Long-term contract. Supply contract (long-term)

Long-term contract

Long-term contract

Long-term contract - a contract providing for the supply of goods in batches over a period lasting more than two years.

In English: Long interest

English synonyms: Long-term contract

See also: Foreign trade contracts

Finam Financial Dictionary.

See what a “Long-term contract” is in other dictionaries:

long-term contract- A contract providing for the supply of goods in batches over a long period, for example, over two years [Trade facilitation: English-Russian glossary of terms (revised second edition) NEW YORK, GENEVA, MOSCOW 2011] EN... ... Technical Translator's Guide

LONG-TERM CONTRACT- a contract providing for the supply of goods in batches over a period usually exceeding two years... Legal encyclopedia

Contrast; providing for the supply of goods in batches over a period of more than two years...

LONG-TERM CONTRACT- LONG-TERM CONTRACT … Legal encyclopedia

- (see LONG-TERM CONTRACT) ... Encyclopedic Dictionary of Economics and Law

Noun, m., used. compare often Morphology: (no) what? contract, why? contract, (see) what? contract, what? contract, about what? about the contract; pl. What? contracts, (no) what? contracts, what? contracts, (I see) what? contracts, what? contracts, oh... ... Dmitriev's Explanatory Dictionary

An agreement between the seller and the buyer, providing for the delivery of goods in batches for a period exceeding 2 years. Cost of goods according to K.d. can be established upon its conclusion or for each episode of delivery of goods. Dictionary business... ... Dictionary of business terms

A futures contract that allows borrowers and lenders to fix the price at which they will be able to buy or sell fixed income securities in the future and hedge against losses that may arise from changes in... ... Financial Dictionary

See Long-term contract Dictionary of business terms. Akademik.ru. 2001 ... Dictionary of business terms

CONTRACT, LONG-TERM- a contract between an independent buyer and seller, which provides for the delivery of goods in batches over a period exceeding 2 years. Price in D.K. can be established upon its conclusion or at the time of delivery of goods on the basis of exchange... ... Large economic dictionary

Books

• Northern War, Andrey Bondarenko. Yegor was a professional military man. He lived in Russia, albeit not very happily, but enjoying the benefits of the 21st century. But one day he was offered a highly paid contract. Long-term, for five...

The lease of non-residential or residential premises is confirmed by a lease agreement, which is concluded for a certain period.

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This period determines the type of document - short-term or long-term. Next we will talk about a long-term lease agreement, which has some features in its preparation and subsequent compliance.

What it is

The lease agreement is concluded by the tenant and the lessor, who act as parties to the document. A rental agreement can be concluded for several months and can be called short-term.

But in most cases, it is recommended to draw up a document for a long period - more than a year, which is called long-term. A long-term contract does not differ in its drafting from a short-term one, but subsequently it has certain conditions for compliance.

Conditions

A long-term contract can be drawn up for several years, so the choice of premises for rent should be approached carefully.

In the presented case, the following conditions for compliance with a long-term agreement are distinguished:

1. The agreement comes into force immediately from the moment of signing if there is no indication of the exact duration of the agreement - if the document does not indicate the start and end dates of the agreement, the tenant has the right to demand the premises for use on the day of signing the document.
2. If the document specifies the terms of the contract, they are observed both at the beginning of the period and at the end.
3. The agreement has legal force as a result of its signing by the parties - the tenant and the lessor.
4. If the premises are rented for a long period, it must be carefully examined - check the external and internal condition, communication systems and the presence of working equipment.
5. The premises must be renovated during the lease - this should be stated in the document. Current repairs are the responsibility of the tenant, as well as repairs of faults that arise due to his fault. Major repairs of the premises and the building as a whole are carried out at the expense of the lessor. Here, the moment of mandatory repairs is highlighted if malfunctions arise as a result of an unexpected cataclysm - flooding or damage caused by weather conditions.
6. If the premises are subleased, you should take into account the fact that such an agreement cannot exceed the validity period of the main document.
7. A long-term contract is drawn up for a period of more than a year, so it must be registered with Rosreestr.

There are no differences in the long-term agreement - all obligations and rights of the parties are provided for and observed here in accordance with Russian legislation.

Differences and features of the agreement may arise from the individual situation, which must be indicated in the document.

How to apply and its sample

An agreement for residential premises is drawn up using the same principle. There is no specific and certified form for a long-term lease agreement, so it is drawn up in a simple free form, but taking into account all regulations and acts - this is the only way to achieve the legal force of the signed document.

The long-term lease agreement for residential or non-residential premises specifies the following points:

If desired and necessary, you can add clauses such as “force majeure” and “additional information” to the document - these clauses seem only unimportant, but in the current force majeure situation they turn out to be the main ones in court proceedings.

Required documents

To draw up a long-term lease agreement, you need to prepare the following documents:

• passports of the parties - if individuals are involved in the transaction, and constituent documents for the organization, if there are legal entities among the participants in the transaction. At the same time, subject to the participation of an individual entrepreneur, a certificate of business registration with the tax authorities must be submitted;
• certificate of ownership of the object - provided by the owner of the residential or non-residential premises that are for rent;

• document basis - confirms the existence of ownership rights to the object;
• an extract from the Unified State Register - provided by the lessor, confirming the absence of seizure and encumbrance on the leased property;
• cadastral passport;

• technical passport – necessary to verify the technical information declared by the lessor;

• an extract from the housing department confirming the absence of debt on utility bills - necessary to confirm the absence of a possible shutdown of utility services;
• permission to rent out the premises from all co-owners, if the property has them.

To draw up a long-term lease agreement, additional documents may be required, which follows from the individual situation. To draw up a contract correctly, you can consult a lawyer.

Registration of a long-term lease agreement

Registration of a long-term agreement is mandatory, especially if it is concluded for the lease of non-residential premises. As a rule, registration fees are paid by the tenant.

To register, you must do the following:

1. Contact Rosreestr and write a corresponding application with a request to register the signed agreement between the parties.
2. Submit all the documents listed above.
3. Attach to the above package the signed agreements and the act of acceptance and transfer of the object - in 3 copies. 2 copies of documents will be distributed to the parties, and one copy will remain in the Rosreestr archive.
4. Also provide a receipt for payment of the state fee.

After completing the above steps, a Rosreestr employee takes the documents for review - this lasts no more than 10 working days (the timing may vary depending on the region of registration of the document).

After the specified time has passed, the parties can withdraw the registered agreements and acts of acceptance and transfer of the premises for rent.

Upon registration, a corresponding entry is made in the Unified State Register, which indicates that the property is currently being leased - this is protection from the actions of fraudsters who may try to sell the premises.

What could be the consequences if not registered?

If the agreement is not registered with Rosreestr, the parties may encounter difficulties. Firstly, an unscrupulous landlord may demand to vacate the premises without paying a penalty and before the specified period.

Secondly, if for some reason one of the parties to the transaction goes to court, the judge may declare the contract invalid.

By declaring the agreement invalid, all rights and obligations of the parties to each other are canceled. As a result, the plaintiff will not be able to demand compensation from the defendant for damages, if any, in the current situation.

Features of termination

Termination of a long-term lease agreement can occur in two ways, the choice of which is guided by the current situation. The first method of terminating a contract is based on the presence in the document of a precisely specified period of its validity.

If a subsequent extension is not provided - automatic extension - the agreement is terminated by contacting Rosreestr and submitting an appropriate application. Rosreestr employees, upon application, make entries in the Unified State Register, thereby removing obligations from the parties.

The second method is early termination of the premises rental agreement, which occurs by submitting a notice of termination. This must be done 3 months before the expected termination of the transaction.

Notification is sent in writing. If the notified party does not respond to the notice within 30 days or refuses to terminate, the initiator has the right to apply to the court to terminate the agreement unilaterally.

Long-term building lease agreement (with conditions for landlord guarantees)

Long-term building lease agreement (with conditions for landlord guarantees)

LONG-TERM AGREEMENT N. [number]
building rental
(with the terms of the Lessor's guarantees)

[name], certificate of registration N. [number] dated [date, month, year], created in accordance with the legislation of the Russian Federation, we refer to [_] hereinafter as the “Lessor”, represented by [full name], acting on the basis of [specify], on the one hand, and [name], registration certificate N. [number] dated [day, month, year], created in accordance with the legislation of the Russian Federation, we refer to [_] hereinafter as “Tenant” , represented by [full name], acting on the basis of [specify], on the other hand, hereinafter collectively referred to as the “Parties”, have entered into this agreement, hereinafter referred to as the “Agreement”, as follows:

ARTICLE 1. SUBJECT OF THE AGREEMENT

1.1. The Lessor rents out, and the Tenant accepts for rent, building N. [number] - a non-residential building [hereinafter referred to as the “Building”], located at the address: [address] /hereinafter referred to as the “Territory”/, a detailed description, as well as a floor plan of which is contained in Appendix No. 1 to this Agreement, which is an integral part thereof.
1.2. The Lessor owns the Building as private property in accordance with the Certificate of State Registration of Rights dated [day, month, year] series [series] N. [number], registration record in the Unified State Register of Rights to Real Estate and Transactions with It N. [ number] from [day, month, year].
1.3. The building will be used to conduct any business activity, except those prohibited by the current legislation of the Russian Federation.
1.4. Products and other income received by the Tenant as a result of the use of the Building, including as a result of subletting the premises of the Building, are his property.
1.5. Reorganization of the organization - tenant, organization - lessor, as well as change of owner of the Building are not grounds for changing or terminating the Agreement.
1.6. The tenant, simultaneously with the transfer of rights of ownership and use of the Building, is given the right to use that part of the land plot that is occupied by this Building and is necessary for its use.

ARTICLE 2. LEASE TERM

2.1. The building is leased for [number of] years /"Rental Period"/, from [day, month, year] to [date, month, year].
This Agreement comes into force from the moment of its state registration and applies to the relations of the Parties that arose from the date of signing of this Agreement.
2.2. The Tenant will take possession of the Building starting from [day, month, year]. The building is leased according to the acceptance and transfer certificate of the Building, signed by the Parties, which must detail the technical condition of the premises, the presence of auxiliary equipment, communications and other information characterizing the Building at the time of leasing.
2.3. The term of the Agreement may be extended by agreement of the Parties, which is formalized by an additional agreement of the Parties.
2.4. The Tenant is obliged to transfer the Building to the Lessor within [number of] days from the date of expiration of the Agreement according to the acceptance and transfer certificate, which must reflect the technical condition of the Building at the time of transfer.

ARTICLE 3. PAYMENTS UNDER THE AGREEMENT

3.1. The Tenant pays the Lessor the basic and additional rent /"payment"/ in the amount and manner specified in Appendix No. 2 to the Agreement, which forms an integral part thereof.

ARTICLE 4. GUARANTEES AND REPRESENTATIONS OF THE LESSOR

4.1. The Lessor guarantees that, as of the date of signing this Agreement, he has the right to dispose of the Building, as well as the rights and legal authority to conclude this Agreement for its entire term and all terms of its extension.
4.2. The Lessor warrants to the Tenant that, subject to the Tenant's fulfillment of its obligations under this Agreement, he has the rights to the sole, quiet and uninterrupted use of the said Building during the entire Lease Term and any legal extension thereof.

ARTICLE 5. OBLIGATIONS OF THE LESSOR

5.1. The lessor is obliged:
5.1.1. In accordance with clause 2.2 of the Agreement, transfer the Building to the Tenant for use under the acceptance certificate.
5.1.2. Do not interfere with the Tenant’s lawful use of the rented Building.
5.1.3. At your own expense, carry out major repairs of the Building, unless the Parties agree otherwise.
5.1.4. In the event of accidents, fires, floods, explosions and other similar emergency events, at your own expense, immediately take all necessary measures to eliminate the consequences of these events. Moreover, if the damage caused to the Building by the listed events is eliminated at the expense or by the efforts of the Tenant, the Lessor will be obliged to offset the expenses incurred by the Tenant against payment under the Agreement or reimburse the Tenant for the expenses incurred. The Lessor does not compensate for damage from extraordinary events only if it proves that these events occurred through the fault of the Lessee.
5.1.5. Provide unimpeded access to the Building and to the premises of the Building for employees, transport, partners of the Tenant, as well as any other persons at the direction of the Tenant.
5.1.6. Ensure uninterrupted supply of electricity, heat supply, communications, water supply and sewerage to the premises of the Building / if provided by the presence of appropriate communications / in accordance with existing standards.
5.1.7. Ensure uninterrupted operation of telephone lines connected to the Building.
5.1.8. Ensure the continuous provision of rubbish and waste containers and the removal of rubbish and waste from the Territory.
5.1.9. Provide 24-hour security on the Territory.
5.1.10. Ensure cleaning of the Territory and common areas on the Territory.
5.1.11. Ensure that all communications and equipment common to the Territory are repaired, tested, maintained and updated.
5.1.12. At the request of the Tenant, provide assistance in obtaining the approval of the relevant authorities and the subsequent installation or display outside the Building, as well as inside the Building in a place visible from the outside, of any advertisements, signs, boards for agency messages, posters, numbers, letters, stands, flags , satellite dish dishes and equipment for receiving and transmitting messages, floodlights, and also, at the Tenant’s request, install the Tenant’s company sign at the entrance to the Territory, provided that its design, style, size and location will comply with the requirements imposed by the relevant municipal authority for such advertising.

5.2. To ensure the fulfillment of its obligations to maintain the Building in accordance with the Agreement, the Lessor has the right to enter into an appropriate agreement with a specialized organization agreed upon with the Tenant.

ARTICLE 6. OBLIGATIONS OF THE TENANT

6.1. The tenant is obliged:
6.1.1. Use the Building for the purpose specified in clause 1.3 of the Agreement.
6.1.2. Maintain the Building and its equipment in good working order and in proper sanitary condition until delivery to the Lessor.
6.1.3. Make payments under the Agreement in the amount and within the terms established by the Agreement.
6.1.4. Notify the Lessor in writing no later than [specify] in advance about the upcoming vacation of the Building, including part of it, both in connection with the expiration of the Agreement and in case of early vacation.
6.1.5. Upon expiration of the Agreement, as well as upon its early termination, transfer to the Lessor all reconstruction and alterations made in the rented Building, as well as improvements that are part of the premises and inseparable without harm from the structures of the premises, subject to compensation for all costs for these improvements, unless otherwise stipulated by the agreement with the Lessor.
6.1.6. Store all rubbish and waste in an appropriate container or containers on the Premises or other locations designated by the Lessor.
6.1.7. Immediately inform the Lessor upon receipt of any notices, orders, demands, instructions, etc., as well as about everything that happened that may infringe on the interests of the Lessor in the Territory.
6.1.8. Immediately inform the Landlord's representatives about signs of emergency condition of plumbing, heating, electrical and other equipment in the Building.
6.1.9. At the Lessor's request, provide information on sublease agreements for the premises of the Building within a reasonable time.

ARTICLE 7. RIGHTS OF THE LESSOR

7.1. The lessor has the right:
7.1.1. The right, with prior agreement with the Tenant, to enter the Building at a reasonable time in order to monitor the condition of the premises of the Building or carry out the necessary repair work, connect and use all communications and equipment that are located inside the premises or form part of it; and for the installation, inspection, repair, renovation, alteration and maintenance of all adjacent premises and common areas and for the performance of Landlord's obligations under this Agreement. When visiting the premises, the Lessor must ensure that the persons authorized by him do not cause damage to the rented Building and/or do not cause harm to the property of the Tenant or third parties, and also cause as little inconvenience as possible by their actions. In the event of any damage occurring in the premises of the Building, their elimination is carried out by the efforts and at the expense of the Lessor. Damage caused to the property of the Tenant or third parties as a result of such visits is compensated by the Lessor in full.
7.1.2. After receiving written notice from the Tenant about the upcoming vacancy of the Building or part thereof, the Landlord has the right, after notifying the Tenant in advance, to show the vacated premises to potential tenants. The Landlord's visits to the specified premises must not significantly disrupt the Tenant's activities and limit his ability to use the Building.

ARTICLE 8. RIGHTS OF THE TENANT

8.1. The tenant has the right:
8.1.1. Connect and use /with the prior consent of the Landlord/ all communications and equipment serving the Building.
8.1.2. Enter public areas on the Territory and use public areas for the purposes for which they are intended.
8.1.3. Connect your security system to the corresponding system in the security premises on the Territory, subject to the Landlord’s approval of the technical details and conditions of such connection.
8.1.4. By agreement with the Lessor, at your own expense and on your own, install or display outside the Building, as well as inside the Building in a place visible from the outside, any advertisements, signs, boards for agent messages, posters, numbers, letters, stands, flags, plates satellite dishes and equipment for receiving and transmitting messages, floodlights, as well as installing your own branded sign at the entrance to the Territory, provided that its design, style, size and location will comply with the requirements imposed by the relevant municipal authority for such advertising.
8.1.5. Sublease the Building as a whole or any part of it without additional approval from the Lessor. In this case, everything received under sublease agreements will be the property of the Tenant.
8.1.6. Carry out any improvements, redevelopment, decoration of the premises of the Building, subject to compliance with fire and other safety rules. Assistance in obtaining the necessary approvals and permits for this purpose is provided by the Lessor.
8.1.7. In the event of expiration or early termination of the Agreement for any reason, demand reimbursement of expenses incurred for major repairs, as well as reimbursement of other costs aimed at improving the operational qualities of the rented Building and its premises, including the cost of inseparable improvements made. The Lessor is obliged to reimburse the Lessee for expenses incurred for these purposes in full.
8.1.8. Cancel the Agreement at any time by notifying the Lessor in writing [specify the period].
8.1.9. Place up to [number] units of passenger vehicles, as well as [number] units of freight transport, on the Territory adjacent to the Building around the clock, provided that these vehicles do not interfere with the passage of other vehicles through the Territory.

8.2. The tenant has a preferential right to extend the lease agreement on the same terms for a new term, as well as to conclude a new lease agreement.
8.3. The Tenant has a pre-emptive right to purchase the leased premises of the Building or the Building as a whole in the event of its alienation by the Lessor. When purchasing the leased premises of the Building or the Building as a whole, the Parties will offset against the purchase price the total amount of rent paid under the Agreement to the Lessor at the time of purchase, as well as the cost of improvements made to the purchased premises of the Building.

ARTICLE 9. DISPUTE RESOLUTION

9.1. All disputes arising out of or in connection with this Agreement must first be resolved through friendly negotiations between the Parties.
9.2. If the Parties fail to resolve such a dispute within [number] calendar days after written notification of one of the Parties to the other Party about the existence of a dispute, then the dispute shall be resolved in the Arbitration Court of [city].
9.3. In all other respects that are not provided for in this Agreement, the Parties are guided by the current legislation of the Russian Federation.

ARTICLE 10. RESPONSIBILITY OF THE PARTIES

10.1. In case of failure to fulfill or improper fulfillment of their obligations under the Agreement, the Parties shall be liable in accordance with current legislation.
10.2. Each Party that has caused damage to the other Party by non-fulfillment or improper fulfillment of its obligations under the Agreement is obliged to fully compensate the other Party for the losses caused, including lost profits. In addition, the guilty Party is obliged to pay a fine in the amount of [amount] rubles.
10.3. In case of failure to comply with the obligations stipulated in the Agreement, the guilty Party bears full financial responsibility for damage caused to the property of the other Party and third parties in full.
10.4. If the Building, as a result of the Lessor's actions or failure to take necessary and timely measures, falls into disrepair or is subject to partial or complete destruction, the Lessor shall restore it on its own, at its own expense, or compensate the Tenant for the damage caused in full in accordance with the procedure established by law. .
10.5. The Lessor is responsible to the Lessee for malfunctions, stoppages and failures, leaks and overloads of any communications and equipment, as well as for obstruction by other persons of common areas on the Territory and other places to which the Lessee is granted the right to use under this Agreement . The Lessor is responsible for these events if they were not a direct consequence of the actions of the Tenant, municipal authorities or utility services.
10.6. In the event of late payments for rent due to the fault of the Tenant, the Tenant shall pay the Lessor a fine in the amount of [specify] the amount of the delay for each day of delay in excess of [number] calendar days.
10.7. The Lessor shall pay the Tenant a fine in the amount of [specify] in case of violation of the right of first refusal or the Tenant's pre-emptive right to extend the Lease Agreement.
10.8. Payment of penalties and compensation for losses does not relieve the guilty Party from fulfilling its obligations under the Agreement.

ARTICLE 11. GENERAL PROVISIONS

11.1. The Agreement may be terminated or amended at any time by mutual agreement of the Parties, drawn up in the form of an additional agreement.
11.2. The Tenant has a preferential right to renew the Lease Agreement on the same terms. If one month before the expiration of the Agreement, neither Party declares its intention to terminate it, the Agreement is considered extended for the same period under the same conditions.
11.3. All notices sent by the Parties in accordance with this Agreement shall be delivered personally to the authorized person against a receipt or sent by pre-paid registered mail with return receipt requested to the following addresses, which may be changed in writing:
To the Lessor: [specify], telephone: [telephone].
To the tenant: [specify], telephone: [telephone].
All notices are effective upon receipt.
11.4. This Agreement is drawn up and signed in [number of] copies, with all copies having equal force.
11.5. The parties will carry out state registration of this Agreement in the manner prescribed by law.
11.6. All changes and additions to this Agreement come into force after their state registration in the manner prescribed by law.
11.7. The costs of state registration of changes and additions to this Agreement, as well as, in the event of its early termination, the termination agreement, are borne by [specify] /Tenant, Lessor/.
11.8. The Parties must provide each other with the necessary assistance for the timely registration of all additions to this Agreement.

A long-term supply agreement is used when formalizing long-term business relationships. This article will discuss when it is advisable to conclude a supply agreement for an indefinite period and how to draw it up.

Unlimited supply contract: legislation

The basic rules regarding the supply contract are established in § 3 of Chapter. 30 of the Civil Code of the Russian Federation, which defines:

• concept of contract;
• procedure for resolving controversial issues when concluding such a transaction;
• provisions on delivery periods of a commercial product;
• procedure for delivery of goods;
• delivery terms;
• provisions for reimbursement of undelivered marketable products;
• rules for acceptance of goods by the buyer;
• the fate of goods not accepted by the buyer;
• payment procedure for goods;
• consequences of delivery of low-quality or incomplete goods;
• issues of contract termination.

In addition, the general rules regarding the following apply to the supply contract:

• transactions;
• obligations;
• contracts

In accordance with the above provisions, a supply agreement is defined as a transaction under which the supplier-entrepreneur undertakes to supply commercial products agreed upon by the parties to the buyer on the terms and conditions specified in the agreement. The above provisions also apply to long-term supply contracts.

Based on the general provisions of the contract, as a rule, the document determines the duration of its validity. Meanwhile, the planned relationship may involve long-term cooperation. Therefore, in some cases, it is advisable to conclude a supply contract for a long period or indefinitely.

Essential terms of the supply agreement

The definition of the essential terms of the contract is given in Art. 432 of the Civil Code of the Russian Federation. According to this rule, the essential terms of the contract are those conditions, the absence of which in the contract documentation allows us to consider the contract not concluded.

The essential terms of a long-term supply agreement include the following:

1. Subject of the transaction. This condition is a general essential condition for any contractual documents, since the lack of agreement on what the deal is about makes its conclusion meaningless. In the supply contract, as an item, it is necessary to agree on the commodity products planned for delivery. At the same time, it is incorrect to determine only the generic characteristics of the goods, since in this case the contract may be recognized as not concluded through the court. It is necessary to determine the goods intended for delivery, as well as its quantity in the appropriate units of measurement or in monetary terms.

2. Timing. In relation to supply agreements, the Civil Code of the Russian Federation defines delivery dates as the main legally significant circumstances (Article 506). But this concerns, first of all, the timing of fulfillment of delivery obligations, and not the duration of the contract, which makes it possible to conclude a contract for an indefinite period or for a period “until the parties fully fulfill their obligations.”

3. Based on the provisions of Art. 432 of the Civil Code of the Russian Federation, essential conditions also include those conditions that one of the counterparties will require mandatory approval.

Securing the deadline for a long-term supply contract

It is not always possible to immediately assess the need or advisability of concluding a long-term contractual document for the supply of goods. The following options for establishing long-term supply relationships are acceptable:

1. A specific long term of the contract. This option is suitable for trusted counterparties. But even in the case of mutual trust, it is worthwhile to provide in the contract a condition for early termination of the agreement and the obligation of the parties to notify each other in advance of their desire to terminate the transaction.

2. Indefinite contract. The law does not require specifying a specific validity period in the contract. It is much more important to determine the frequency of deliveries. The absence of a contract validity period does not mean that the parties are not responsible for their obligations. In order for a contract to be recognized as indefinite, one of the following wording must be specified:

• the contract is concluded for an indefinite period;
• the contract is of unlimited duration.

3. Agreement with a prolongation clause. For some relationships, the optimal solution is a fixed-term supply contract, concluded, as a rule, for a year and containing a condition for extending the contract on the same terms for a new period if neither party declares its termination. It should be borne in mind that an open-ended contract and an agreement with a prolongation clause are different types of transactions. It follows from judicial practice that when an agreement is extended, a new document is actually signed on the same terms (clause 10 of the information letter of the Presidium of the Supreme Arbitration Court of the Russian Federation dated February 16, 2001 No. 59). Moreover, if the counterparty does not wish to extend the contract for a new term, this cannot be regarded as a unilateral refusal to perform (Resolution of the Presidium of the Supreme Arbitration Court of the Russian Federation dated June 21, 2011 No. 4433/11).

How to draw up a sample of an open-ended supply agreement

Despite the fact that each agreement is an individually executed transaction, it is possible to identify mandatory conditions that must certainly be present in the document. This:

1. Preamble. The introductory part of the contract, in which the supplier and buyer are identified through their installation data:

• Name;
• location (address);
• information about the managers or other officials who entered into the transaction, and details of the documentation on the basis of which such powers were delegated to them.

2. Subject of the agreement. The main section of the document, which determines the name and quantity of commercial products intended for delivery. Here the range, completeness and packaging of the goods can be agreed upon, although these conditions are not mandatory.

3. Rights and obligations of the parties. A section that specifies the powers of counterparties.

4. Price, conditions and stages of delivery. Important terms of the contract that require approval. When determining the procedure for payment for goods, it is advisable to indicate specific dates for payments or the date of final payment.

5. Duration of the contract. In relation to a long-term transaction, you will need to decide on one of the options for the duration of the transaction discussed above.

6. Addresses, details and signatures of the parties.

Attachments to the contract

For supply contracts concluded for a long period, it is important to prepare various accompanying documents that are integral annexes to the contract. These may be delivery statements, specifications, price approval protocols, etc.

These applications define:

• name and range of goods;
• delivery times and stages;
• price of products for various delivery lots.

Any changes to the agreement are formalized by additional agreements, which are also integral annexes to the agreement and are signed by each party.

Thus, concluding an open-ended or long-term contract for the supply of goods is not only possible, but also necessary in some economic relationships between counterparties. In this case, special attention will need to be paid not only to the basic and essential terms of the transaction, but also to the provisions on the duration of the agreement.

Features of a long-term real estate lease agreement

The conclusion of an agreement means that the landlord has the right to demand payment of rent, and the tenant has the right to use the premises and include fees for the use of real estate in expenses, which is confirmed by documents. If the real estate was transferred to the tenant before the contract was registered, for example, simultaneously with the submission of documents for state registration, then the rent should be taken into account only from the moment of registration. This procedure can be bypassed legally if you include in the lease agreement a clause on the validity of the agreement from the date of actual transfer of the property to the tenant. If there is such a provision, the expenses can take into account the rent transferred to the lessor before the state registration of the agreement.

Registration

The requirement to register concluded long-term lease agreements is established at the legislative level and applies to any non-residential premises. Therefore, when renting even a small room for a long period of time as an office for an individual entrepreneur, the latter will have to register a lease agreement.

The question may cause certain difficulties: who should register the agreement - the landlord or the tenant, since this procedure requires some knowledge, material and time costs. If we take into account that an application for state registration of a concluded real estate lease agreement can be submitted by any of the parties to the agreement, then it is advisable to include in the agreement the person who bears the burden of state registration and pays the costs associated with it.

For example, include in the “Rights and Obligations of the Parties” the following paragraph: “The tenant undertakes to take all necessary actions to carry out state registration of the lease agreement. All material costs incurred in connection with this are divided equally between the parties.” If such wording is available, the party that paid the state fee for carrying out registration actions, in this case the tenant, will receive half of the amount paid from the other party.

Documentation

To carry out state registration of the agreement, the applicant must submit a package of documents to the Office of the Federal Registration Service (its territorial division in your city).

In addition to the application for state registration, completed and signed by the applicant, three copies of the concluded agreement in the originals should be attached (as a rule, such agreements are concluded not in two, but in three copies, one for each of the parties and a third copy for the registration authority); document certifying payment of state duty.

The package of documents also includes a copy of the document certifying the right of the lessor (since not only the owners of the premises have the right to rent) to rent out the property. This can be either a Certificate of Ownership or another document, such as a lease agreement, if the tenant has the right to sublease the premises and he has used it.

Next, you will need a copy of the decision of the authorized body of the counterparty company, certified by the signature of the head and a round seal indicating this procedure in the Charter, and a copy of the cadastral passport of the premises with a floor plan.

On a copy of the cadastral plan, you should indicate the premises that are being rented and indicate the size of the rented area.

Carrying out registration

After an employee of the registration authority has accepted the documents from the applicant and issued him a corresponding receipt, a legal examination of the submitted documents is carried out, which consists of checking the compliance of the concluded long-term lease agreement with the requirements established by the current legislation of the Russian Federation.

If a positive decision is made, and subsequent state registration of the lease agreement, employees of the registration authority are given one month to conduct an examination of the submitted documents.

Requirements for the contract

It is important that the contract is in writing and signed by both parties. The contract must contain essential conditions, without which it is considered not concluded. This is a condition about the subject of the contract, which must be described as clearly as possible.

If only part of the building is rented out, then it is necessary to attach a plan of the building, highlighting the premises being rented out and indicating its dimensions.

The next essential condition is the lease term, due to which it is long-term in nature and subject to state registration.

Moreover, if a sublease agreement is concluded, its term cannot exceed the period established in the main lease agreement. Even if the sublease agreement specifies a period longer than the limit, for example, instead of a year, two are written, then the lease term will still be taken equal to the limit, that is, one year. If there are such disagreements, the sublease agreement is sent for revision.

After analyzing the contract and checking other documents in which no errors, contradictions or inconsistencies with the law are found, an entry is made in the Unified State Register of Rights and the applicant is issued a Certificate, and a registration stamp is affixed to the contract forms.

Nuances

Very often, the landlord decides to raise the rent, which requires an additional agreement to the contract, which also needs to be registered.

The current Civil Code of the Russian Federation establishes that an agreement to amend or terminate a contract concluded between the parties is made in the same form as the contract itself, and also that such agreements are an integral part after signing by the parties and the state registration procedure.

Therefore, if an agreement is signed by the parties but is not registered, it is considered not concluded.

Another nuance of long-term lease agreements is the obligation to register the termination of the agreement and its termination. To do this, an application for cancellation of the registration record is submitted to the registering authority, which can be submitted by any of the parties to the agreement. State duty is not paid in these cases.

In cases where the contract has expired, and the tenant continues to use the premises, and has no objections from the other party - the landlord, then, on the basis of the law, the contract is considered extended on the same terms, for an indefinite period. At the same time, there is no need to submit documents to register a new contract period.

There are cases when a lease agreement is not subject to state registration, and most legal entities take advantage of this. It follows from the norms established by the Civil Code of the Russian Federation that only lease agreements concluded for a period of more than one year are subject to mandatory state registration. This means that leases concluded for a period of less than one year, for example eleven months, are not registered. This is a completely legal way to avoid material and time costs.

If the lease agreement does not specify a period, then, in accordance with the norms of the Civil Code of the Russian Federation, it is considered concluded for an indefinite period. The conclusion and extension of such lease agreements does not require state registration.