Types of contract of sale. Types of sales contract: general characteristics Contents of the sales contract in brief

Contract of sale- an agreement under which one party (seller) undertakes to transfer a thing (goods) into the ownership of the other party (buyer), and the buyer undertakes to accept this goods and pay a certain amount of money (price) for it.

This agreement is:

• Consensual. This means that the contract is considered concluded from the moment all the essential conditions are agreed by the parties;
• compensated- an agreement under which a party must receive payment or other consideration for the performance of its obligations;
• synallagmatic (mutual) A contract in which each party has obligations.

Parties sales contracts are:

• Seller (person who transferred the goods);
• Buyer (person who accepted the goods)

Goods under a contract of sale- any things, both movable and immovable, as well as both individually defined and defined by generic characteristics. Also, a sales contract can be concluded for the sale and purchase of future goods, that is, those that have not yet been created. Also, the object of sale may be some property rights.

Purpose of the sales contract- transfer of ownership of a thing that serves as a commodity from the seller to the buyer. As a general rule, the purchaser of a thing under a contract arises from the moment of its transfer, unless otherwise provided by law or the contract.

Significance of the contract of sale is that this contract is the most universal form of commodity-money exchange.

Terms of the contract of sale

Terms of the contract of sale- an essential condition that is important for the conclusion of a contract of sale.

Mandatory conditions sales contracts are:

• Name of product;
• The quantity of goods (or the procedure for determining the quantity of goods).

The dispositive conditions are:

• Product quality. If the contract does not contain a condition on quality, then the buyer, as a general rule, is obliged to transfer to the buyer the goods suitable for the purposes for which it is intended;
• Completeness of goods. In the absence of conditions on completeness, it is determined based on the customs of business turnover or other commonly required requirements;
• Container and packaging. As a general rule, the seller is obliged to hand over to the buyer the goods in tare or packaging, with the exception of goods which by their nature do not require this;
• The main duty of the seller is Transfer to the buyer of the goods that are the object of sale, in, contractual or in accordance with the rules for the execution of an indefinite;
• Buyer's Primary Responsibility- to accept the goods transferred to him. That is, the buyer must take all necessary actions to allow the seller to transfer the goods to him.

Types of sales contracts

The following contracts are separate types of purchase and sale contracts:

• Retail sale and purchase agreement;
• Contract for the supply of goods;
• Contract for the supply of goods for state needs;
• contracting agreement;
• Energy supply contract;
• Contract for the sale of real estate;
• Company sale agreement.

Retail sales contract- an agreement under which the seller, carrying out entrepreneurial activities in the sale of goods at retail, undertakes to transfer to the buyer goods intended for personal, family, home or other use not related to entrepreneurial activity.

Features of the agreement:

• subject composition. On the side of the seller is always a person engaged in entrepreneurial activity. The buyer is most often;
• Publicity of the contract. The contract may be concluded using public offer(offering goods to an indefinite circle of persons);
• Subject of the contract. It is a product intended for personal, family, household or other use not related to business activities. That is, the purpose of purchasing goods are domestic.

Contract for the supply of goods

Contract for the supply of goods- an agreement under which the seller (supplier), carrying out entrepreneurial activities, is obliged to transfer, within the stipulated time or terms, the goods produced or purchased by him to the buyer for use in entrepreneurial activity or for other purposes not related to personal, family and other similar use.

Features of the agreement:

• subject composition. Parties to the agreement are only persons engaged in entrepreneurial activities;
• Subject of the contract. It is a product that is not intended for personal, family, home or other use not related to entrepreneurial activity;
• Special procedure for confinement. An important condition is the presence in the contract of an indication of the delivery time of goods to the buyer. In its absence, the dispositive norm for determining the term is applied;

Significance of highlighting a supply contract lies in the need to ensure a detailed legal regulation of relations between professional participants in property turnover.

Contract for the supply of goods for state needs

One of the types of sale and purchase is the supply of goods for state needs. The peculiarities of these legal relations are caused by the participation in them of such a peculiar subject of civil law as the state, - Russian Federation and its subjects.

Supply contract for state needs- an agreement under which the supplier (executor) undertakes to transfer goods to the state customer or, at his direction, to another person, and the state customer undertakes to ensure payment for the delivered goods.

The supply of goods for state or municipal needs must be carried out on the basis of a state contract, as well as contracts developed in accordance with it for the supply of goods for state needs.

Suppliers (executors) are organizations recognized as winners of tenders held for the purpose of placing government orders, or that have accepted the government order brought to them for execution.

To relations for the supply of goods for state needs, the norms of special laws are subsidiarily applied first, then on the contract for the supply of goods, and finally, the general provisions on the sale.

contracting agreement

contracting agreement- an agreement designed to regulate relations related to purchases from agricultural and peasant (farm) farms of agricultural products grown or produced by them.

Under a contracting agreement, the seller (manufacturer of agricultural products) undertakes to transfer the grown (produced) agricultural products to the buyer-producer, which is the person who purchases such products for processing and sale, and the procurer undertakes to pay for the received agricultural products.

Features of the contracting agreement:

• The need to take into account the influence of natural (natural) factors on the process of agricultural production, as well as its seasonal nature;
• The seller is the weak side, and the buyer is the opposite forte dealing with professional activity on the purchase of agricultural products for the purpose of their processing and sale;
• The object of the contracting agreement is agricultural products produced (grown) on the farm of its producer. We are talking about products that are directly grown (grain, vegetables, fruits, etc.) or produced (live cattle, poultry, milk, sheep's wool, etc.).

Energy supply agreement

Energy supply agreement- an agreement under which the energy supply organization undertakes to supply energy to the subscriber (consumer) through the connected network, and the subscriber undertakes to pay for the received energy, as well as comply with the mode of its consumption, ensure the safety of the operation of the energy networks under his control and the serviceability of the devices used by him related to consumption energy.

Features of the agreement:

• Special item. Energy, unlike things, is a property of matter, that is, the ability to produce useful work and ensure the implementation of various technological operations;
• The parties to the energy supply agreement are the energy supply organization and the consumer (subscriber). Commercial organizations that produce or purchase electrical (thermal) energy and sell it to consumers - citizens or organizations act as an energy supply organization. Subscribers are citizens or organizations using electrical or thermal energy;
• The essential terms of an energy supply agreement are: a) the quantity and quality of energy (characterizing its subject); b) the mode of energy consumption; c) price; d) conditions for ensuring the maintenance and safe operation of networks, instruments and equipment.

Real estate sale agreement

Real estate sale agreement - an agreement under which the seller undertakes to transfer a land plot, building, structure, apartment or other real estate to the buyer's ownership, and the buyer undertakes to accept this property and pay for it determined by the parties price.

Features of the agreement:

• Subject - immovable property with signs of negotiability;
• Sellers and buyers under a contract of sale real estate can be both legal and natural persons. As a general rule, the seller must act as the owner of real estate. The seller may also be a person authorized by the owner by virtue of law or contract;
• The contract for the sale of real estate must be concluded in writing by drawing up a document signed by the parties, and is considered concluded from the moment of its signing (with the exception of the contract for the sale of residential premises). However, the transfer of ownership of real estate from the seller to the buyer is subject to state registration. Therefore, the ownership of real estate arises from the buyer on the basis of a complex legal structure, namely: after the conclusion of the contract and registration. When selling residential premises, the legal structure also includes the registration of the contract of sale itself, which is considered concluded from the moment of such registration.

Under a contract of sale, one party (the seller) undertakes to transfer the thing (goods) into the ownership of the other party (the buyer), and the buyer undertakes to accept this goods and pay a certain amount of money (price) for it.

The contract is paid, mutual, bilateral, consensual (it is considered concluded from the moment when the parties have reached an agreement on all essential conditions. It is also possible to conclude a real contract of sale, in which the contract is executed at the time of its conclusion, for example, when buying goods in a retail networks).

Types of contracts:

• 1) retail purchase and sale;
• 2) supply of goods;
• 3) supply of goods for state needs;
• 4) contracting;
• 5) energy supply;
• 6) sale of real estate;
• 7) sale of the enterprise.

Elements of the contract:

• 1. Subject: a thing (individually determined or generic), including money (currency, collectible rubles), securities.
• 2. Parties: all subjects of the GP with the necessary legal capacity and legal capacity can act. The seller must be the owner of the thing being sold or an authorized person.
• 3. The content of the contract - its conditions. They are considered agreed if the contract allows to determine the name and quantity. Price is not essential. The quality of the goods must comply with the contract. It can be defined by a pattern or a description. They can set higher quality requirements.
• 4. The form of the contract - according to the rules on the forms of the transaction.

The deadline for the seller to fulfill the obligation to transfer the goods to the buyer is determined by the contract by mutual agreement (fixed date of the month and year, the period of time during which the goods must be transferred by the seller to the buyer, etc.).

The obligation of the seller to transfer the goods includes the transfer of the goods to the buyer:

• - the one that is provided for by the contract and within the agreed time (if not, then within a reasonable time);
• - together with accessories and documents (registration certificate, operating instructions, etc.);
• - in the prescribed amount;
• - free from any rights of third parties;
• - in the required assortment, quantity;
• - of appropriate quality, in proper packaging, containers.

The obligation to transfer the goods is considered fulfilled at the moment:

• - delivery of goods to the buyer or the person indicated by him, if the contract provides for the obligation of the seller to deliver the goods;
• - placing the goods at the disposal of the buyer, if the goods must be transferred to the buyer or the person indicated by him at the location of the goods.

The buyer's obligations are to accept the goods and pay a certain price for them (if there are no grounds to demand replacement of the goods or refusal of the goods).

It may also be provided additional responsibilities related to information related to the position of the parties, the subject, methods of execution and enforcement of the contract, insurance, storage of the subject of the contract.

In case of non-fulfillment and improper fulfillment of the contract, the parties have obligations to compensate for the losses caused and to pay sanctions.

The risk of accidental loss or accidental damage to the goods passes to the buyer from the moment when, in accordance with law or contract, the seller is considered to have fulfilled his obligation to transfer the goods to the buyer.

Questions for discussion at the seminar

• 1. The concept, essence and meaning of the contract of sale.
• 2. Subject of the contract of sale.
• 3. Parties to the contract of sale.
• 4. Terms of the contract-purchase-sale.
• 5. Assortment, completeness, quantity and quality of goods.
• 6. Types of sales contracts.

Topics of reports, abstracts

• 1. Purchase and sale agreement: history and modernity.
• 2. The problem of legal qualification of the subject of the contract of sale.
• 3. Rights and obligations of the parties under the contract of sale.
• 4. Eviction of goods in a contract of sale: procedure and consequences.
• 5. Legal regulation of the quality of goods in the contract of sale.
• 6. Features of the contract of retail sale.

When analyzing the subject composition of this agreement, the cadet must remember the general rules of legal capacity (Articles 28, 30, etc.). In addition, it must be taken into account that the seller can be not only the owner, but also the subject of limited property rights (Articles 294, 296 of the Civil Code of the Russian Federation), as well as other authorized persons, such as an agent (Article 1005 of the Civil Code of the Russian Federation), a trustee manager (Article 1012 of the Civil Code of the Russian Federation). In this regard, specific features regarding the procedure, content and form of concluding an agreement may be provided. These requirements can be found not only in the "Purchase and Sale" section, but also in other sections of the Civil Code of the Russian Federation, as well as in other laws and by-laws that determine the legal status of the relevant entities acting as parties to the contract.

Next, the trainee should study in detail the obligations of the parties and the consequences of their non-performance or improper performance. studying individual treaties forming this group of obligations, it is important to remember that the general provisions on sale and purchase apply to specific types unless otherwise provided by special rules.

AT Civil Code In the Russian Federation, a retail purchase and sale agreement, a real estate sale agreement, supply, contracting, and energy supply agreements are highlighted. Each of them is further subdivided into separate groups, which is important to know when choosing the legal norm to be applied.

It is also recommended to study the features of the conclusion and content of the retail sale contract regarding goods purchased by samples, complex household appliances and other types, enshrined in the Rules of Sale certain types goods ... approved by Decree of the Government of the Russian Federation of January 19, 1998 No. 55, as well as in the rules for the sale of goods by samples, approved by Decree of the Government of the Russian Federation of July 21, 1997 No. 918 and other similar rules.

Pay Special attention when determining the rights and obligations of the parties to the meaning of such terms as "completeness of goods" and "set of goods".

Contract for the sale of real estate. The main feature that allows you to distinguish this contract from the system of sales contracts is its subject - real estate. In this regard, the cadet should remember which objects are related to real estate by law (Article 130 of the Civil Code of the Russian Federation), the features of the legal regime of each group of real estate, since the features of the sale are predetermined by the features of attributing real estate to the corresponding group.

Particular attention should be paid to the analysis of the rights of creditors, since, according to their requirements, the contract for the sale of an enterprise may be invalidated in full or in the relevant part. In addition, it is important to understand why the general rules on the consequences of the invalidity of transactions and on the amendment or termination of the contract of sale, which provide for the return or recovery in kind of what was received under the contract from one or both parties, cannot be applied to the contract for the sale of an enterprise.

Questions for self-control

• 1. The concept, essential terms and content of the contract of sale.
• 2. How is the moment of occurrence of the right of ownership (or other real right) to the goods from the buyer determined?
• 3. Which of the parties to the contract of sale bears the risk of accidental loss of goods?
• 4. What is the significance of the terms on price, quality, quantity, range of goods?
• 5. Service life, shelf life, warranty period. Product defects (significant and ordinary).
• 6. Give a general description of the Law of the Russian Federation "On Protection of Consumer Rights".
• 7. What is the procedure for concluding a supply contract?

• 8. How does a state contract differ from a contract for the supply of goods for state needs?
• 9. What features does an energy supply contract have?
• 10. What is the difference between a contract for the sale of real estate and a contract for the sale of an enterprise?

Contract of sale - This is an agreement under which one party (seller) undertakes to transfer property (thing, goods) into ownership, economic management, operational management to the other party (buyer), and the buyer undertakes to accept this property and pay a certain amount of money (price) for it.

The scope of its application is extremely wide - from the acquisition by citizens of consumer goods to the alienation of enterprises, other large industrial complexes, and land plots. In each of the areas of application, the contract of sale acquires its own characteristics. In its own way legal nature - consensual ; bilateral, reimbursable. The parties to the contract of sale are: - salesman; - customer. Subject of the contract – any items that have not been wrinkled from circulation are found. owned by the seller or things cat. will still be created or acquired by the seller. The condition about the subject is the essential condition of the KP agreement and is considered agreed if the agreement allows to determine Name and amount goods. The price and term of the contract is determined by the parties to the contract and does not apply to the essential terms of the contract. The term condition is essential for the supply contract, contracting, sale of goods on credit with payment by installments. Sales contract form determined by the general rules on the form of transactions. Contract form may be oral, written(simple, notarized), may be with state registration. Seller must transfer the goods to the buyer: of the corresponding name; quality, in the appropriate assortment, in the appropriate quantity, certain completeness, in the appropriate container and packaging; with all related documents (technical passport, operating instructions, etc.); free from the rights of third parties. Customer must accept and pay its price. Since the contract is bilateral, the obligations of one party correspond to the corresponding rights of the other party.

Consequences of non-fulfillment of obligations by the buyer: 1. the seller has the right to refuse to perform the contract if the buyer refuses to accept the goods; 2. in case of delay in payment, the seller has the right to demand payment for the goods and payment of interest for the use of other people's money.

Consequences of non-fulfillment of obligations by the seller: 1. the buyer in the event of the seller's refusal to transfer the goods may refuse to perform the contract; 2. when transferring goods encumbered with the rights of third parties, the buyer has the right to demand a reduction in the purchase price of the goods or termination of the contract, except for. cases when the buyer knew or should have known that the goods are encumbered with the rights of third parties; 3 if the seller refuses to transfer the documents accompanying the goods, the buyer has the right to withdraw from the contract; 4. if the seller has transferred a smaller number of goods, then the buyer has the right to demand the transfer of the missing goods, refuse the transferred goods and pay for it; 5 . upon detection of ordinary defects in the goods (if the defects of the goods were not specified), the buyer, at his choice, has the right to demand from the seller: a proportional reduction in the purchase price; gratuitous elimination of deficiencies within a reasonable time; reimbursement of their expenses for the elimination of identified deficiencies; 6 .if significant defects are found in the goods, the buyer has the right, at his choice, to refuse to fulfill the contract and demand the return of the amount paid for the goods or demand the replacement of goods of inadequate quality with goods corresponding to the contract; 7. in case of violation of the terms of the agreement on the completeness of the goods, the buyer has the right to demand from the seller a commensurate reduction in the price of the goods or additional completion of the goods within a reasonable time. If the seller does not complete the goods on time, the buyer has the right to demand a replacement or refuse the goods and demand a refund of the amount paid.

Types of contract of sale: Retail sales contract- this is an agreement under which the seller, carrying out entrepreneurial activities in the sale of goods at retail, undertakes to transfer to the buyer goods intended for personal, family, home or other use not related to entrepreneurial activity. Under contract purchase and sale of real estate the seller undertakes to transfer the property of the buyer land, building. building, apartment or other real estate. Under contract enterprise sales the seller undertakes to transfer to the ownership of the buyer the enterprise as a whole as a property complex, with the exception of rights and obligations that the seller is not entitled to transfer to other persons. Supply contract- this is an agreement under which the supplier (seller) engaged in entrepreneurial activity undertakes to transfer, within a specified period or terms, the goods produced or purchased by him to the buyer for their use in entrepreneurial activity or for other purposes not related to personal, family, household and other similar use .One of the types of sales contract is a contract for the supply of goods for the state. needs. State. Needs are the legally determined needs of the Republic of Belarus or its ate, provided at the expense of the budget and extrabudgetary sources of financing. .Under the energy supply agreement, the energy supplying organization undertakes to supply the subscriber (consumer) with energy through the connected network, and the subscriber undertakes to pay for the received energy, as well as to comply with the mode of its consumption established by the agreement, to ensure the safety of the operation of the energy networks under his control and the serviceability of the devices and equipment used by him, connected with energy consumption.

25. Supply contract.

Supply contract- this is an agreement under which the supplier (seller), carrying out entrepreneurial activities, undertakes to transfer, within a specified period or terms, the goods produced or purchased by him to the buyer for their use in entrepreneurial activities or for other purposes not related to personal, family, household and other similar use .

By its legal nature: consensual, bilateral, reimbursable.

Parties: supplier (person carrying out business activities) and buyer (person purchasing goods for use in business activities or for other purposes not related to personal, family, household or other similar use).

Subject of the supply contract- these are goods intended for use in entrepreneurial and other purposes. The essential terms of the supply contract are : the subject of the contract, the term, as well as the purpose of the purchase of goods for supply contracts concluded in the course of intermediary activities. The price of the product determined by agreement of the parties. Most often, the supply contract is simple writing .

Since the contract is bilateral, the obligations of one party correspond to the corresponding rights of the other party.

Supplier Responsibilities: transfer to the buyer the goods stipulated by the contract within a strictly stipulated time or period; deliver goods in the quantity and assortment agreed by the parties, in containers and (or) packaging; deliver goods that comply with the terms of the contract on quality and completeness; transfer the goods with all accessories provided for (certificate of quality, technical passport, etc.).

Buyer Responsibilities: to receive the goods ; immediately notify the supplier in writing of any discrepancies or deficiencies found in the goods. Such a notification must be sent within a day, and if the goods are perishable - immediately; in case of detection of a shortage of goods or their inadequate quality upon acceptance, the buyer must suspend acceptance, take measures to ensure the safety of the goods, to prevent its mixing with other homogeneous goods, call for further acceptance of the supplier’s representative or other disinterested representative and document the shortage with an act; in cases where the buyer, in accordance with the law or the contract, refuses the goods transferred by the supplier (in case of delivery of goods not provided for by the contract, violation of the terms of the contract on quantity, assortment, quality, delivery time) accept the goods for safekeeping and immediately notify the supplier; pay for the goods supplied (the price, procedure and form of payment are determined in the contract); return the container and (or) packaging to the supplier.

Forms of property liability for violation of the terms of the supply contract are: payment of a penalty and compensation for damages.

Types of supply agreement - Contract for the supply of goods for state needs, commercial supply.

Supply of goods for the state. needs. State needs are the needs of the Republic of Belarus and its ATU determined in accordance with the statutory procedure, provided, as a rule, at the expense of the budget and extrabudgetary sources of funding. Features of the agreement supply of goods for state needs are: the goal that this agreement faces, a special subject composition, special sources of funding, the use of a state contract and a contract for the supply of goods for state needs. Subject the state contract and the contract for the supply of goods for state needs are any goods that meet the objectives of supply for state needs. Contractual relations for the supply of goods for state needs are drawn up in writing. Parties in the state contract are the state customer and supplier. AT as a state customer the state is represented by authorized state bodies and organizations: ministries, other republican bodies of state administration, etc. As suppliers in the state contract and the supply agreement, persons engaged in entrepreneurial activities act. The other party to the contract for the supply of goods for state needs - customer. Buyers under supply contracts for state needs are determined by state customers. The conclusion of a state contract is obligatory only in cases provided for by law. So, suppliers who are monopolists in the sale or production of certain types of goods do not have the right to unreasonably refuse to conclude state contracts for the supply of goods for state needs.

donation agreement

donation agreement- an agreement under which one party (the donor) transfers or undertakes to transfer to the other party (the donee) a thing in ownership or a property right (claim) to itself or a third party, or releases or undertakes to release it from a property obligation to itself or a third party.

By its legal nature: gratuitous, unilateral, real, but can also be consensual (obligation to transfer property in the future). Parties- donor and recipient. The parties may be citizens, legal entities. persons, RB and ATE. The donor can only be a person who has the right of ownership of the gifted property. RB and ATE can act as a donor, as a donee - only in the form of donation - donations. The subject of the contract donations are: - things, including securities; -property rights (can be both property and liability); -release of the donee from the obligation. Gift agreement form depends on its subject, the parties and the value of the property transferred as a gift. A donation contract obliging the donor to transfer the thing in the future ( consensual) must be completed in writing. Real a contract of donation of movable things, accompanied by the transfer of the gift to the donee, may be concluded orally, excl. cases of donation, when a legal entity acts as a donor. person and value, the gift exceeds more than 5 times the size of the base value established by law, as well as the donation of real estate (subject to state registration).

Primary Responsibility the donor is the transfer of the gift, the donee has the right accept the gift or refuse it.

Donations are not allowed, with the exception of ordinary gifts, the value of which does not exceed 5 times the basic amount established by law: a) on behalf of minors and citizens recognized as legally incompetent, - by their legal representatives; b) employees of medical, educational institutions, institutions social protection and other similar institutions - by citizens who are in them for treatment, maintenance or education, spouses and relatives of these citizens; c) civil servants in connection with their official position or in connection with their use official duties; d) in relations between commercial organizations. Restriction on gift giving : jur. the person to whom the thing belongs on the basis of the right of economic management or operational management has the right to donate it with the consent of the owner, unless otherwise provided by the law.

The donor has the right to refuse to perform the contract containing a promise to transfer a thing or right to the donee in the future, if after the conclusion of the contract the property or marital status or state of health of the donor has deteriorated sharply. The donor has the right to refuse to fulfill the contract containing a promise to transfer the thing or right to the donee in the future if the donee has made an attempt on his life, the life of any of his family members or close relatives or intentionally caused bodily harm to the donor.

The donor has the right to cancel the donation if the donee made an attempt on his life, the life of any of his family members or close relatives, or intentionally caused bodily harm to the donor. At the request of the interested person, the court may cancel the donation made by the individual entrepreneur or legal entity. by a person in violation of the provisions of the act of law on economic insolvency (bankruptcy) at the expense of funds associated with his entrepreneurial activities, within 6 months preceding the announcement of such a person as economically insolvent (bankrupt).

Harm caused to the life, health or property of the donee due to shortcomings of the donated thing, are subject to compensation by the donor in accordance with the law, if it is proved that these shortcomings arose before the transfer of the thing to the donee, are not among the obvious ones and the donor, although he knew about them, did not warn the donee about them.

Donations - This is a donation of a thing or right for a public benefit. Donations can be made to citizens, medical, educational institutions, social protection institutions and other similar institutions, charitable, scientific and educational institutions, foundations, museums and other cultural institutions, public and religious and other non-profit organizations, as well as RB and its ATE. No consent is required to accept donations. Donated property must be used for a specific purpose. The use of property not in accordance with the specified purpose entitles the donor, his heirs or other legal successor to demand the cancellation of the donation.

27. Contract for life maintenance with a dependent.

Under a life maintenance agreement with a dependent the recipient of the rent - a citizen transfers his residential house, apartment, land plot or other real estate into the ownership of the rent payer, who undertakes to carry out life maintenance with the dependent of the citizen and (or) the third person (persons) indicated by him. This agreement is a type of a life annuity agreement.

Is an unilateral, paid, real . Contract term equal to the life of the recipient of the annuity. Parties in the contract are its payer and recipient. Only a citizen, the owner of the transferred property, and (or) third parties indicated by him can be the recipient of life maintenance with a dependency. The subject of the contract is life maintenance with a dependent there is a set of heterogeneous goods: - a residential building (part of it), an apartment, a land plot or other real estate; - material security in kind, which can be replaced by the payment of periodic payments during the life of a citizen. The essential conditions are: 1. Subject (rent and property transferred against the payment of rent; 2. Security for the fulfillment of the obligation to pay rent (pledge, guarantee, guarantee).

The contract is in writing and is subject to notarization , and if the subject of the contract is real estate - state registration .

Rights and obligations of the payer rents are: the provision of maintenance with a dependent, which includes the provision of housing, food and clothing, if necessary, payment for ritual services. In any case, the cost of the total content per month cannot be less than 2 times the base value. This requirement is mandatory. The law grants the right to the payer of rent to alienate, pledge or otherwise encumber real estate transferred to him to ensure life support. However, he can use this right only after obtaining the consent of the recipient of the rent. The rent payer is obliged to take the necessary measures to ensure that during the period of provision of life support with a dependent, the use of the said property does not lead to a decrease in the value of this property.

The contract of life maintenance with a dependent can be terminated on general grounds for termination of obligations (with the exception of the set-off of a counterclaim) and on special grounds, which include: 1) the death of the recipient of the rent. The obligation of the rent payer, as well as the contract of life maintenance with a dependent, is terminated, but the person who has the right to compensation for damage in connection with the death of the breadwinner acquires the right to recover the rent from the person found guilty of the death of the recipient of the rent; 2) material breach of obligations by the rent payer. In this case, the recipient of the rent has the right to demand either the return of the immovable property transferred as security for life maintenance, or the payment of the redemption price. The redemption price of the rent does not include the payer's expenses incurred in connection with the maintenance of the recipient of the rent.

28. Lease agreement.

Lease contract - This is an agreement by virtue of which one party - the lessor (landlord) undertakes to provide the other party - the tenant (tenant) with property for a fee for temporary possession and use or for temporary use.

Is an consensual, bilateral, reimbursable..

The parties to the lease agreement is a landlord and a tenant. They can be physical, legal. persons, RB and ATE. Landlords can be owners of property or authorized persons.

Feature of the lease agreement is that the property is subject to return to the lessor after the expiration of the term in the state in which it was before the conclusion of the contract, taking into account normal wear and tear or in the state stipulated by the contract .

Types of lease agreement- rental, rental of vehicles, rental of buildings and structures, rental of enterprises, financial lease (leasing).

The subject of the lease there can be only individually-defined non-consumable things. These include land plots and other natural objects, enterprises and other property complexes, buildings, structures, vehicles and other non-consumable things. Legislative acts may establish types of property, the lease of which is not allowed or limited. Contract price determined by agreement of the parties and does not apply to the essential terms of the contract. The exception is the contract for the lease of a building and structure, the essential condition of which is the price (rent).

Form of the lease agreement depends on the subject composition of the contract, the subject of the contract, its term. Lease contract for a period of more than 1 year, and if at least one of the parties to the contract is legal face, - regardless of the maturity, must be concluded in writing. Lease contract real estate consists in a simple written form for a period of at least 3 years, unless otherwise provided by legislative acts.

The landlord is required by the lease: a) provide the tenant with property in a condition that complies with the terms of the lease agreement and the purpose of the property, as well as all documents and accessories; b) be responsible for the shortcomings of the leased property, if these shortcomings do not allow full or partial use of the property. The landlord is not responsible for shortcomings, if they are: specified in the contract; were known to the tenant in advance or if the tenant himself should have discovered these shortcomings during the transfer of property; c) warn the tenant about all the rights of third parties to the leased property. If the landlord has not fulfilled this obligation, then the tenant has the right, at his choice, to demand a reduction in the rent or termination of the contract and compensation for losses; d) carry out major repairs at his own expense, if this obligation is assigned to him under the contract. Responsibilities of the tenant : a) timely pay the rent in the prescribed amount, in the manner and within the time limits specified in the agreement; b) use the property in accordance with the terms of the contract and the purpose of the property; c) maintain property in good condition, make current repairs, bear expenses; d) upon termination of the contract, return the property in the same condition.

The lease agreement is terminated:: a) with the expiration of the term of the contract; b) in case of loss of the leased item. Unilaterally treaty can be terminated at the request of the landlord when the tenant: a) uses the property with a material breach of the terms of the contract or assignment of the property, or with repeated violations; b) significantly degrades the property; c) fails to pay the rent more than 2 times in a row after the expiration of the payment term established by the agreement; d) does not carry out capital repairs of the property within the terms established by the contract, and in the absence of them in the contract - within a reasonable time in cases where, in accordance with the law or the contract, capital repairs are the responsibility of the tenant. Unilaterally treaty can be terminated at the request of the tenant when: a) the lessor does not provide the property for use to the tenant or creates obstacles to the use of the property in accordance with the terms of the contract or the purpose of the property; b) the transferred property has deficiencies that prevent use, not specified at the conclusion of the contract; c) the lessor does not carry out capital repairs of the property within the terms established by the agreement in cases where the capital repairs of the property is his obligation under the agreement.

29.Contract of work.

Work agreement- one party (contractor) undertakes to perform certain work on the instructions of the other party (customer) and hand over its result to the customer within the prescribed period, and the customer undertakes to accept the result of the work and pay for it (pay the price of the work).

Is an bilateral, consensual, reimbursable.

Features of the contract is the relationship between contractor and customer. Several persons may act on the side of the contractor at the same time, and if the subject of the contract is indivisible, such persons are recognized in relation to the customer as solidary debtors or creditors. When the subject is divisible, as well as in cases provided for by law or a work contract, each of these persons in relation to the customer acquires rights and incurs obligations within its share.

Types of contract: household contract; building contract; contract for design and survey work; contract work for state needs and allocate contracts: for the manufacture (creation) of things: for the processing (processing) of things; to do other work.

Parties to the contract are contractor, doing the job, and customer, on behalf of which it is carried out. The subjects of contractual relations can be individuals. and legal faces. The contractor has the right to involve subcontractors in the performance of his obligations, except in cases where his obligation to perform the work personally follows from the law or contract.

Essential terms of the contract are the subject and time of the work. Subject is the paid performance of certain work aimed at achieving a specific materialized result, and transferring it to the customer. The term for the performance of work is determined by the date of commencement of work and the date of its completion, which must be specified in the contract. The Parties may also provide for the start and completion dates for individual stages. The contractor is responsible for the violation of all these terms, unless otherwise established by law or contract. But only in case of violation of the deadline for work, the contractor is liable for losses caused by the delay.

The contractor is obliged: a) to perform work on the instructions of the customer with high quality and on time; b) unless otherwise provided by the contract, perform the work from his own materials, by his own strength and means, while he is responsible for the inadequate quality of the materials and equipment provided; c) if the work is performed from the customer's materials, economically and prudently use the material provided by the customer, return its balance and provide a report on the expenditure after completion of the work; d) unless otherwise provided by the contract, perform the work at your own risk, i.e. assume all adverse consequences that may arise due to accidental circumstances in the course of the work before handing over the work to the customer; e) immediately suspend the performance of work and warn the customer if the unsuitability of the material, equipment, technical documentation, there is a risk of adverse consequences for the customer and the contractor of the implementation of the instructions of the customer. The contractor has the right : a) not to start work or suspend it if the customer's violation of his obligations under the contract prevents the customer from fulfilling the contract; b) withdraw from the contract if the customer fails to take measures to eliminate the circumstances that threaten the suitability of the work performed; c) receive payment for the result of the work performed; d) if the customer refuses to accept the result of the work performed, the contractor has the right, after a month from the date when, according to the contract, the result of the work should have been transferred to the customer, and subject to a subsequent two-time warning to the customer, sell the results of the work, and the proceeds, minus all due to the contractor payments, make in the name of the customer in the deposit of a notary or court. The customer is obliged : a) pay for the result of the work performed; b) assist the contractor in the performance of work; c) accept the work performed, in case of detection of deviations from the terms of the contract that worsened the work, immediately notify the contractor. The customer has the right : a) check the progress and quality of work without interfering with the activities of the contractor; b) if the contractor performs work with deviations from the contract that worsen its result, or other shortcomings that make it unsuitable for the use provided for in the contract, the customer has the right, at his choice, to demand from the contractor: free elimination of defects in the work within a reasonable time; commensurate reduction in the price of the work; reimbursement of their expenses for the elimination of deficiencies; c) if there are valid reasons, the customer has the right to cancel the contract, pay for the completed part of the contract and compensate the contractor for losses caused by early termination of the work contract.

30. Contract of carriage.

Shipping- spatial movement of goods and people, which is carried out in moving vehicles(wagons, platforms, ships (river, sea, air), cars). These relations arise between the carrier and the person in need of his services, and are mediated by the contract of carriage.

Main types of transportation: -depending on the type of transport Distinguish transportation: railway; automotive; air; marine; - on the subject to which the services of the carrier are directed: transportation of goods; transportation of passengers and luggage; mail transportation; - depending on the spatial movement of goods and passengers: domestic (carried out within the Republic of Belarus and international (transportations made outside the republic).

When transporting different types transport - mixed transportation (when there are at least two modes of transport).

Contract for the carriage of goods- an agreement by virtue of which one party (the carrier) undertakes to deliver the cargo entrusted to it by the other party (the sender) to the destination point and issue it to the person authorized to receive the cargo (the recipient), and the sender undertakes to pay a fixed fee for the carriage of the cargo. Bilateral, compensated, real (charter - consensual), public, contract in favor of a third party.

Classification of contracts of carriage: 1) a contract for the carriage of passengers. 2) contract for the carriage of goods various types transport. Among the contracts for the carriage of goods by road transport, the following stand out: a) an agreement road transport cargo, b) an agreement on the organization of road transport of goods, c) an agreement on chartering a motor vehicle for the carriage of goods.

Parties to the agreement- carrier and sender. Carriers - commercial legal entities and individual entrepreneurs (carry out transportation under the law or on the basis of a license), senders - legal entities and individuals on whose behalf the cargo is handed over for transportation and a transportation document is issued. The person authorized to receive the cargo is the consignee (individual or legal entity), but is not a party to the contract (except when he is also the consignor), but has certain rights and obligations in relation to the carrier (this is a contract in favor of a third party ).

Item - transport activities of the carrier for the delivery of goods to the destination, i.e. the provision of services of an actual nature.

The contract is formalized by the documents established forms , the information contained in it is determined in relation to each type of transport normatively, the document is drawn up in the name of the consignee by the consignor and signed by him

Carrier Responsibilities: deliver the goods to the destination and within the specified time; ensure the safety of cargo along the way; hand over the cargo to a person authorized to receive it; unload the cargo (if such an obligation does not lie with the consignee); when unloading, check the weight of the cargo, the number of pieces and the condition of the cargo; in case of non-appearance of the consignee for the cargo, transfer the cargo for storage.

Shipper's Responsibilities: make carriage charges; and in case of violation of the terms of the contract of carriage before filing a claim against the carrier arising from the carriage of goods, file a claim with him in the manner prescribed by law.

Carrier liability for non-safety of cargo is established only in one form - compensation for damages. The amount of losses is determined according to the following rules: in case of loss or shortage of cargo - in the amount of the cost of the lost or missing cargo; in case of damage (spoilage) - in the amount by which the value of the cargo has decreased.

Transport claims and lawsuits. The presentation of a claim arising from the carriage of goods is preceded by the presentation of a claim against the carrier by virtue of the law. The claim is drawn up in writing with a statement of the requirements for the carrier, confirmed by documents substantiating them, and is recognized as properly presented, subject to the rules established by transport legislation. To apply to the carrier with a claim, the transport legislation establishes a period called claim. They are not subject to extension or restoration, and their omission extinguishes the applicant's right to bring a claim in court. There are two such periods: for claims for the payment of fines - 45 days, for other claims - 6 months. The claim must be answered within 30 days. A claim against the carrier may be brought by the consignor or consignee in the event of a complete or partial refusal of the carrier to satisfy the claim or failure to receive a response within 30 days. The limitation period for claims arising from the carriage of goods is 1 year.

31. Storage agreement.

Storage agreement- This is an agreement under which one party (the custodian) undertakes to keep the thing transferred to it by the other party (the bailor) and return this thing intact.

Features of the storage agreement. The contract of storage should be distinguished from related contracts: contracts for the implementation of sentry guards, lease agreements, etc. During guard guarding, the thing is not transferred into the possession of the guard (as during storage), only external protection of the object is carried out. The object of storage is movable property, the object of guard protection is real estate. Lease pursues the purpose of using the property, and during storage, the use of the object of storage is generally not allowed. A storage agreement should be distinguished from storage obligations, which are integral part other contracts containing elements of storage (contract, commission, transportation). Is an: - real or consensual; - bilateral; - paid or gratuitous. Parties to the storage agreement - custodian and benefactor. They can be legal and physical faces. Subject contracts ( the only thing essential condition) there can be movable things (both individually defined and defined by generic characteristics . Form agreements subject to the general rules on the form of transactions. A consensual storage agreement must be concluded in writing. The form is observed if the acceptance of the thing for storage is certified by the custodians by issuing to the bailor a safe receipt, receipt, certificate or other document, numbered token or other sign certifying the acceptance of things for storage.

Key responsibilities of a custodian: 1. keep the thing transferred to him and return it to the bailor; 2. to accept the thing for storage within the terms stipulated by the agreement, if the agreement is consensual; 3. take all necessary measures aimed at ensuring the safety of things, preventing damage, theft, damage; 4. if storage is carried out free of charge, the bailee is obligated to take care of the thing accepted for storage no less than about his own things; 5. if it is necessary to change the storage conditions of the thing, immediately notify the bailor and wait for a response, except in cases where a change in the storage conditions is necessary to eliminate the risk of loss, shortage or damage to the thing transferred for storage; 6. The bailee shall not have the right, without the consent of the bailor, to transfer the thing for safekeeping to a third party, except in cases where the bailee is forced to do so by force of circumstances in the interests of the bailor and is deprived of the opportunity to obtain his consent; 7. to return the thing, taking into account its natural change (fruits and income), unless otherwise provided in the contract.

Main responsibilities of the beneficiary: 1. warn the keeper about the special properties of the thing; 2. pay remuneration to the custodian (under a reimbursable contract) to reimburse the necessary expenses incurred by the custodian (if the contract is gratuitous); 3. after the expiration of the term, take back the thing transferred for storage or pay a commensurate remuneration for further storage.

Kindsd storage clauses: 1. Warehousing agreement - this is an agreement under which the goods warehouse (custodian) undertakes to store the goods transferred to it by the goods owner for a fee and return these goods in good condition.2. Storage in a pawnshop. Item - items, including gold and precious stone items, household and personal items. The contract is being drawn up issuance of a personal safe receipt. Term and subject essential conditions agreements are indicated in the nominal safe receipt. 3 . Storage of valuables in a bank . P subject of the contract - securities, precious metals and stones, other precious things and valuables, including documents. The custodian is a bank. The contract is being drawn up issuance of a registered safe document, upon presentation of which the issuance of stored things is carried out. 4. Storage in the storage rooms of transport organizations. Subject of the contract- belongings of citizens. Guardian is a left-luggage office owned transport organization. The contract is public, real. The contract is being drawn up issuance of a receipt or numbered token. 5.Storage in the wardrobes of organizations. Guardian is an organization that has a wardrobe. The contract is being drawn up issuance of a numbered token. 6.Hotel storage. Parties to the agreement are: the custodian - the hotel and the bailor - the guest (an individual living in the hotel). The hotel is obliged to provide services for the storage of things of citizens on a gratuitous, non-contractual basis, however, the storage of money, securities and valuables is carried out on a reimbursable basis with mandatory conclusion storage agreements. 7.Storage of things that are the subject of a dispute (sequestration) Under the sequestration agreement two or more persons between whom a dispute has arisen about the right to a thing transfer this thing to a third party, who assumes the obligation to resolve the dispute to return the thing to the person to whom it will be awarded by a court decision or by agreement of the disputing persons. The subject of the contract may be movable or immovable property.

32. Contract of assignment.

By contract of assignment one party (attorney) undertakes to perform certain legal actions on behalf and at the expense of the other party (principal). A contract of agency is a contract of representation.

Is an bilateral, consensual, gratuitous or paid. The contract of agency is gratuitous if it is not connected with the implementation of at least one of the parties of entrepreneurial activity or the parties have not agreed on the payment of remuneration.

Difference from related contracts should be distinguished from a contract of agency from work contracts, where the subject. - performance of a certain work and its result. Also, the agency agreement differs from the commission agreement in that it formalizes the relationship of representation, since the attorney acts on the basis of the powers granted to him by the principal, expressed in the power of attorney. The commission agreement does not give rise to representation relations. Although the commission agent acts in the interests of the committent, in relations with third parties he acts on his own behalf. Therefore, the commission agreement is fiduciary, that is, it is of a personal-confidential nature, and the commission agreement is not one of such agreements. Under the contract of agency, the attorney acts on behalf of the principal, therefore, the rights and obligations under the transaction made by the attorney arise directly from the principal. The commission agreement is both paid and gratuitous, and the commission agreement is always paid. The subject of the commission agreement is the conclusion of transactions, and the subject of the commission agreement is the performance of various legal actions that are not always covered by the concept of a transaction.

The parties to the contract of assignment are an attorney and a principal, which can be individuals. and legal faces.

Subjectagreements is the commission by the attorney of legal actions determined by the contract, entailing the emergence, change and termination of subjective civil rights and obligations of the principal. Not all legal actions can be the subject of an agency agreement, since they are purely personal in nature (marriage, adoption, making a will).

Formagreements determined by the general rules on the form of transactions. When concluding an agency agreement, the principal issues a power of attorney to the attorney to perform the legal actions provided for by the agreement.

Power of attorney- a written authorization issued by one person to another for representation before third parties. The contract of commission is bilateral. The obligations of one party correspond to the corresponding rights of the other party.

Key responsibilities of a trustee: execute the order in accordance with the instructions of the principal; inform the principal about the deviation from his instructions or about the reassignment; inform the principal at his request about the progress of the execution of the order; execute this order personally; transfer to the principal everything received from completed transactions, return the power of attorney, the term of which has not expired, submit a report on the execution of the order.

Attorney's rights: deviate from the instructions of the principal, when it is necessary in the interests of the principal and he is deprived of the opportunity to request the principal in advance or did not receive an answer from him to his question within a reasonable time. Such actions are recognized as lawful, therefore, give rise to legal consequences for the principal. The commercial representative has the right to deviate from the instructions of the principal without prior request; transfer the performance to another person (substitute) in two cases: if he is authorized to do so by a power of attorney or is forced to do so due to circumstances (illness); to receive remuneration, if it is stipulated by the contract.

Contract of commission terminates both on general grounds for all obligations, and on special, due to the personally-confidential nature of the relationship between the principal and the attorney. These include: cancellation of the order by the principal and refusal of the attorney from the contract; death of a principal or agent, declaration of death, recognition as incapacitated, partially incapacitated or missing.

33. Commission agreement.

Under a commission agreement one party (commission agent) undertakes, on behalf of the other party (principal), for a fee, to make one or more transactions on its own behalf, but at the expense of the principal.

By its legal nature The commission agreement is bilateral, compensated, consensual.

Parties to the agreement commissions are the commission agent and the committent. They can be physical and legal faces. In cases stipulated by law, these persons must have a special permit (license) to carry out trade and intermediary activities.

Subject of the contract commissions constitute the actions of the commission agent to conclude transactions in the interests of the committent. The price is not an essential condition of the contract. It can be determined both in a fixed amount and as a percentage of the transaction price concluded by the commission agent. Contract form commission is subject to the general rules on the form of transactions.

The main duties of a commission agent:

Execute the order in accordance with the instructions of the committent;

· to conclude a deal stipulated by the commission agreement on the most favorable terms for the committent;

Deviate from the instructions of the committent, if it is necessary due to the circumstances of the case and there is no possibility to request the committent, or the sheer request was not received within a reasonable time;

notify the committent of the deviation from his instructions;

take measures to protect property and property rights;

at the request of the committent to insure the transferred property;

· if the commission agent sold the property at a price lower than the price agreed with the principal - to compensate the principal for the difference. This obligation is absent if the commission agent proves that it was not possible to sell the property at the agreed price and the sale at a lower price prevented even greater losses, and there was also no opportunity to coordinate their actions with the committent;

· after the execution of the order of the committent, submit a report and transfer everything received under the contract to the commission.

Main responsibilities of the committee:

accept from the commission agent everything performed under the commission agreement;

· to pay commission agent remuneration;

· Reimburse the expenses incurred by him for the execution of the order.

Agent not responding, before the committent for non-execution by a third party of a transaction concluded with him at the expense of the committent, except in cases where the commission agent did not show the necessary diligence in choosing this person or assumed a guarantee for non-execution of the transaction (delcredere). In the event that a third party fails to perform a transaction concluded with him by the commission agent, the commission agent is obliged to immediately inform the committent about this, collect the necessary evidence, and also, at the request of the committent, transfer to him the rights under that transaction in compliance with the rules on the assignment of a claim. The assignment of rights to the committent under the transaction is allowed regardless of the agreement of the commission agent with a third party prohibiting or restricting such an assignment. does not release the commissioner from liability to a third party in connection with the assignment of a right in violation of an agreement on its protection or limitation. The commission agent is responsible before the committent for the loss, shortage or damage to the property of the committent in his possession. commission agent who has not insured the property of the committent in his possession, answers for this only in cases where the committent ordered him to insure the property at the expense of the committent or insurance of this property by the commission agent is provided for by the commission contract

special grounds for terminating the commission agreement are:

Cancellation of the order by the committent and refusal of the commission agent from the contract;

death of a commission agent, declaring him dead, declaring him incompetent, partially incapacitated or missing;

recognition of an individual entrepreneur who is a commission agent as economically insolvent (bankrupt).

34. Trust management of property.

Trust management of property- this is an agreement under which one party (trustee) transfers property to the other party (trustee) for a certain period of time in trust management, and the trustee undertakes to manage this property for a fee in the interests of the trustee or the person specified by him (beneficiary).

Is an bilateral, real, compensated, urgent . Parties the agreement is the trustee (creditor) and the trustee (debtor). Subject d trust management can be enterprises and other property complexes, individual objects related to real estate, securities, rights certified by book-entry securities, exclusive rights and other property. The contract must be concluded in writing. If the object of the contract is real estate, the contract is subject to mandatory state registration.

Essential conditions contracts: the subject of the contract; limits on the use of property by the trustee; the name of the legal entity or the name of the citizen in whose interests the property is managed (trustee or beneficiary); the amount and form of remuneration (for the commercial form of trust management); contract time. The contract is concluded for a period not exceeding (5 years), and if the subject of the contract are cash- no more than 1 year.

Rights of the trustee: exercise the powers of the owner in relation to the property transferred to trust management; protect your possessions with the help of property-law methods of protection (vindication and negatory claims); receive remuneration for their work, as well as reimbursement of the necessary expenses incurred by him during the trust management of property. The amount and form of remuneration are determined by the contract. If the trust management agreement is gratuitous, the trustee is only entitled to reimbursement of all necessary costs, but not to payment of remuneration.

Trustee Responsibilities:

Separate the property transferred to him in trust management from other property of the trustee, as well as from his own own property;

· exercise due diligence to respect the interests of the principal or beneficiary;

effective use of the transferred property to derive benefits from it (commercial form of trust management) or to preserve it ( non-commercial form);

inform the client or beneficiary about the results of their activities;

· personally carry out trust management;

upon termination of the contract, transfer to the trustee the property held in trust.

A responsibilityThe trustee can be divided into: responsibility to the principal and beneficiary; liability to third parties.

The trustee is liable to the trustor and the beneficiary for the improper performance of his obligations under the contract; for the caused losses, unless he proves that these losses were the result of force majeure or the actions of the principal or beneficiary. However, if there is a non-commercial form of trust management, in which a citizen who is not an entrepreneur acts as a trustee, his liability arises only if there is fault. The trustee is liable in the form of damages (real damages and lost profits). If there is a beneficiary in the legal relationship, then his losses are compensated in the form of lost profits, and the trustee - in the form of real damage.

Grounds for termination of the contract:

death of a citizen who is a beneficiary, or declaration of his death or liquidation of a legal entity - beneficiary;

refusal of the beneficiary from receiving benefits under the contract, unless the contract provides otherwise;

death of a citizen who is a trustee, declaring him dead, declaring him incompetent, partially incapacitated, missing;

· recognition of an individual entrepreneur (trustee) as economically insolvent (bankrupt), as well as the establishment of a ban on the trustee to carry out entrepreneurial activities in cases provided for by the current law;

recognition of the person who is the principal as economically insolvent (bankrupt);

· refusal of the trustee or trustee to carry out trust management due to the impossibility for the trustee to personally carry out trust management of property.

35. Simple partnership agreement.

Simple partnership (agreement on joint activities)- this is an agreement by virtue of which two or more persons (partners) undertake to combine their contributions and act jointly without forming a legal entity. persons to make a profit or achieve another goal that does not contradict the law.

Is an bilateral, consensual, urgent or perpetual .

Parties a simple partnership agreement concluded for the implementation of entrepreneurial activities can only be individual entrepreneurs and (or) commercial organizations.

An essential condition simple partnership agreement is the subject. Subject is to profit from joint activities.

Form The contract is subject to the general rules on the form of transactions.

Conducting common business of comrades - performance by a partner (partners) of legally significant actions, including transactions (including transactions for the disposal of common property), in the common interest. At the same time, the parties to a simple partnership agreement are independent subjects of law, and decisions relating to the common affairs of the partners are made by the partners by common agreement.

Conducting common business of comrades can be carried out in the following forms:

each of the comrades has the right to act on behalf of all comrades;

assignment of conducting common affairs to several comrades;

granting one of the comrades the authority to conduct common affairs;

joint conduct of business by all parties to the contract, that is, the conclusion of transactions with the consent of all comrades.

Main obligations of the partiessimple partnership:

· make deposits in the manner, amount, terms and methods stipulated by the agreement; participate in the activities of a simple partnership;

· to participate in covering the general expenses and losses associated with the joint activities of comrades;

· be accountable to the rest of the comrades in the case of doing business on behalf of the partnership.

Parties' rightssimple partnership:

participate in the management of the affairs of a simple partnership;

use common property in the manner determined by the common consent of the comrades;

take part in the distribution of profits;

· in case of termination of the contract - for the division of property that was in common ownership of the partners.

simple partnership agreement stops I on general grounds for the termination of obligations, as well as due to special grounds provided for a simple partnership.

Special grounds for termination of a simple partnership agreement include:

recognition of one of the comrades as missing, incapacitated or partially incapacitated;

Declaring one of the comrades economically insolvent (bankrupt);

the death of a comrade (declaring him dead) or the liquidation or reorganization of a legal partnership participating in a simple partnership agreement. faces;

refusal of any of the partners from further participation in an open-ended simple partnership agreement;

termination of a simple partnership agreement concluded with an indication of the term, at the request of one of the partners;

the expiration of the term of a simple partnership agreement;

allocation of a partner's share at the request of his creditor.

36. Comprehensive business license (franchising).

Complex business license (franchising) one party (right holder) undertakes to provide the other party (user) for a fee for a period specified in the franchising agreement or without specifying a period of a set of exclusive rights (licensed complex), including the right to use the trade name of the right holder and undisclosed information, including production secrets (know- how), as well as other objects of intellectual property (trademark, service mark, etc.) provided for by the franchise agreement, for use in the user's business activities.

Is an bilateral, reimbursable, consensual, urgent and indefinite .

Subjectfranchise agreements is a license complex that includes objects of exclusive rights. However, the purpose of the agreement is not the transfer of the licensed complex itself, but to obtain the opportunity to produce goods (works, services) associated by consumers with the activities of the right holder.

Partiesfranchise agreements can only be commercial organizations and individual entrepreneurs.

The franchise agreement must be concluded in written form and registered patent authority in the manner prescribed by law.

The agreement may provide for the right of the user to allow other persons to use the complex of exclusive rights granted to him or part of this complex on the terms agreed by him with the right holder or specified in the franchising agreement (complex entrepreneurial sublicense).

Obligations of the copyright holder: transfer to the user technical and commercial documentation and other information necessary for the user to exercise the exclusive rights granted to him under the franchise agreement, as well as instruct the user and his employees on issues related to the exercise of these rights; issue to the user the licenses for the right to use intellectual property objects provided for by the franchise agreement, ensuring their execution in the prescribed manner.

Unless otherwise provided by the franchise agreement, the right holder is obliged to: provide the user with ongoing technical and advisory assistance, including assistance in training and advanced training of employees; to control).

The user is obliged: use in the implementation of the activities provided for by the franchise agreement the company name of the copyright holder in the manner specified in this agreement; ensure the conformity of the quality of goods (works, services) produced (performed, rendered) by the user on the basis of a franchise agreement with the quality of similar goods (works, services) produced (performed, rendered) directly by the right holder; comply with the instructions and follow the instructions of the copyright holder aimed at ensuring that the nature, methods and conditions for using the complex of exclusive rights correspond to how it is used by the copyright holder, including following instructions regarding the external and internal design of the premises used by the user in the exercise of the exclusive rights granted to him under the franchising agreement rights; provide buyers (customers) with all additional services that they could count on when purchasing goods, ordering work, services directly from the right holder; not to disclose undisclosed information received from the copyright holder, including production secrets (know-how); issue a specified number of complex entrepreneurial sublicenses, if such an obligation is provided for by the franchise agreement; inform buyers (customers) in the most obvious way for them that he uses a trade name, trademark, service mark or other means of individualization of participants in civil circulation, goods, works or services on the basis of a franchise agreement.

The copyright holder bears the subsidiary a responsibility according to the requirements for the user on the discrepancy between the quality of goods (works, services) sold (performed, rendered) by the user under a franchise agreement, the quality of similar goods (works, services) sold (performed, rendered) directly by the right holder. According to the requirements for the user as a manufacturer of products (goods) of the right holder, the right holder is jointly and severally liable with the user.

37. Obligations due to harm.

Liabilities due to damage an extra-contractual obligation by virtue of which the person who caused the harm is obliged to compensate for this harm, and the victim has the right to demand compensation for the harm.

Obligations from causing harm are an independent type of civil law obligations. They have a number of characteristic features:

Their object is both property and personal non-property relations (honor, dignity, personal secret, etc.);

They arise as a result of violation of rights that are absolute in nature (property rights, health, etc.);

They are non-contractual in nature, since they arise not as a result of a violation of the terms of the contract, but as a result of a violation of the norms of the law.

Parties to the obligation are the creditor and the debtor. The creditor - the victim, jur. or physical. the person who has been harmed, and the debtor is the person who caused the harm. Subject obligations are the actions of the debtor aimed at compensating for the damage caused.

Obligations from causing harm arise when following conditions:

The presence of harm to the victim (the harm is compensated in full); - the wrongfulness of the behavior of the tortfeasor; - a causal relationship between the behavior of the tortfeasor and the resulting harm; - the presence of the tortfeasor's fault (not required in all cases).

Some actions that cause harm are not illegal: actions to fulfill an assigned duty or exercise a right; actions committed at the request or with the consent of the victim in relation to the good that he has the right to dispose of, if the actions of the tortfeasor do not violate the moral principles of society; actions committed in a state of necessary defense of extreme necessity.

As a general rule, the person who caused the harm is exempted from compensation for harm if he proves that the harm was caused through no fault of his, however, the law may provide for compensation for harm even in the absence of the fault of the tortfeasor (the owner of the source of increased danger).

Accounting for the guilt of the victim. Damage caused by the intent of the victim is not subject to compensation. If the gross negligence of the victim himself contributed to the occurrence of harm or its increase, depending on the degree of fault of the victim and the tortfeasor, the amount of compensation must be reduced. In case of gross negligence of the victim and the absence of fault of the tortfeasor in cases where his liability arises regardless of fault, the amount of compensation must be reduced or compensation for harm may be denied, unless otherwise provided by law. When harm is caused to the life or health of a citizen, a refusal to compensate for harm is not allowed. The guilt of the victim is not taken into account when compensating for additional expenses, when compensating for damages in connection with the death of the breadwinner, as well as when compensating for burial expenses. The court may reduce the amount of compensation for harm caused by a citizen, taking into account his property status, except in cases where the harm was caused by actions committed intentionally.

Copyright and related rights collectively, they constitute an independent institution of civil law, the rules of which regulate relations related to the creation and use of works of science, literature and art, performances, backdrops and broadcasts and cable broadcasts.

Subjects copyright and related rights - holders of subjective copyrights and bearers of subjective obligations in legal relations related to the creation and use of works of science, literature and art, they include: authors, their heirs and successors; RB.

Objects copyright and related rights are intangible results of intellectual work and are divided into two groups: objects of copyright (works of science, literature and art) and objects of related rights (performances, phonograms, broadcasting and cable broadcasting). The objects of copyright are: lit. works; scientific works; dram. and musical drama. works; musical works; audiovisual and photographic works; works of sculpture, painting, graphics, fine art and applied arts; works of architecture, urban planning and gardening art; computer programs; other works.

The part of a work (including its title) that satisfies the list

The elements of the contract of sale are: the parties (participants), the form and content of the contract as a set of its conditions.

Parties to the contract of sale

The parties to the contract of sale - the seller and the buyer - can be any participants in civil circulation (individuals and legal entities, the state as a whole, state and municipal entities). They are subject to the general requirements of civil law on legal capacity and capacity:

• a party to the contract may be a capable citizen who has reached the age of majority, i.e. 18 years old;
• The law also permits the execution of sales contracts by persons who do not have full legal capacity, in particular:
  • children under the age of 14 have the right to independently make both small everyday transactions and transactions at the disposal of funds provided by a legal representative or with the consent of the latter by a third party for a specific purpose or for free disposal, as well as some other types of transactions permitted by law (p. 2 article 28 of the Civil Code of the Russian Federation);
  • minors aged 14 to 18 also have the right to independently manage their earnings, scholarships and other income, and in other cases, participation in the sale and purchase requires the written consent of legal representatives - parents, adoptive parents or guardian, or the concluded contract may become valid upon their subsequent approval ;
  • persons limited in legal capacity due to the abuse of alcoholic beverages or narcotic drugs, independently have the right to make only small household transactions, and others - only with the consent of the trustee.

The possibility of concluding certain types of a sale and purchase agreement by citizens (individuals) also depends on whether this individual is registered as an individual entrepreneur (for example, a citizen can participate as a seller in supply and retail sales contracts only if he is registered in specified capacity in the manner prescribed by law).

Legal entities have the right, as a general rule, to make any purchase and sale transactions, unless this is expressly prohibited by their statutory documents.

- the owners of their property can freely conclude contracts of sale both as a seller and a buyer. As for legal entities owning their property on the basis of other real rights (economic management, operational management), their ability to sell this property is limited.

As follows from i. 2 tbsp. 295 of the Civil Code of the Russian Federation, a state or municipal unitary enterprise is not entitled to sell immovable property belonging to it under the right of economic management without the consent of the owner, although it disposes of the rest of the property independently, except for cases established by law or other legal acts.

The rights of the seller are even more limited for the subjects of the right of operational management - state-owned enterprises and institutions. Thus, a state-owned enterprise has the right to alienate or otherwise dispose of the property assigned to it (real and movable) only with the consent of the owner of this property. However, a state-owned enterprise independently sells its products, unless otherwise established by law or other legal acts (clause 1, article 297 of the Civil Code of the Russian Federation).

As for institutions, they are not entitled to alienate or otherwise dispose of the property assigned to them and property acquired at the expense of funds allocated to them according to the estimate. However, the property acquired by the institution through income-generating activities and provided for founding documents, the institution can dispose of it independently, including selling it (Article 298 of the Civil Code of the Russian Federation).

With regard to the state (Russian Federation), state and municipal entities, it should be noted that their participation in sales contracts is also limited. In particular, these subjects of civil rights cannot participate in such types of contracts as retail sales, supply, contracting, and energy supply.

It regulates in a special way the performance of purchase and sale transactions in respect of property located in common ownership. If we are talking about common shared ownership, then when selling a share in common property, the rule of first refusal applies, i.e. other participants in common shared ownership when selling a share have preemptive right its acquisition at the price for which it is sold, and on other equal terms (Article 250 of the Civil Code of the Russian Federation).

When one of the participants in common joint ownership concludes a transaction for the sale of property that is common property, it is assumed that he acts with the consent of its other participants. A transaction on the disposal of common property by one of the co-owners may be declared invalid by the court on the grounds of the absence of the consent of the others only at their request and only in cases where it is proved that the other party to the transaction knew or obviously should have known about the disagreement of the other co-owners to conclude the transaction. 3 article 253 of the Civil Code of the Russian Federation).

The content of the contract of sale and its conditions

Condition about the subject

In all types of sale essential condition is a condition on the subject, which is considered agreed if the contract allows you to determine the name and quantity of the goods (clause 3 of article 455 of the Civil Code of the Russian Federation).

Subject a contract of sale is a commodity, which can be:

1. things, i.e., objects of the material world (both created by man and nature), satisfying certain human needs.

In order for a thing to be recognized as a commodity and could be the subject of a contract of sale, it is necessary to endow it with the quality of negotiability, that is, it is necessary that the thing be able to freely transfer from one person to another (clause 1, article 455, article 129 of the Civil Code of the Russian Federation ). Thus, things restricted in circulation can become the subject of a sale and purchase agreement only if the seller has a special permit (license) for their sale, and the buyer - for their purchase (poisons, narcotic substances). Items withdrawn from circulation cannot be bought or sold at all.

Moreover, the subject of the contract of sale can be both goods that the seller has at the time of the conclusion of the contract, and goods that will be created or acquired by the seller in the future, unless otherwise provided by law or follows from the nature of the goods (clause 2 of article 455 );

2. securities and currency values, unless the law establishes special rules for their purchase and sale (clause 2, article 454 of the Civil Code of the Russian Federation);

3. property rights (in particular, to objects of intellectual property), unless otherwise follows from the content or nature of these rights (clause 4 of article 454).

The concept of the subject of the contract of sale also covers the accessories of the item being sold, as well as documents related to it (technical passport, quality certificate, operating instructions, etc.) provided for by law, other legal acts or the contract (clause 2 of article 456 Civil Code of the Russian Federation).

Quantity condition

The quantity of goods to be transferred to the buyer is provided for by the contract of sale in the appropriate units of measurement or in monetary terms. The condition on the quantity of goods can be agreed upon by establishing in the contract the procedure for its determination.

The quantity may be provided in terms of weight (tons, kilograms, etc.), area (square meters), pieces, etc. Sometimes the contract specifies only the total amount of the goods purchased, in which case the quantity is determined by dividing the total amount on the cost of one unit of goods.

If the contract of sale does not allow determining the quantity of goods to be transferred, it is not considered concluded (clause 2, article 465 of the Civil Code of the Russian Federation).

In Art. 466 of the Civil Code of the Russian Federation provides for the consequences of violating the condition on the quantity of goods. So, if the seller transferred to the buyer in violation of the contract of sale a smaller quantity of goods than specified by the contract, the buyer has the right, unless otherwise provided by the contract, either to demand the transfer of the missing quantity of goods, or to refuse the transferred goods and from paying for it, and if the goods are paid for - demand a refund of the amount paid.

If the seller has transferred the goods to the buyer in an amount exceeding that specified in the contract of sale, the buyer is obliged to notify the seller about this. If, within a reasonable time after receiving the buyer's notice, the seller does not dispose of the corresponding part of the goods, the buyer shall have the right, unless otherwise provided by the contract, to accept the entire goods. Moreover, if the buyer accepts goods in an amount exceeding that specified in the contract of sale, the additionally accepted goods are paid at the price determined for the goods accepted in accordance with the contract, unless a different price is determined by agreement of the parties.

Assortment condition

The goods must be transferred in assortment, i.e. in a certain ratio but by types, models, sizes, colors and other characteristics. The range is agreed by the parties in the contract.

If the contract of sale does not define and establish the procedure for its determination, but it follows from the nature of the obligation that the goods must be transferred in assortment, the seller has the right to transfer goods to the buyer in the assortment, based on the needs of the buyer, which were known to the seller at the time of conclusion of the contract , or refuse to fulfill the contract (clause 2 of article 467 of the Civil Code of the Russian Federation).

Article 468 of the Civil Code of the Russian Federation provides for the consequences of violating the condition on the assortment of goods. In particular, when the seller transfers the goods provided for by the contract of sale in an assortment that does not correspond to the contract, the buyer has the right to refuse to accept and pay for them, and if they are paid, to demand the return of the amount paid.

If the seller transferred to the buyer along with the goods, the assortment of which corresponds to the contract of sale, goods in violation of the terms of the assortment, the buyer has the right, at his choice:

• accept goods that meet the assortment condition and refuse other goods;
• refuse all transferred goods;
• demand the replacement of goods that do not comply with the assortment condition with goods in the assortment provided for by the contract;
• accept all transferred goods.

In case of refusal of goods, the assortment of which does not comply with the terms of the contract of sale, or a demand for the replacement of goods that do not comply with the condition on the assortment, the buyer has the right to also refuse to pay for these goods, and if they are paid, to demand a refund of the amount paid.

Goods that do not comply with the terms of the sale and purchase agreement on the assortment are considered accepted if the buyer does not notify the seller about his refusal of the goods within a reasonable time after receiving them.

If the buyer has not refused the goods, the assortment of which does not correspond to the contract of sale, he is obliged to pay for them at a price agreed with the seller. In the event that the seller fails to take the necessary measures to agree on a price within a reasonable time, the buyer pays for the goods at the price that, at the time of the conclusion of the contract, under comparable circumstances, was usually charged for similar goods.

Goods quality condition

This condition, although not essential, is often negotiated by the parties at the conclusion of the contract. In paragraph 1 of Art. 469 of the Civil Code of the Russian Federation in general view the rule is fixed that the seller is obliged to transfer to the buyer the goods, the quality of which corresponds to the contract of sale. Quality can be determined by specifying in regulatory documents, GOSTs, standards, etc., applied to certain types of goods.

When selling goods according to a sample or description, the seller is obliged to transfer to the buyer goods that correspond to them (paragraph 3 of article 469). Sales by samples are most widely used in retail sales.

If the quality of the goods was not specified by any of the above methods, the general rule provided for in paragraph 2 of Art. 469: in the absence of conditions in the contract of sale regarding the quality of the goods, the seller is obliged to transfer to the buyer goods suitable for the purposes for which goods of this kind are usually used.

If the seller, at the conclusion of the contract, was informed by the buyer of the specific purposes of acquiring the goods, the seller is obliged to transfer to the buyer the goods suitable for use in accordance with these purposes (paragraph 3 of article 469).

In cases where the law or in the manner prescribed by it provides for mandatory requirements for the quality of the goods being sold, the seller carrying out entrepreneurial activities is obliged to transfer to the buyer the goods that meet these mandatory requirements. However, by agreement between the seller and the buyer, goods may be transferred that meet increased quality requirements in comparison with the mandatory requirements provided for by law or in the manner prescribed by it (clause 4 of article 469).

Law, other legal acts, mandatory requirements state standards or a contract of sale may provide for a quality check of the goods (testing, analysis, inspection, etc.). In this case, the seller must provide the buyer with evidence of the verification of the quality of the goods.

If the procedure for checking the quality of goods has not been established, then it is carried out in accordance with business customs or other commonly applicable conditions for checking goods to be transferred under a sales contract (Article 474 of the Civil Code of the Russian Federation).

In Art. 475 of the Civil Code of the Russian Federation establishes the consequences of the transfer of goods of inadequate quality. In particular, if the defects of the goods were not specified by the seller, the buyer, to whom the goods of inadequate quality were transferred, has the right, at his choice, to demand from the seller:

• gratuitous elimination of defects in the goods within a reasonable time;
• reimbursement of their expenses for the elimination of defects in the goods.

In the event of a significant violation of the requirements for the quality of the goods (detection of fatal flaws, flaws that cannot be eliminated without disproportionate costs or time, or are detected repeatedly, or appear again after their elimination, and other similar flaws), the buyer has the right to choose:

• refuse to fulfill the contract of sale and demand the return of the amount of money paid for the goods;
• demand the replacement of goods of inadequate quality with goods that comply with the contract.
• These rules apply unless otherwise provided by law.

It should be borne in mind that the seller is responsible for the defects of the goods if the buyer proves that the defects of the goods arose before it was handed over to the buyer or for reasons that arose before that moment.

If the seller provides a quality guarantee for the goods, the seller is responsible for the defects of the goods, unless he proves that they arose after it was transferred to the buyer as a result of the buyer’s violation of the rules for using the goods or their storage, or the actions of third parties or force majeure (Article 476 of the Civil Code of the Russian Federation).

By transferring the goods to the buyer, the seller guarantees him that within certain period the goods will meet the requirements for its quality. This period is called warranty. Warranty periods can be set in the contract itself. Sometimes they follow from regulations that establish standards and GOSTs for determining the quality of products. In this case, they cannot be changed by agreement of the parties.

If the warranty period is not provided for either by the contract or by special legislation, the rule of a reasonable period applies, during which the quality of the goods must comply with the requirements for quality at the time of transfer of the goods. At the same time, the guarantee of the quality of the goods applies to all its constituent parts (component products), unless otherwise provided by the sales contract (Article 470 of the Civil Code of the Russian Federation).

The warranty period begins to run from the moment the goods are handed over to the buyer, however, if the buyer is deprived of the opportunity to use the goods for which the warranty period is established by the contract, due to circumstances depending on the seller, the warranty period does not run until the seller eliminates the relevant circumstances. The same rule applies to cases where the goods could not be used due to defects found in it, provided that the seller was properly notified of these defects (Article 471 of the Civil Code of the Russian Federation).

To be distinguished from the warranty period product expiration date, which is understood as a period determined by law, other legal acts, mandatory requirements of state standards or other mandatory rules, after which the goods are considered unsuitable for their intended use.

The goods for which the expiration date is set, the seller is obliged to transfer to the buyer in such a way that it can be used for its intended purpose before the expiration date, unless otherwise provided by the contract (Article 472 of the Civil Code of the Russian Federation).

The condition of the completeness of the goods

The contract of sale may stipulate a condition on the completeness of the goods being sold, which is understood as the totality of the individual parts that make up the goods, forming a single whole and used for a general purpose. The concept of completeness is applied to technically complex products (equipment, household appliances, etc.).

The seller is obliged to transfer to the buyer the goods that comply with the terms of the contract of sale on completeness. In other cases, the seller is obliged to transfer to the buyer the goods, the completeness of which is determined by the customs of business transactions or other commonly required requirements (Article 479 of the Civil Code of the Russian Federation).

Condition of a set of goods

A condition on a set of goods is understood as a certain set of goods agreed upon by the parties, not determined by the unity of their application.

The difference between this condition and the condition on the completeness of goods is that completeness implies the general use of the goods being sold, while a set of goods is a set of heterogeneous goods that are not related to a common purpose, but are sold together (for example, a set of food products).

If the contract of sale provides for the obligation of the seller to transfer to the buyer a certain set of goods in the set (set of goods), the obligation is considered fulfilled from the moment of transfer of all goods included in the set. In this case, as a general rule, the seller is obliged to transfer to the buyer all the goods included in the set at the same time.

In the event of the transfer of incomplete goods, the buyer, in accordance with the provisions of Art. 480 of the Civil Code of the Russian Federation has the right, at its choice, to demand from the seller:

• proportional reduction of the purchase price;
• completion of goods within a reasonable time.

However, if the seller has not complied with the buyer's requirements for completing the goods within a reasonable time, the buyer has the right, at his choice:

• demand the replacement of an incomplete product with a complete one;
• refuse to fulfill the contract of sale and demand the return of the amount paid.

Condition on tare and packaging

Article 481 of the Civil Code of the Russian Federation provides for a rule according to which the seller is obliged to transfer the goods to the buyer in containers and (or) packaging, regardless of whether the corresponding provision is stipulated in the contract. The only exceptions are goods that, by their nature, do not require packing and (or) packaging (clause 1, article 481).

Under container refers to articles for the placement of goods.

Package, being a broader concept (including packaging), is considered as a means or a set of means that ensure the protection of goods and environment from damage and loss and facilitating the process of circulation of goods.

The parties may indicate in the contract which container and (or) packaging should be used in the performance of the contract, or the standards that the container or packaging of the relevant goods must meet. But if this condition was not agreed upon, then in accordance with paragraph 2 of Art. 481 goods must be packaged and (or) packaged in the usual way for such goods, and in the absence of such, in a way that ensures the safety of goods of this kind under normal conditions of storage and transportation.

Particularly strict requirements are imposed on a seller engaged in entrepreneurial activity, who, if mandatory requirements for containers and (or) packaging are provided in accordance with the procedure established by law, is obliged to transfer the goods to the buyer in containers and (or) packaging that meet these mandatory requirements. 3 article 481).

The buyer has the right to demand from the seller to pack and (or) pack the goods or replace improper containers and (or) packaging, unless otherwise follows from the contract, the nature of the obligation or the nature of the goods, as well as present claims against him arising from the transfer of goods of inadequate quality (Art. 482 of the Civil Code of the Russian Federation).

Price condition

Unlike the previous legislation, according to which the price was an essential condition of the contract, according to the Civil Code of the Russian Federation, the price is an essential condition only for certain types of sale and purchase agreement (sale of real estate, sale of goods by installments). In other cases, if the price is not specified in the contract, the performance of the contract must be paid at the price that, under comparable circumstances, is usually charged for similar goods (clause 3, article 424 of the Civil Code of the Russian Federation).

The price in the contract of sale is determined by agreement of the parties, however, in cases provided for by law, it may be fixed or adjustable. Fixed prices are prices that are set by the competent state authorities and which the parties cannot change (prices for gas, electricity, etc.). With regard to regulated prices, they mean price ceilings or ceiling tariffs set by government agencies.

In cases where the seller, in accordance with the contract, is obliged to transfer other goods to the buyer, the seller has the right to suspend the transfer of these goods until full payment for all previously transferred goods, unless otherwise provided by law, other legal acts or the contract.

In modern conditions, it has become quite widespread advance payment for goods(Article 487 of the Civil Code of the Russian Federation). It is carried out within the period stipulated by the contract, and if such a period is not provided for by the contract, within a reasonable time, which in each specific case is determined on the basis of the subject matter of the contract, the conditions for its execution and other circumstances affecting the actions of the debtor in the performance of the contract.

In addition, payment for goods sold is also practiced. on credit - the buyer is granted a deferred payment after the transfer of goods to him. The moment of payment in this case is determined in the contract, and if this period is not defined, it must be made within a reasonable time (Article 488 of the Civil Code of the Russian Federation).

In accordance with Art. 489 of the Civil Code of the Russian Federation, an agreement on the sale of goods on credit may provide for payment for goods in installments. Such an agreement is considered concluded if it, along with other essential conditions the sale and purchase agreement specifies the price of the goods, the procedure, terms and amounts of payments. If the buyer does not make the next payment for the goods sold by installments and transferred to him within the period established by the contract, the seller has the right to refuse to fulfill the contract and demand the return of the sold goods, unless otherwise provided by the contract. The exception is cases when the amount of payments received from the buyer exceeds half the price of the goods.

The main responsibility of the seller is to transfer the goods. He must deliver the goods:

• free from the rights of third parties;
• in the right amount;
• proper quality;
• proper assortment;
• proper completeness;
• properly packed and packaged;
• in due time.

The main responsibilities of the buyer are the acceptance of the goods and their payment. As a general rule, he must transfer to the buyer the goods, free from any encumbrances, i.e., the rights of third parties to the thing being sold (for example, the rights of the tenant arising from the existence of a lease agreement with the owner of the residential building being sold, since upon transfer of ownership of this house to another person, the lease agreement remains valid for the new owner). This rule does not apply in cases where the buyer agreed to accept the goods encumbered with the rights of third parties (clause 1, article 460 of the Civil Code of the Russian Federation).

The contract of sale may provide for the obligation of the seller or buyer to insure the goods (Article 490 of the Civil Code of the Russian Federation). In the event that the party obliged under the contract to insure the goods does not carry out insurance in accordance with the terms of the contract, the other party has the right to insure the goods and demand that the obligated party reimburse the insurance costs or refuse to perform the contract.

Since under the contract of sale the seller transfers ownership to the buyer, the question of from what moment the buyer becomes the owner of the goods becomes important. A number of legal consequences depend on its correct decision, in particular, those related to the distribution of the risk of accidental loss or damage to the goods, to the levy by creditors of one party or another of the foreclosure on the goods being sold, the possibility for the owner to recover his thing from someone else's illegal possession, the possibility for the buyer to actually exercise the authority to own, use and dispose of the goods.

As a general rule, the right of ownership of the acquirer under the contract arises from the moment of transfer of the thing, unless otherwise provided by law or the contract. If the contract is subject to state registration, the right of ownership arises from the moment of its registration, provided that otherwise is not established by law (Article 223 of the Civil Code of the Russian Federation). In this case, the transfer shall be recognized as the handing over of a thing to the acquirer, its delivery to the carrier for dispatch to the acquirer, delivery to a communications organization for sending to the acquirer of things alienated without the obligation of delivery. The transfer of things is also equated with the transfer of a bill of lading or other document of title to things (Article 224 of the Civil Code of the Russian Federation).

The contract of sale may provide that the ownership of the goods transferred to the buyer is retained by the seller until payment for the goods or the occurrence of other circumstances (Article 491 of the Civil Code of the Russian Federation). Therefore, the buyer is not entitled to alienate the goods or dispose of them in any other way before the transfer of the right of ownership to him, unless otherwise provided by law or the contract, or does not follow from the purpose and properties of the goods.

In cases where, within the period stipulated by the contract, the transferred goods are not paid for or other circumstances do not occur in which the right of ownership passes to the buyer, the seller has the right to demand that the buyer return the goods to him, unless otherwise provided by the contract.

The form of the contract of sale. The choice of one form or another is determined by the subject of the contract, the composition of its participants and the price. So, the contract of sale can be concluded:

• in oral form, including through the performance of implicit actions (for example, a retail sale and purchase agreement);
• simple writing(for example, a supply contract);
• in notarial form(if this form is determined by agreement of the parties).

State registration contracts of sale is necessary in cases provided for by law. Thus, contracts for the sale of residential premises and enterprises are subject to state registration and are considered concluded from the moment of such registration (clause 2 of article 558, 560 of the Civil Code of the Russian Federation).

If one of the parties to the contract for the sale of movables is a legal entity, then a written form of the conclusion of the contract is required. The same rule applies to citizens if the amount of the contract exceeds ten minimum wages established by law. However, if the moments of conclusion and execution of the contract coincide, then in these cases the contract can be concluded in oral form(for example, in retail sales).

The contract of sale is a general contractual structure. In paragraph 1 of Chapter 30 of the Civil Code of the Russian Federation, the following types of sales contract are distinguished:

• – Retail sale and purchase agreement;
• – Delivery contract;
• – Supply contract for state or municipal needs;
• – contracting agreement;
• – Energy supply contract;
• – Contract for the sale of real estate;
• – Contract for the sale of the enterprise.

Retail sales contract - this is an agreement under which the seller, carrying out entrepreneurial activities in the sale of goods at retail, undertakes to transfer to the buyer goods intended for personal, family, home or other use not related to entrepreneurial activity. (Article 492. Civil Code of the Russian Federation)

The buyer in the retail sale contract can be any legal or natural person who purchases goods for personal, family, home and other use not related to entrepreneurial activity. The latter circumstance distinguishes retail sale and purchase from such a type of sale as delivery, in which the goods are purchased specifically for use in entrepreneurial activities.

Since the retail sale contract is a public contract under which the seller-entrepreneur is obliged to sell the goods to anyone and everyone who applies to him, the seller can determine the terms of the contract in forms or other standard forms to which the buyer joins (Article 428 of the Civil Code of the Russian Federation) .

The retail sale contract is considered concluded in the proper form from the moment the seller issues the buyer a cash or sales receipt or other document confirming payment for the goods. However, neither a cash or sales receipt, nor any other document confirming payment for the goods, is a written form of the contract. These documents only confirm the fact of the conclusion of the contract and the essence of its conditions (about the subject and price - on the sales receipt, or only about the price - on the cash receipt).

A retail sale and purchase agreement may be concluded in any form provided for transactions - orally, if it is executed upon completion, by means of implicit actions. For example, a retail sale and purchase agreement using vending machines is considered concluded from the moment the buyer performs the actions necessary to receive the goods. In addition, for some varieties of retail sale, in accordance with acts of the Government of the Russian Federation, a written form is established. Thus, the Rules for the sale of goods by samples provide that the delivery of goods to the buyer is issued by a receipt or other document of the established form and content, which fall under the written form of the contract.

Supply contract - this is an agreement under which the supplier - the seller, carrying out entrepreneurial activities, undertakes to transfer, within a specified period or terms, the goods produced or purchased by him into the ownership of the buyer for use in entrepreneurial activities and other purposes not related to personal, family, household and other similar use. (Article 506 of the Civil Code of the Russian Federation).

The supplier under the supply agreement is only a business entity. The supplier sells either the goods it produces or the goods it has purchased for sale.

Since the buyer acquires the goods for use in business activities or for other purposes not related to personal, family, household and other similar use, he is also a business entity.

An essential condition of the supply contract as a type of contract of sale is the condition on the subject, which is considered agreed upon when the name and quantity of the goods are determined.

Supply contract for state and municipal needs regulated by Art. 525-534 of the Civil Code and, in a subsidiary manner, the general rules for the supply. In the part not regulated by the Civil Code, the following laws also apply to relations for the supply of goods for state needs: the federal law"On the supply of products for federal state needs", the Federal Law "On the State Material Reserve", the Federal Law "On the Procurement and Supply of Agricultural Products, Raw Materials and Food for State Needs" (in the latter case, the relevant rules on the contracting agreement apply), the Federal Law "On placing orders for the supply of goods, performance of work, provision of services for state and municipal needs", etc. (see attached disk).

State (municipal) needs are the needs of the Russian Federation, its constituent entities, local self-government bodies, determined in accordance with the procedure established by law, provided at the expense of budgets and extra-budgetary sources of financing.

Delivery is carried out on the basis of a state or municipal contract for the supply of goods for state or municipal needs, respectively, and contracts for the supply of goods concluded in accordance with it. This determines the following features of the contract and the agreement.

Under the state (municipal) contract, the supplier (executor) undertakes to transfer the goods to the state (municipal) customer or, at his direction, to another person (buyer) according to the shipping order. In the latter case, a contract is concluded between the supplier and the buyer, determined by the shipping order.

The government customer may be federal agency executive power, the authority of the subject of the Russian Federation, and the municipal customer - the local self-government body.

The state (municipal) customer may transfer the right to conclusion to other persons in the manner prescribed by law.

Suppliers are determined by the customer by placing orders through bidding. In cases established by regulatory legal acts (for state-owned enterprises, monopoly enterprises), suppliers are determined without fail.

The essential terms of the contract and the agreement are the subject, its quality, container and (or) packaging, term. Usually, the assortment, completeness, price, order of execution, measures of security and responsibility are also determined.

As a general rule, the customer pays for the goods delivered on the basis of a contract, and the goods delivered on the basis of a contract for the supply of goods for state (municipal) needs - their direct recipient as a party to the contract.

The form of the contract and agreement is a simple written one.

contracting agreement is a specific type of sale and purchase, which is widespread in the field of sales of agricultural products, raw materials and food. Under a contracting agreement, the producer of agricultural products undertakes to transfer the agricultural products grown (produced) by him to the purveyor - the person who purchases such products for processing or sale.

To the contracting agreement, in the part not regulated by the rules of the Civil Code of the Russian Federation on contracting, the rules on the supply contract are applied, in cases of purchase and supply of agricultural products, food and raw materials for state needs - the rules on the supply of goods for state needs, and in the absence of such - general provisions about the contract of sale.

The parties to the contracting agreement are the producer of agricultural products and its supplier. The manufacturer may be commercial organization producing agricultural products, a citizen engaged in this type of entrepreneurial activity, including a peasant (farm) economy. The purveyor is also an entrepreneur who purchases agricultural products for subsequent sale or for further processing.

The subject of the contracting agreement is agricultural products grown (produced) by an agricultural producer and not subjected to any industrial processing, i.e. agricultural products in their raw form. The contracted product is different in that it is a future product, i.e. it is still subject to cultivation or production under conditions Agriculture. Cultivation itself is associated with various stages of agricultural production, which sometimes do not depend on the will of the producer of agricultural products (drought, rains, etc.). These circumstances determine the procedure for determining the conditions in the contract on the quantity (Article 465 of the Civil Code of the Russian Federation) and the assortment of agricultural products (Article 467 of the Civil Code of the Russian Federation). So, the amount of agricultural products can be determined not in exact sizes, but expressed in two limit figures - the smallest and the largest (from and to).

According to the power supply contract the energy supplying organization undertakes to supply the subscriber (consumer) with energy through the connected network, and the subscriber undertakes to pay for the received energy, as well as to comply with the mode of its consumption stipulated by the contract, to ensure the safety of the operation of the energy networks under his control and the serviceability of the devices and equipment used by him, related to energy consumption .

Relations under an energy supply agreement are regulated by the Civil Code of the Russian Federation, and in the part not regulated by it - by laws and other legal acts on energy supply, as well as mandatory rules adopted in accordance with them.

An energy supplying organization is a business entity carrying out energy supply activities in accordance with the procedure established by law and other legal acts.

As a public contract, an energy supply contract is concluded with all energy consumers, but subject to certain conditions. An energy supply agreement is concluded with a consumer subscriber if he has a person who meets the established technical requirements power receiving device connected to the networks of the power supply organization, and other necessary equipment, as well as when accounting for energy consumption.

Art. 540 of the Civil Code of the Russian Federation provides for a special procedure for concluding and extending an energy supply agreement with a citizen. The contract is considered concluded from the moment of the first actual connection of the subscriber to the connected network. The contract is open-ended, and the citizen has the right to use energy for domestic needs indefinitely without reissuing the power supply contract, unless otherwise provided by agreement of the parties.

The subject of an energy supply contract is energy that has special physical properties, the production process of which is strictly related to its consumption.

Under a contract for the sale of real estate (contract for the sale of real estate), the seller undertakes to transfer real estate to the buyer, such as: a land plot, a building, a structure, an apartment and other real estate, as defined in Art. 130 of the Civil Code of the Russian Federation.

The norms of the Civil Code of the Russian Federation apply to transactions with land plots, including the sale of land plots, only to the extent that their circulation is allowed by land legislation. The parties to the contract for the sale of real estate can be any individuals and legal entities, including business entities.

The essential terms of the contract for the sale of real estate are the conditions on the subject. The condition on the subject of the contract must contain such data that allow you to definitely determine the real estate to be transferred to the buyer under the contract, i.e. data that allow you to determine the location of the real estate on the relevant land plot or as part of other real estate. If the contract does not contain such data, then the condition on real estate is considered not agreed, and the contract is not concluded.

The subject of a contract for the sale of real estate may be a building, structure or other real estate located on a land plot, but not the subject of a contract of sale and owned by the seller. In this case, simultaneously with the transfer of ownership of such real estate, the buyer is transferred the rights to that part of the land plot that is occupied by the real estate and is necessary for its use. The rights of the buyer of real estate to the relevant land plot: the right of ownership, the right to lease or other right are determined by the contract for the sale of real estate.

If the contract does not determine the right of the buyer of real estate to the relevant land plot, the rule of Art. 552 of the Civil Code of the Russian Federation, according to which the right of ownership of that part of the land plot that has occupied real estate and is necessary for its use is transferred to the buyer.

Enterprise sale agreement is a type of contract for the sale of real estate. To the extent that the sale of enterprises is not defined by paragraph 8 of the Civil Code of the Russian Federation, the rules of the Civil Code of the Russian Federation on the sale of real estate apply to the sale of an enterprise. Therefore, the special rules of Art. 559-566 of the Civil Code of the Russian Federation, in case of their insufficiency - the rules of the Civil Code of the Russian Federation on the sale of real estate and only then - the general provisions on the sale.

Under the contract for the sale of an enterprise, the seller undertakes to transfer the enterprise as a whole as a property complex into the ownership of the buyer (Article 132 of the Civil Code of the Russian Federation), with the exception of rights and obligations that the seller is not entitled to transfer to other persons.

The Civil Code of the Russian Federation does not define the parties to the contract for the sale of an enterprise. But based on the fact that an enterprise is understood as a property complex used for business activities and including all types of property intended for such activities, it should be assumed that the parties to this agreement, or one of the parties, are business entities.

The essential terms of the contract for the sale of an enterprise are the conditions on the composition and value of the enterprise being sold, that is, the exact definition of the elements of the property complex. They are determined in the contract on the basis of a complete inventory of the enterprise, carried out in accordance with the established rules for such an inventory.

An essential condition of the contract for the sale of an enterprise is the price condition. In this case, it works general position about the price in the contract for the sale of real estate (Article 555 of the Civil Code of the Russian Federation), according to which, in the absence of a price agreement agreed by the parties in writing, the contract for its sale is considered not concluded. At the same time, the rules for determining the price provided for in paragraph 3 of Art. 424 of the Civil Code of the Russian Federation do not apply.

The price of the enterprise is determined by the parties freely on the basis of a complete inventory of the enterprise and an audit report on its composition and value.