fact, at any time. So the performer is initially interested in the quality performance of the agreed actions, otherwise he may lose his earnings. Also, do not forget that when concluding such contracts, the contractor is often required to have a license. If an individual or an enterprise does not have a license, there is simply no point in concluding an agreement with him. Indeed, in the event of disagreement in court, such an agreement is declared invalid, and it will be extremely difficult to receive, for example, compensation for losses.

You have access to the contract designer. Just log in to the 1C-Start portal and create your service agreement in 11 minutes. More detailed material on service contracts below.

Under the contract for the provision of services for a fee, the contractor undertakes, on the instructions of the customer, to provide services, i.e. perform certain actions or carry out certain activities, and the customer undertakes to pay for these services.

A service is an activity or certain actions of the performer aimed at meeting the needs of another person (security, health, education, communication, information, etc.). The service does not have a material result and is inseparable from the identity of the performer. The same service rendered by different contractors can have different results. To provide certain types of services, such as medical, educational or communication services, the contractor is obliged.

The Civil Code regulates the provision of paid services in articles 779 - 783. These articles apply to services such as:

• medical and veterinary;
• audit and consulting;
• information and training services;
• tourism services, communication services, etc.

The list of types of services specified in Article 779 of the Civil Code of the Russian Federation is not complete, but when concluding a contract for services that are not on this list, care must be taken to ensure that the contractor's activities are not subject to other civil law norms.

For example, such services as transportation, storage, commission, order, bank deposit and bank account, research and development work are considered by special chapters of the Civil Code of the Russian Federation. In addition, household contracting is also applied to the service contract.

How to conclude a service agreement

In order for a service contract to be considered concluded, it is sufficient to comply with a simple written form of the transaction. At the same time, if the parties decide to conclude a service agreement in a certain form (notarization; signing each page of the agreement; a form of a certain sample; mandatory annexes to the agreement, etc.), then failure to comply with this form will entail the nullity of the transaction.

A simple written form of a transaction for a service contract is understood to mean any of these methods:

• the parties sign a service agreement in the form of a single document;
• the customer and the contractor exchange written documents using postal, telephone, electronic or other communications;
• the customer or contractor who received the offer, i.e. an offer to conclude an agreement, performs actions on the proposed conditions (pays an invoice for services or begins to provide them) or expresses his consent to the terms of the offer in writing.

A document confirming the conclusion of a service agreement may also be an invoice-agreement. The parties draw up it at their discretion, but it must contain a description of the service, an invoice for its payment, details of both parties. Account-agreement is not very popular in Russian practice, because. does not allow to take into account a lot of contractual conditions, which, although not named essential, are important for the parties to the service contract.

Essential terms of the service agreement

The essential condition of the service contract in the Civil Code is one thing - its subject, i.e. specific actions or activities of the performer. If the subject of the service agreement is not described in the text, then such an agreement may be recognized as not concluded, which means that the contractor will not be able to demand payment for services from the customer. But the customer, under a service agreement with an inconsistent subject, may require the contractor to return the advance paid as unjust enrichment with the accrual of interest for the use of other people's money.

If, for example, such a general concept as “household services” is indicated as the subject of a service contract, then the court may consider that the subject of the contract is not specified and agreed upon by the parties, therefore, when drawing up the contract, it is worth applying the characteristics of the types of activities specified in the OKVED and OKUN classifiers .

In addition to the very description of the activities of the contractor under the service agreement, it is also necessary to indicate the scope of services (in cases where this is necessary). For example, this may be the number of hours of oral consultations or documents drawn up, the area of ​​​​the cleaning room, the volume of household waste removed, etc.

In some cases, the subject matter of the service contract must describe the place where the service is provided. So, when providing security services, it is necessary to indicate the specific object to be protected. It can also be an indication of the location of the land on which the harvest will be carried out, the place of the entertainment event, the address of the territory from which the garbage should be removed. Finally, when providing services such as maintenance of equipment or machinery, it is necessary to describe the equipment itself, which is subject to maintenance. Thus, the more detailed the subject of the contract is described when concluding a service contract, the less the risk of disputes between the parties about the proper performance of their duties.

• terms for the provision of services (just like in a contract, the parties can indicate the initial, intermediate and final dates);
• service quality (here, for example, you can specify the requirements for the qualification of the contractor, the use of certain equipment, compliance with GOST or SanPiN standards, etc.);
• the procedure for the delivery and acceptance of services rendered;
• cost of services and payment procedure;
• the possibility of providing services by the contractor not personally, but through the involvement of third parties.

How to early terminate the contract for the provision of services

The quality of any service is difficult to assess initially, from the outside, so the customer may at any time have a desire to terminate the contract for the provision of services by a specific contractor - due to the poor quality of the service, violation of the terms of its provision, or simply loss of interest in the service. The contractor may also have reasons for terminating the service contract, for example, due to late payment for services by the customer or changes in the market situation, when the agreed cost of the service does not cover the costs of the contractor for its provision.

You can terminate the service agreement early in the following order:

• by agreement of the parties;
• due to unilateral refusal to further perform the contract;
• judicially.

The easiest way to terminate the service agreement by agreement of the parties. The reason why the parties agreed to terminate the contract does not matter, the main thing is that the text of the contract does not contain a prohibition on this. Usually, an agreement to terminate the service agreement is drawn up in writing and signed by both parties, but even if one of the parties does not sign it, it can show by its actions that it complies with the terms of the agreement (for example, return the advance payment).

The opposite is also true - if the parties signed an agreement to terminate the contract, but at the same time continue to fulfill the contractual terms (sign acts of acceptance of services, make new applications for their provision, make an advance payment), then the service contract will be considered valid.

Termination of an agreement unilaterally may be motivated or unmotivated. With a reasoned refusal, the customer may withdraw from the service contract and demand compensation for losses from the contractor in the following cases:

• the contractor did not start the provision of services in a timely manner;
• during the provision of services, it becomes obvious that they will not be provided properly (at the same time, the contractor did not eliminate the shortcomings within the time period specified by the customer);
• services were provided with significant or irreparable shortcomings;

The motives for refusal of the contractor to provide services may be as follows:

• the customer, despite the contractor's warning, did not replace the unsuitable or low-quality materials / equipment provided by him, necessary for the provision of the service;
• the customer did not submit technical documentation or other documents in a timely manner, due to which the contractor cannot start providing the service;
• the actions of the customer impede the performance of the service contract by the contractor (for example, restrict his access to the territory of the customer);
• the customer violates the terms of payment for services or repeatedly delays payment, etc.

The facts of violation by the parties of their contractual obligations must be documented, otherwise the counterparty may appeal the unilateral refusal in court and recognize the service agreement as valid.

But each party to the service contract has the right to unmotivated (without any good reason) cancellation of the contract, and it can do this at any time - before the start of the provision of services or in the process of their provision. One party must notify the other of the unilateral withdrawal from the service contract in writing. In this case, the customer must pay the contractor all the expenses actually incurred by him until the moment of unilateral refusal, and the contractor must fully reimburse the customer for losses (if the customer can prove their existence).

To terminate the service agreement judicially You need to apply to the arbitration court with a claim for recognition of the contract as terminated. The grounds for such a termination procedure are applicable to any types of contracts, and both the customer and the contractor can go to court. It can be:

• a material breach of the contract by the other party, due to which the party is largely deprived of what it was entitled to expect when concluding the contract (for example, the contractor violated the term for the provision of the service, and its later provision is impossible for the customer);
• a significant change in the circumstances from which the parties proceeded when concluding the contract (this may be a significant increase in the cost of materials and equipment that the contractor uses when providing the service);
• other reasons provided by law or contract.

Before filing a lawsuit, a party must apply to the other party with a proposal to terminate the service contract and receive a refusal or wait for the expiration of the period for which the answer should have been received (usually 30 days, but the contract may specify other term).

Similarities between a service contract and an employment contract

Some types of services may be similar to the labor function that the employee performs under an employment contract. These are, for example, legal, security, advertising, marketing services.

We have already considered the difference between an employment contract and a civil service contract. If you, as a customer, engage an individual to provide services, read about the cases in which there is a risk of recognizing a service contract as an employment contract, and how to avoid this.

The essential terms of the contract for the provision of services must be observed in it.

Without their indication or if the data is filled in incorrectly, problems may arise with the recognition of the agreement as invalid.

To prevent this from happening, and the transaction took place, special attention should be paid to the correct drafting of the contract.

This is the only way to protect the participants in the transaction from abuse and fraud.

The Civil Code of the Russian Federation in the article defines the contract for the provision of services for compensation.

Paragraph one of this article states that such a contract is recognized under which one party, the contractor, is obliged, within the framework of the agreement, to provide certain services in favor of the customer, and the second, in turn, must pay for them.

Clause 2 of Article 779 of the Civil Code of Russia defines a list of possible varieties of such an agreement.

These include transactions for the provision of medical, information, educational and other services.

Form and decoration

Theoretically, a service agreement can be concluded verbally between the parties.

They have the right to agree on the conditions for fulfilling the customer's tasks, terms and payment, etc.

However, this threatens with a lack of timely payment for the contractor or poor-quality work for the customer.

To avoid problems and disagreements, it is better to draw up a contract for the provision of services strictly in writing. It is signed by the parties, which means their agreement with the terms of the transaction.

Documents of this type can be drawn up in a simple written form, which means that there is no obligation to certify them with a notary. This can be done if the participants in the transaction fear that errors may be made during self-compilation.

The law does not prohibit the involvement of specialists in the case, if the parties so desire. However, going to a notary public will make the transaction process more expensive.

Structure and content

The contract usually consists of several clauses and has a special structure. At the very beginning, its name is indicated, below the place and date of its conclusion. The body of the document then contains the following sections:

• Subject. This should contain data about the service itself, describe all the important points of its execution.
• Validity. This section contains information on the date of entry into force of the agreement and its termination.
• The term of the service. It is necessary to establish the period in which the contractor must perform the service that is provided for by the agreement.
• Rights and obligations of the parties. The clause should contain all the important obligations of the contractor and the customer in relation to each other. The parties may modify the standard form of the contract and include in this paragraph all the parameters that they consider necessary.
• The procedure for terminating the agreement. The paragraph contains the conditions under which the parties can terminate the contract and the consequences of such actions. There may be an exhaustive list of all circumstances, the occurrence of which entails the termination of the agreement.

The conclusion must contain signatures, details of the parties. In addition, the participants in the transaction have the right to independently supplement the text with clauses on the resolution of disputes and other nuances of the transaction that may arise in the course of cooperation.

Terms of an agreement

Any agreement is based on the conditions that the parties put forward regarding the quality of the service performed and payment for it.

The participants in the transaction have the right to independently determine the conditions that should be stipulated in the contract.

However, there are some of them that should be taken into account and written out in the text of the agreement without fail.

These include:

• Put forward for the service being performed, including quality requirements, etc.
• Conditions for acceptance of completed work and refusal of it. However, in the event of a refusal due to reasons beyond the control of the contractor, the customer must reimburse all current costs incurred by the contractor.
• Rules and terms of payment, method of transferring money, etc.
• Actions of the parties in disputable situations, the procedure for resolving disagreements, etc.

The rule on the personal performance of services is established by law in an article of the Civil Code of the Russian Federation. That is why if no additional conditions on this matter are provided in the contract, the personal provision of the service by the contractor is assumed.

In addition to the subject of the transaction and payment for the work performed, other conditions are considered additional and are negotiated by the parties at their own discretion.

Essential terms of the contract for the provision of services

The law provides for the conditions, without the exact inclusion of which in the text of the contract, it cannot be considered valid.

This means that the absence of certain data in the text of the agreement automatically entails its invalidity.

Such in the case of a contract for the provision of services is the subject of the contract.

It should be clearly described in the text, i.e. it should be clear what kind of service is provided. Payment should also be specified in the text of the document, since the customer undertakes to pay it.

The exact list of essential terms of the contract for the provision of services for compensation is not specified in the law. However, within the meaning of Article 779 of the Civil Code of the Russian Federation, it follows that it is the condition on the subject and payment that are essential.

Common Mistakes

In the preparation and interpretation of the contract for the provision of services, errors sometimes occur. The most common and dangerous of them is the absence of an essential condition. In the event of a controversial or ambiguous situation, the interested party can take advantage of this fact and challenge the contract in court. This may lead to its invalidation, and all the corresponding consequences.

In addition, this agreement is often confused in meaning and essence with a work contract.

The first implies the commission of some action in favor of the customer, while the second, despite the initial similarity, implies a different result.

Under the contract agreement, the performer also performs actions, but the results will be a specific subject (object), separable from the activity itself.