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DELIVERY AGREEMENT No. __/______
___________ “___” ______________ 20___
_______________________________ , hereinafter referred to as the “Supplier”, represented by __________________________________, acting on the basis of the Charter, on the one hand, and ____________________________________________________, hereinafter referred to as the “Buyer”, represented by the director _______________________________________________, acting on the basis of the Charter, on the other hand, we have concluded this contract for the supply of goods as follows:
SUBJECT OF THE AGREEMENT.
1.1. During the validity period of this contract, the Supplier undertakes to supply, and the Buyer to accept and pay for _____________________ hereinafter referred to as the Goods.
1.2. Quantity, price, product range are agreed upon by the parties in the specification. The price of the goods in the specification is given including VAT-18%.
1.3. The specifications are an integral part of this agreement.
1.4. In order to properly fulfill tax obligations under this agreement, each party undertakes to provide the opposing party with copies of the following documents:
- certificate of state registration;
- certificate of making an entry in the Unified State Register of Legal Entities about a legal entity
- certificate of registration with the tax authority of a legal entity formed in accordance with the legislation of the Russian Federation, at its location on the territory of the Russian Federation.
1.5. The documents specified in clause 1.4 of this agreement are an integral part of it.
1.6. Copies of the agreement and documents have the status of legal force until they receive documents certified by the signature of the director and the seal of the organization by mail.
QUALITY AND COMPLETENESS OF THE PRODUCT.
2.1. The quality and completeness of the supplied goods must comply with GOSTs and specifications of the manufacturer.
2.2. The warranty period is set by the manufacturer; the terms of warranty service for the product are specified in the form. (Warranty obligations apply to goods that have undergone mandatory registration and warranty registration).
2.3. Acceptance of goods in terms of quantity and quality is carried out by the Buyer in accordance with the Instructions of the USSR State Arbitration Court No. P-6 and P-7 (with amendments and additions).
SETTLEMENT PROCEDURE.
3.1. The buyer is obliged to pay for the goods at the price agreed in the contract. An increase in price is allowed only by agreement of the parties.
3.2. The goods are paid by the Buyer on the basis of the invoice by 100% prepayment.
3.3. Transport costs for delivery of goods (railway tariff, loading, cargo security, etc.) are paid by the Buyer 5 (five) days before shipment based on the invoice.
3.4. Settlements between the parties are carried out as agreed by the parties in the following form:
- transfer of funds to the Supplier's bank account;
- payment obligations are considered fulfilled on the day the funds are credited to the Supplier's bank account.
- Transport.
3.5. Ownership of the goods passes from the Supplier to the Recipient from the moment the goods are transferred from the Supplier to the first carrier.
DELIVERY TIME AND PROCEDURE.
4.1. The supplier ships the goods within the time limits specified in the specifications.
4.2. The Supplier ships the goods to the Buyer according to the details specified in this agreement. In case of changes in the details of the consignee, the Buyer is obliged to notify the Supplier no earlier than 5 (five) days before the start of shipment.
4.3. Method of shipment and type of transport: railway transport, road transport, pickup. Methods of shipment, specific types of transport and delivery conditions separately for each batch of products are indicated in the specification.
4.4. The Supplier notifies the Buyer of the shipment of the goods by fax, by providing a copy of the invoice, within 2 (two) days from the date of shipment.
RESPONSIBILITY OF THE PARTIES.
5.1. For failure to fulfill or improper fulfillment of obligations under this agreement, the parties are liable in accordance with the current legislation of the Russian Federation.
CASES OF EXEMPTION FROM LIABILITY (FORM MAJEURE).
6.1. The parties are released from liability for failure to fulfill obligations under this agreement if this failure is caused by force majeure circumstances, which are recognized under current legislation. In this case, the established deadlines for fulfilling the obligations specified in the contract are postponed for the period during which force majeure circumstances apply.
SETTLEMENT OF DISPUTES.
7.1. All disputes and disagreements between the parties arising during the validity of this agreement are subject to resolution in accordance with current legislation.
7.2. In all other respects that are not provided for in this agreement, the parties are guided by the current legislation of the Russian Federation.
CONTRACT TIME.
8.1. This agreement comes into force from the moment it is signed by authorized persons of the parties and is valid until “__” __________ 20___.
FINAL PROVISIONS.
9.1. This agreement is drawn up in two copies having equal legal force, one copy for each of the parties.
9.2. Any changes and additions to this agreement are valid provided that they are made in writing and signed by authorized representatives of the parties.
LEGAL ADDRESSES AND BANK DETAILS OF THE PARTIES:
Supplier: Buyer:
SIGNATURES OF THE PARTIES:
SPECIFICATION No. 1
to supply contract No. __ /______ dated “___” ____________ 20___
№ | Designation | Name | Quantity, pcs. | price, rub. with VAT 18% | Amount, rub. with VAT 18% |
1 | |||||
2 | |||||
3 | |||||
4 | |||||
5 | |||||
TOTAL: |
TOTAL: ______________________ rub. incl. VAT 18%.
- Delivery time no later than ___ days after 100% prepayment.
- The price for the goods agreed upon in this specification is valid until “___” __________ 20___ inclusive.
- This specification is drawn up in two copies having equal legal force, one for each of the parties and is an integral part of the contract.
Supplier: Buyer:
Download the document “Product supply agreement and specification”
Specification for the supply of goods: sample and form
The supply of goods is one of the most important services, for the legal registration of which an appropriate agreement is always concluded. One of the appendices to it is a specification for the supply of goods, a sample and instructions for filling which can be found in this article.
Specification form for the supply of goods (word)
Sample of a completed specification (word)
Main purpose
If goods are delivered from the seller to the buyer without intermediaries or through them, a supply agreement is almost always concluded.
However, the list of commodity units, their quantity and other data in most cases is provided in a separate text as an appendix, since it will take up a lot of space in the contract itself.
Thus, a specification for the supply of goods, drawn up according to a certain model, is an annex to the contract of the same name. It is also used as an annex to such agreements:
- paid provision of services;
- contract;
- some others.
According to the law, it (as a clarification of the list of certain items) can be used as an annex to any agreement at the time of concluding a transaction or after signing the basic agreement.
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Like any other application, it is valid only if there is a link to the relevant agreement. That is, it is not allowed to draw it up without an agreement - such a document has no legal force.
The main purpose is that it lists a complete list of supplied material assets, which may include both the goods themselves and:
- materials;
- raw materials;
- equipment and mechanisms;
- other valuables.
Often the document also reflects the payment scheme (stages, amounts, deadlines, etc.). Therefore, in essence, this is a list of goods, their amount and terms of payment.
Form and sample 2020 - 2018
There is no single approved form. Therefore, each company has the right to approve any form and subsequently use it in its work. However, it always contains the following information:
- First you need to specify which appendix this document is to the main supply contract (annex number, link to the contract - number, name, date).
- It is most convenient to present the list of goods and other material assets in a tabular form. The following items are listed:
- numbers in order (for convenience);
- full names of goods;
- number of goods;
- units of measurement (usually pieces, but can also be weight, volume, etc.);
- unit price and total cost for each product (for each line);
- the total cost and total VAT are listed at the end of the table.
- Next, you can duplicate the terms of payment for goods. For example, half of the amount is transferred as an advance payment within 5-6 business days from the date of invoice. And the other half - within 2 weeks from the day the advance payment is actually credited to the bank account.
- This is followed by the signatures of the responsible persons (usually at the level of general directors), transcripts, company names and date. It is allowed to put not only handwritten, but also electronic digital signatures, if the company officially uses them in its work, and there is a corresponding mention in the contract. However, the use of facsimile signatures is not permitted.
- As for printing, it is not necessary to put it on applications. However, if the contract itself and the company’s internal documents require stamping, the seal must be affixed.
The specification form, which is attached to the contract for the supply of goods, can be used as a sample for registration.
A completed example of the completed form is presented below.
NOTE. Each company has the right to choose the number of specifications and their samples when making delivery of goods. You can make one with a long list, you can arrange an unlimited number of different ones for each group of products. However, it is important to indicate the exact quantity in the contract, referring to the presence of these attachments.
Procedure for registration and forwarding
When preparing and developing a document, you need to pay attention to several important nuances:
- Since the form is free-form, it is best to choose a letterhead for it.
- The law does not prohibit the use of electronic versions of a document along with paper ones, but only if they are signed with electronic digital signatures.
- It is always issued in two copies - one each for the supplier and the buyer.
- Corrections and blots are not allowed. However, they can be supplemented, as well as the previous ones can be terminated and new ones made.
- They are stored together with the contract and are valid indefinitely - until the actual fulfillment of the given conditions, i.e. delivery of relevant goods in the described quantities and on time.
At the same time, you can transfer it either by hand or with the help of:
- email (if electronic signatures are available);
- Russian Post (it is better to send by registered mail);
- courier mail (based on the “door to door” principle);
- They transmit via fax much less often, since this technique is less common, and besides, for transmission by fax, it is necessary that the contract provides for this possibility.
NOTE. If the company has recently started supplying goods, it is better to immediately develop an appropriate uniform form, according to which all such documents will be drawn up.
Arbitrage practice
Based on judicial practice, several important legal conditions for use can be understood:
- The form is free, but it must contain information about the exact quantity, the exact cost of both individual goods and their total quantity (and the total amount with a separate indication of VAT).
- Information about the payment scheme may or may not be provided, but in any case it should not contradict the terms of the contract. In other cases, you can enter into an additional agreement in which you can make an exception for a specific situation.
- It is not necessary to indicate information about the technical characteristics of goods, their manufacturers, and compliance with regulatory documents.
In particular, the claims of tax inspectors about the discrepancy between the data on goods in the sample specification and the supply contract with the information given in the invoice appear to be unfounded.
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The fact is that companies themselves have the right to decide what data and in what form should be contained in it.
Theoretically, the document is drawn up solely for the convenience and legal protection of the parties, since the supply agreement itself is self-sufficient and even in the absence of annexes it has binding legal force for the supplier and the buyer (to the extent of the prescribed rights and obligations, if they do not contradict the Civil Code).
Thus, even in the event of such claims, it will be enough for the parties to prove their case using:
- the actual contract (supply, contract, etc.), which details the names, details of the parties, the procedure for delivery, payment, dispute resolution, etc.;
- specifications that have the nature of clarifying information on goods (exact quantity, amount, etc.) and are valid only if there is a corresponding agreement, as well as references to this agreement.
Source: https://2ann.ru/obrazec-specifikacii-pri-osushhestvlenii-postavki-tovara/
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Specification in the field of transport services
- The contract itself must contain a link or other type of information notice about the presence of a specification in the supply contract.
- The specification must be filled out on a separate sheet and signed before the goods are received.
- The product specified in the specification must be agreed upon by both parties.
- The specification itself must contain the signatures of both parties, otherwise the document will be invalid.
- The document must be drawn up in 2 copies.
Procedure for filling out the specification:
- The date the specification was signed is in the specification header.
- Document Number.
- Information about which agreement the specification is an appendix to.
- Details of the buyer and supplier.
- The correct name of the organizations of both parties. Must be listed twice.
- Details of the parties are indicated at the end of the specification.
- The names of the parties are written first.
- Seals and signatures of the parties.
- Date of conclusion of this document.
Sometimes they create a list for more convenient perception of information. Separate columns are devoted to VAT amounts, compliance of goods with GOSTs, and other established standards.
If the signature of at least one of the parties is missing, the specification may not be fulfilled. Then they cease to consider that the contract has been drawn up and agreed upon.
There are several basic requirements for filling out the document.
- Signatures with seals and the date of conclusion of the contract are required.
- It is important to fill out the details correctly for each party. The supplier and buyer provide their full details. They are mentioned twice. At the beginning of the document they write about the name. The details are at the end, after the table. The main thing is that the information coincides with what is written in the main contract.
- The date the document was signed is written in the header. After which they indicate the number and provide a link to the contract, to which the specification became an annex. Large enterprises often enter into several supply contracts. In this case, the counterparty is the same person. The number and date from the main agreement should be written down as carefully as possible.
The document is filled out on a separate sheet in standard A4 format. For certification, both parties sign the paper and put stamps.
A link to the supply agreement itself is provided only in full. The final part of the document is devoted to the full details of the contracting parties.
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The most significant nuances are highlighted in bold, which include the timing of the delivery location, transportation conditions, its total cost, and prices.
There are different types of specifications. They must be compiled for:
- Engineering systems with appropriate equipment.
- Personnel.
- Industrial premises with zones.
- Ready-made products.
- Products with semi-finished products that have not been packaged.
- Packaging and auxiliary materials.
- Initial raw materials.
Quality control department, technology department - these are the departments that are usually responsible for drawing up specifications.
The document is drawn up only in accordance with the standards in force within the enterprise. Approval and signing are also carried out by persons vested with certain powers.
The specification contract can also reflect the delivery schedule for a certain period. Separate reservations are established in relation to packaging and containers. Sometimes they indicate the admissibility or inadmissibility of regrading.
They write about liability measures if such problems are discovered. You need to write about all the requirements that in one way or another describe the subject of the contract and are directly related to it.
Be sure to note the date when the agreement was concluded. Any violations are subject to a fine, even if they relate specifically to the specification and not the main contract.
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Today there is no unified specification form, so employees of organizations and enterprises can draw it up in any form or, if the company has a developed and approved document template, based on its sample. The main thing is to meet only two basic conditions: in its structure it must meet certain standards of office work, and in content it must include a number of certain data.
The following should be added to the specification header:
- number and date of conclusion of the agreement to which it is annexed;
- specification number, as annex;
- indicate the title of the document.
The second part of the form is the main one. It almost always looks like a table, which includes the following information:
- name of goods or materials;
- their unit of measurement;
- quantity;
- price for one;
- total cost.
If necessary, the table can be supplemented with other additional data.
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Then, under the table, it would be a good idea to enter the terms of payment for products according to this specification (they may correspond to the terms of the contract, or they may be changed, depending on the circumstances).
The customer attaches the form to the draft contract during procurement. At this stage, it can be provided in the form of an empty table or the names of the goods or services planned for purchase can be listed. These documents, as well as tender documentation and notice of the procedure, must be placed in the Unified Information System.
During the procurement process, the final price of the government contract is determined. If it was an electronic auction, then no later than 5 days after the publication of the auction protocol, the customer must send a contract without his signature, but indicating specific product indicators in accordance with the winner’s application (Part 2 of Article 70 No. 44-FZ).
But after posting the tender protocol in the Unified Information System, the supplier is obliged to send the completed security agreement to the buyer within 10 days. The latter also puts his signature on the document within a period not exceeding 10 days (Parts 3 and 7 of Article 54 No. 44-FZ).
The customer has the right to establish in the draft contract a provision that the winner is obliged to provide a breakdown of the prices of goods after the conclusion of the agreement. After all, the government customer places information about the transaction in the register of contracts within 3 working days, indicating the price for each unit of production.
We assume that in the first case, the sample specification for the 2020 goods supply contract must be filled out by the customer, and in the second case, by the supplier. However, the law still does not assign this responsibility to anyone in particular. But, as practice shows, the paper in question is most often filled out by the participant, regardless of the type of trading.
Determining and explaining delivery conditions is an important point in the activities of transport companies.
This is why specifications are drawn up. They have the opportunity to provide information that is not included in the main contract.
Specification for transport services.
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Freight forwarding firms and companies now provide many types of services. Here is just a small list of them:
- Preparation of documents that are provided to customs authorities. This includes veterinary and sanitary certificates, consular invoices, certificates of origin, import and export licenses, customs declarations.
- Bringing the goods into a condition suitable for transportation.
- Warehouse operations related to transportation and storage.
- Organization and registration of the transportation process itself.
Comments on the document “Product Supply Agreement and Specification”
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Dmitriy | 08/17/2017 at 17:05:28 Thanks a lot found him just in time |
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Dana | 10/21/2018 at 20:24:36 Thank you. helpful information |
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Gorskikh Evgeniy | 03/06/2019 at 14:56:50 They were very helpful in concluding an agreement quickly |
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5 Love | 12/12/2019 at 18:38:27 Thank you! They were very helpful, working with a standard contract saves time. |
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Alexander | 03/27/2020 at 11:19:40 It's good that you exist, keep making us happy |
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5 Marina | 04/14/2020 at 20:10:17 Thank you very much for the detailed, competent contract for the supply of equipment! |
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Basic Concepts
One of the most popular agreements, which many have probably heard of, is the contract for the supply of goods.
The key to a successful business in this area is a quickly sold product. And the tool for obtaining the largest percentage of sales of your goods is the supply agreement. Dear reader! Our articles talk about typical ways to resolve legal issues, but each case is unique.
If you want to find out how to solve your particular problem, please use the online consultant form on the right or call.
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Even a seemingly insignificant detail when drawing up a contract can lead to significant losses. It is important to draw up a competent, understandable and profitable supply agreement and its components.
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One of these components of a contract for the supply of goods is a specification, and it is this that we will talk about in our article. It is important to draw up the specification attached to a particular supply agreement correctly, since this document is an integral part of the supply agreement.
The main purpose of this document is to specify the agreement itself in terms of detailed clarification of the quantity and cost of the goods supplied.
The contract for the supply of goods determines the obligation of the parties to perform specific actions specified in the contract.
The parties to the supply agreement are:
- Provider. The responsibility of this party is the timely delivery of goods, the established quantity and quality.
- Buyer. The party that receives the goods and makes payment in accordance with the contract.
The terms of the supply agreement are determined by the parties participating in the agreement. There is a special form of a framework supply agreement. The framework form defines the main provisions on cooperation and information about the parties: buyer and supplier.
As part of such an agreement, the parties to the contract sign a main supply contract for a certain delivery period, but the annexes about the product - specifications may change. The specifications in the framework supply agreement can be signed by the parties to the agreement several times if it is necessary to supply a new batch.
There is no established uniform sample specification for a contract for the supply of goods in the Russian Federation. Each entrepreneur draws up this document in any form for his specific case.
But there is basic information that must be included in the specification; it can be changed and adjusted if necessary. This document is almost always filled out in table form.
- Product number in order.
- Name of the delivered goods (in accordance with the invoice).
- Quantity of goods.
- Unit of measurement of the product.
- The amount of the supply agreement.
- If necessary, additional information about the packaging and the cost of additional services provided to this agreement is indicated.
Important: It is in accordance with the specifications that the goods are received.
SPECIFICATION No. 10 to supply contract No. 77 dated September 01, 2015
Moscow September 02, 2020
Item no. | Name of product | Unit change | Qty | Price (RUB) without VAT | Price (RUB) including VAT | Amount (RUB) excluding VAT | Amount (RUB) including VAT |
1 | PC. | ||||||
2 | PC. | ||||||
3 | PC. | ||||||
4 | PC. | ||||||
Total payable |
Total amount according to the specification: ___________________(_________________________________________________) rubles, including VAT - __________(_________________________________) rubles.
DUE DATE:
100 (one hundred)% of the total specification amount – no later than September 12, 2020.
If the above amount is not transferred by September 12, 2015. this specification shall cease to be valid and the Supplier shall be relieved of its supply obligations.
PRODUCTION AND DELIVERY TIME: No later than 30 (thirty) calendar days from the date of making an advance payment in the amount of 100% of the total specification amount.
KIND OF TRANSPORT: ______________________________
SHIPPING DETAILS:_____________________________________________ _________________________________________________________________________
Shipping details can be changed by the Buyer no later than ____(____________) days before the delivery date.
In all other respects not specified in this Specification, the parties are guided by the provisions of Supply Agreement No. 35 dated January 11, 2013.
SUPPLIER: BUYER:
Director of Firm No. 1 LLC _____________ A.O. Antonov | Director of OJSC “Firm No. 2” ______________B.K. Sokolov |
The formation of specifications for the supply of goods occurs only after the conclusion of a supply agreement. The document is not independent, but serves as an annex to the agreement, being an integral part of it. Specifications are quite widespread (especially in trading companies), even though they are not mandatory.
The number of specifications for one supply contract is not limited in any way.
A separate document can be drawn up for each batch of goods. Each time after it is signed by the parties, it becomes another integral part of the main agreement.
A service agreement is a complex document that requires a responsible approach. Specifications are drawn up in order to clarify some of the nuances relating to the contract itself. And the process of providing services.
In a legal and economic sense, a specification is a mandatory written application, drawn up in two original copies. It is attached to any supply agreement or other similar documents.
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Specification example.
In practice, it often happens that the specification lists only the main provisions, without specifics. It is not very convenient to describe complex technological terms in such a document.
Especially considering the long-term nature of many of the agreements concluded. And the repetition of the deliveries themselves. In this case, it is enough to change the specification itself; the main contract does not change in any way.
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But there is a number of information that must be present in the specification. Filling out almost always involves the use of tabular forms.
Mandatory indication:
- Information about the packaging, the cost of additional services if necessary.
- Amounts of the supply agreement.
- Units of measurement for the product.
- Quantities of goods.
- Names of supplied valuables.
- Product serial number.
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How to fill out
The rules for drafting are not defined in law. If it is drawn up for a supply contract, the following points can be highlighted:
- Serial number.
- Name of the product, work or service.
- Specifications.
- Quantity.
- Unit of measurement.
- Unit price.
- Total cost for each item.
- Total amount.
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The specification form for the service contract will have a similar appearance, only the quantity is replaced by volume. Additionally, you can specify an execution schedule.
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Purpose of the specification
The main purpose of the specification is to agree on the subject of the contract (or object). The specification must contain all the characteristics of the things transferred, services provided, and work performed that are significant for a specific contract.
Agreement on the subject of the contract or its non-approval is important for the fact that the contract is concluded. Thus, to conclude all types of sales contracts, including supply contracts, it is necessary to agree on at least the name of the product and its quantity. Other conditions necessary for approval (essential) may be established as mandatory for agreement.
The contract must contain a link to the specification. It is desirable that the specification be individualized using the number and date of compilation.
In the event that the contract does not indicate all the characteristics of the subject and there is a reference to the specification, invoices and invoices are not unconditional evidence of agreement on the subject of the contract.
Also, the significance of the specification is that the specification can establish agreed upon requirements for quality, assortment, set, completeness, containers, packaging.