Agreement between a legal entity and an individual: sample, features and recommendations. Agreements between an LLC and an individual Example of an agreement between an individual and a legal entity

An agreement is an agreement of subjects of civil legal relations on the establishment, change or termination of rights and obligations. Ordinary individuals, i.e. citizens who do not have the status of individual entrepreneurs are also subjects of civil legal relations. They, just like legal entities and individual entrepreneurs, enter into transactions and conclude contracts.

There are only some types of civil contractual relations that ordinary individuals, for example, cannot enter into. Individuals cannot conclude a contracting agreement between themselves, according to which one party undertakes to purchase from the other party a future crop or raised livestock. In most cases, the conclusion of contracts between individuals takes place on the same grounds as with the participation of organizations and individual entrepreneurs.

Most often, nevertheless, contracts in writing are concluded by partners if at least one of them is a subject business activities... This is understandable, since doing business requires meticulous paperwork, including contracts. But there are a number of transactions that ordinary individuals must also draw up in writing.

These are transactions for an amount exceeding 10 minimum wages, as well as those transactions for which the requirement in writing is established by law, regardless of the amount. An indication of the form of conclusion of the contract (oral, written, notarial) is in the provisions of the articles of the Civil Code corresponding to a certain type of contractual relationship. For example, contracts of rent, will, and pledge are subject to obligatory notarization.

Most of the contracts between individuals can be divided into two large groups: changing the ownership (, exchange) and the provision of various kinds of services. Individuals can sell under a sale and purchase agreement any property permitted in circulation, but only in agreements between individuals, you should not indicate characteristics that indicate an entrepreneurial-type agreement. For example, that the goods are sold under the contract (since the goods are intended for further sale) or that the rented premises will be used for trade.

Provision of services under an agreement between individuals

Most often, individuals do not conclude with each other in writing if they need a little help with the housework or simple repairs. Agreements are made orally, payment is made from hand to hand upon receipt of the result of work or services. Dislike for the execution of documents when providing a service by an individual to another individual can lead to the fact that it will be very difficult to make claims to the quality of work or payment for it. Everything rests on the word of honor of the customer and the contractor.

If there are no supporting documents: a contract, a receipt for money, an act of acceptance of the transfer, a cost estimate, a document on the use of the customer's funds for the purchase of materials, etc., then in the event of litigation, the parties can only refer to the evidence. Based on this, when placing an order for services or contract work between individuals, it is worthwhile to draw up at least a simple one-page contract, which will confirm that citizens have entered into certain contractual relations.

Such an agreement between individuals has legal force, like another, but you need to know that the contractor - an individual who is not a subject of entrepreneurial activity, is not liable to the customer under the law on consumer protection. In such situations, only the provisions of the Civil Code on contract apply. If the customer has a choice, then it is safer to order services or work from an official registered person - an individual entrepreneur or organization.

Employment contract between individuals

Contracts governing the provision of any services or performance of work by one individual to another are referred to as civil contracts. However, as in the case of an employer who is a business entity, an individual customer can conclude with another natural person.

It should be said that in practice, the conclusion of an employment contract between individuals is a great rarity, but the Labor Code contains a special chapter 48, which regulates the peculiarities of workers' work with ordinary individuals.

An employment contract between individuals is concluded in writing, and it must contain such essential conditions as:

• Full name and passport details of the employer and employee;
• place and working conditions;
• the date of commencement of work and the duration of the employment contract (for an employer who is an individual, no grounds are required to conclude an employment contract for a certain period, such a requirement is valid only for business entities);
• working hours, the provision of days off and annual paid leave (which, although determined by agreement of the parties, should be no worse than the general provisions established by the Labor Code)
• description of the labor function;
• terms of remuneration.

An employer who is an individual is obliged to register such an employment contract with the local government administration. The fact of termination of employment in case of termination of the employment contract must also be reported.

When an employment contract is concluded between individuals, it is not started, and if the employee already has it, then no entries are made in it. The working hours with an employer-individual are confirmed only by an employment contract registered with the local authority. But even if the contract was not registered, this does not invalidate it.

Agreement between individuals, if one of them is a foreign worker

Situations when work or services are provided to an individual by a person who has received a special patent (if he came from visa-free countries) are quite common. Until 2015, such workers could only provide services as domestic staff for individuals. Now the patent gives them the right to legal employment with any Russian employer.

For recruiting a foreign worker who does not have a patent or work permit to work or to provide services (performance of work), an individual customer may be fined up to 5,000 rubles under article 18.15 of the Code of Administrative Offenses of the Russian Federation. In addition, if an employment contract was concluded with a foreign employee, then the territorial division of the FMS must be notified of this, as well as about his dismissal.

Who should pay taxes and fees when concluding an agreement between individuals?

If a customer under a civil law contract or an employer under an employment contract is a business entity (organization or individual entrepreneur), then he must fulfill the duties of a tax agent for personal income tax. This means that upon payment wages or remuneration, he must withhold 13% of this amount - income tax on the income of the employee (performer). And not only withhold, but also transfer to the budget no later than the next day (Article 226 of the Tax Code of the Russian Federation).

Ordinary individuals, when concluding an agreement with another individual, are not a tax agent, i.e. are not responsible for whether the contractor has paid taxes on his income. For his income, he must report himself on the 3-NDFL declaration and pay income tax.

By the way, even despite the submission of the 3-NDFL declaration and the payment of tax, an individual who constantly provides services or work not in the status of an individual entrepreneur may be accused by the tax authorities of conducting illegal business activities.

Now with regard to insurance premiums for an employee or performer when concluding a contract between individuals. Here the law makes no exceptions for ordinary individuals. If we turn to the provisions of Article 5 of Law No. 212 "On Insurance Contributions", then among the policyholders we will see "individuals who are not recognized as individual entrepreneurs." Ordinary individuals are also named as policyholders in Article 6 of the Law of December 15, 2001 No. 167-FZ "On Pension Insurance".

This means that when concluding an agreement between individuals, the customer of services or work must, on a general basis, be registered with the Pension Fund of the Russian Federation and the Social Insurance Fund, and also pay insurance premiums from the amount of remuneration or wages at his own expense (if an employment contract was drawn up).

Of course, in practice, ordinary individuals rarely register with funds as policyholders and pay insurance premiums at their own expense, but nevertheless, they have such an obligation, as well as liability for its violation.

Thus, we would like to emphasize once again that it is more profitable and safer for a customer-individual from all points of view to involve an individual entrepreneur in the provision of services and performance of work than an ordinary individual. An individual entrepreneur pays insurance premiums for himself, is interested in concluding a written contract and bears more responsibility for his work than an ordinary individual.

Nowadays, quite often a legal entity turns to the services of individuals, they draw up contracts among themselves. The latter, in turn, do not have the status of an individual entrepreneur (IE). The provision of services is carried out on a reimbursable basis, which implies payment for the provision of services by the principal. But is this a legal action if the other party to the agreement does not have IP status? In this regard, it should be clarified whether the contract that is concluded between a legal entity and an individual is legally binding? Is his conclusion possible without obtaining the status of an individual entrepreneur? What are its types and features?

Free contract

So, it is important to note that the relationship of such an agreement between a legal entity and an individual is regulated by the Civil Code of the Russian Federation. A legal entity has the right to enter into contractual relations with individuals who do not have the status of an individual entrepreneur, if the services that will be provided do not have the nature of classifying them as entrepreneurial activities and do not entail systematic profit.

Types of gratuitous contracts

Among the contracts between legal entities and individuals, the following should be distinguished:

Civil law contract (for the provision of services or an intermediary contract (including agency);

Work agreement;

Partnership agreement and others.

Each of the above contracts has certain peculiarities when concluding.

GPA and its types

A civil contract with individuals is a document that is concluded between an individual or persons, as well as other individuals (an individual), or legal entities (legal entity), or between a legal entity (legal entities) and another legal entity (legal entities). persons), which is concluded for the purpose of the emergence, change, or termination of mutual rights and obligations. For example, we can talk about an interest-free loan agreement between an individual and a legal entity. These types of contracts include: a service contract, an intermediary contract, property contracts. Let's consider them in more detail.

Mediation agreement

Legal entities may conclude an intermediary agreement with individuals, including an agency agreement, the parties to which are the Agent and the Principal. The principal acts as the customer of the service, the agent is the executor. The terms of this agreement should be the obligation of one party to perform certain actions for a certain fee at the expense of the principal and on its own behalf. The subject of an agency agreement is the direct execution on its own behalf and at the expense or on behalf of the Principal and at its expense of a certain action to conclude a certain transaction with third parties. This includes a sales contract between a legal entity and an individual.

In addition, the parties must agree on the conditions, type, as well as the scope of the service, cost, timing of this action. Consequently, the agent acquires rights and obligations, despite the fact that the other party to the contract has already entered into a contractual relationship with third parties. The Agent needs to provide a report on the work performed to the other party to the contract, which must pay for his work. This is an integral part of the contract.

Work agreement

In addition, in this case, it is also possible to conclude a special agreement between a legal entity and an individual, which is called a work contract. According to its terms, the duty of one party (the contractor) is to perform a certain work on the instructions of the other party, subsequently - in the need to deliver its result to the other party. In this case, the customer must accept the final work performed by the contractor and, accordingly, pay for it. Such an agreement is onerous, consensual and reciprocal. Its subject is the result of the work performed. The contract between a legal entity and an individual can be downloaded online.

Its result can be the manufacture of a new item or even correction of an old item. The main condition of the work contract is its term. It provides for the initial, intermediate and final part of the work. It is also possible to indicate the term for the acceptance of the result of the work; in its absence, the customer must nevertheless accept the result of the work on notification of this from the other party to the contract. The contract price is expressed as an approximate or firm estimate. The first type of estimate is drawn up if it is initially impossible to determine the number and scope of work. The second type of estimate is drawn up when there is all the data for this, but you cannot make changes to it. A sample contract between a legal entity and an individual is presented below.

Attraction of subcontractors

If such a contract does not provide for the obligation of the contractor to perform the work personally, then he has the right to involve other persons, subcontractors in this work. Consequently, the general contractor is directly responsible for the timing and quality of work. The Civil Code of the Russian Federation provides for the following types of contract, including the type of construction contract, household contract, contract for the performance of survey and design work, etc.

Partnership agreement

A partnership agreement can also be concluded with an individual. Provisions of the Civil Code Russian Federation regulate contractual legal relations that are associated with a partnership.

To do this, it is necessary to provide passport data, including registration of an individual and data of his individual taxpayer number. All this is necessary when concluding such an agreement.

Features of the partnership agreement

Another important feature of the conclusion of this agreement is that when it is concluded with an individual, all actions performed are carried out through cash payments at the company's cash desk. When signing this agreement, the parties confirm that this agreement is drawn up in accordance with their interests, which entails joint and agreed cooperation. They are charged with the obligation to carry out joint actions in a certain area for the realization of common interests and in order to achieve common goals. In addition, the peculiarities of the conclusion of such an agreement consist in the implementation of general actions in accordance with its terms and other agreements that are concluded between them. There is also a contract of legal services between individuals.

In achieving the goal and performing functions for common interests, they must build their own relationships as equal, honest and conscientious, namely as partners, in order to protect their own interests. Accordingly, each party to the contract must exchange information in relation to a common cause, which will ensure the most effective cooperation for the parties, the ability, if necessary, to conduct consultation activities for each other. In addition, both parties are obliged to take all necessary measures in order to preserve confidential information that is received between them during the partnership. This condition is integral to the partnership agreement. They have the right to discuss all types of cooperation individually, by concluding additional agreements. As for the income part of the contract, the profit received in the partnership process should be distributed in accordance with the agreement of these persons. It should be borne in mind that the persons who entered into it must certify that this is not a preliminary agreement and, in turn, on the basis of it, no legal obligations are imposed on them regarding the conclusion of other agreements in the future.

A common lease agreement between a legal entity and an individual.

Modification and termination of the agreement

The subject of the partnership agreement is the mutual cooperation of persons. The main goal is to increase sales of goods, improve the work of a company or organization, enterprise, and increase the level of the client audience. The parties have the right to change, supplement or terminate such an agreement on the basis of mutual consent or in the manner prescribed by law. This agreement is also subject to termination unilaterally, that is, at the request of either party, but by written notification within a certain period prior to the moment of this action. All changes intended to be made in it must be agreed between the parties through a written agreement with the appropriate signing.

Obligations of an unscrupulous partner

How to draw up a loan agreement between an individual and a legal entity correctly? On the issue of liability of the partnership agreement, it is important to note that the person who is guilty (both legal and physical) is obliged to pay the injured person a certain amount and compensate in full for all losses caused. However, they may be exempted from liability due to non-fulfillment or improper fulfillment of the obligations imposed by this agreement, if this did not occur as a result of force majeure circumstances.

We emphasize that in the case when one party to the contract pays remuneration to the other party under a civil law contract, this remuneration acts in the form of remuneration from the customer. This is evidenced by the provisions of the Tax Code of the Russian Federation (Article 255). It provides that the remuneration of the company, the enterprise also includes the costs of remuneration of employees who are not on the staff list for services performed as a civil obligation. The same applies to work contracts. As an exception, the payment of such contracts, which are concluded with individual entrepreneurs, appears.

There are certain nuances in the contract for the provision of legal services between individuals.

Among the main documents that are necessary for the payment of the appropriate remuneration, we will single out: firstly, between the parties to a civil contract (provision of services), an act of work must be signed, which will confirm the fact of the provision of services; secondly, under the terms of the agency agreement, an individual undertakes to submit a report to the customer.

Remuneration for the work of an individual on the basis of the GPA is his income, which is subject to personal income tax.

Pros and cons

Thus, when concluding contracts, it is necessary, first of all, to correctly draw up one or another contract:

• consider all mutually beneficial terms of cooperation for the parties to the agreement;
• clearly regulate the rights and obligations of the parties;
• determine the amount of work performed or services provided (depending on the type of contract);
• terms of payment for the performance of services, etc.

The current legislation establishes a certain procedure for the conclusion of this kind of contracts and agreements, which, in turn, is an essential condition for compliance with the planned conclusion.

It should be borne in mind that the terms of such agreements should not contradict the norms of the current legislation of the Russian Federation.

Here you can view and download a template for a service agreement in a format convenient for you. Remember that you can always get our legal assistance, including in filling out this form, by contacting us at the numbers indicated on the website.

Under a contract for the provision of services for a fee, the performer undertakes to provide services on the instructions of the customer (perform certain actions or carry out certain activities), and the customer undertakes to pay for these services.
The contract for the provision of services for compensation is consensual, bilateral and for compensation.
The subjects of the contract for the provision of paid services are the contractor (service provider) and the customer (service recipient). The Civil Code does not contain any special requirements for the subject composition of the obligation to provide paid services. However, special rules are established for the provision of certain types of services. Thus, the activities for the provision of communication services, auditing, medical and some others are subject to mandatory licensing.

New sample 2020

SERVICE AGREEMENT

_________________ "___" __________ 20__

________________________________

(organization name or full name)

acting on the basis of _____________________________________________, hereinafter referred to as the "Customer", and __________________________________,

(company name or full name)

acting on the basis of _____________________________________________,

(charter, regulations, power of attorney)

hereinafter referred to as the "Contractor", have entered into this agreement as follows.

1. The Subject of the Agreement

1.1. Under the contract for the provision of paid services, the Contractor undertakes to provide the Customer with the services specified in clause 1.2 of this contract, and the Customer undertakes to pay for the ordered services.

1.2. The Contractor undertakes to provide the following services:

__________________________________,

__________________________________,

__________________________________.

hereinafter referred to as "Services".

1.3. The term of work execution is from "__" ______ 20 __ to "__" ______ 20 _. The Contractor has the right to complete the work ahead of schedule.

1.4. The Services are considered rendered after the signing of the acceptance certificate for the Services by the Customer or his authorized representative.

2. Rights and Obligations of the parties

2.1. The Contractor undertakes:

2.1.1. Provide services of adequate quality.

2.1.2. Provide the Services in full and within the time period specified in clause 1.3. actual agreement.

2.1.3. At the request of the Customer, free of charge to correct all the identified deficiencies, within ____ days.

2.1.4. The contractor is obliged to do the work personally.

2.2. The customer is obliged:

2.2.1. The customer is obliged to pay for the work at the price specified in clause 3 of this agreement within _____ days from the date of signing the acceptance certificate for the Services.

2.3. The customer has the right:

2.3.1. At any time, check the progress and quality of the work performed by the Contractor, without interfering with his activities.

2.3.2. To refuse to execute the contract at any time before the signing of the act, by paying the Contractor a part of the established price in proportion to the part of the Services provided, performed before receiving a notice of the Customer's refusal to perform the contract.

3. Contract price and settlement procedure

3.1. The price of this agreement consists of remuneration to the Contractor in the amount of _________ (____________) rubles. And the amount of the Contractor's costs in the amount of _________ (____________) rubles.

3.2. The price of this agreement is: _________________________ rubles.

3.3. Payment by the Customer to the Contractor of the contract price is carried out by transferring funds to the account of the Contractor specified in this contract.

4. Responsibility of the parties

4.1. For violation of the term for the provision of the Services specified in clause 1.3 of this agreement, the Contractor shall pay the Customer a fine in the amount of ___% of the amount of the contract and a penalty at the rate of ___% of the amount of the contract for each day of delay.

4.2. The parties' liability measures not provided for in this agreement are applied in accordance with the norms of civil legislation in force on the territory of Russia.

4.3. The payment of the penalty does not relieve the Contractor from performing the
obligations or elimination of violations.

5. Procedure for resolving disputes

5.1. Disputes and disagreements that may arise during the execution of this agreement will, if possible, be resolved through negotiations between the parties.

5.2. If it is impossible to resolve disputes through negotiations, the parties, after the implementation of the procedure for pre-trial settlement of disagreements provided for by the legislation, shall submit them for consideration in the ________________ court.

6. Final provisions

6.1. Any changes and additions to this agreement are valid only provided that they are made in writing and signed by the authorized representatives of the parties. Appendices to this agreement constitute its integral part.

6.2. This agreement has been drawn up in two copies in Russian. Both copies are identical and equally valid. Each of the parties has one copy of this agreement.

Addresses, details and signatures of the parties.

Customer executive:

_____________________________ _______________________________

_____________________________ _______________________________

_____________________________ _______________________________

_____________________________ _______________________________

_____________/________________/ ________________/_______________/

An important point in the implementation of IP activities is the correctness in the design and filling out of various documents.

This article will consider the features of drafting contracts between individual entrepreneurs and LLCs. A sample of a contract between an individual entrepreneur and LLC is presented to the attention of visitors

What is a contract?

Agreement is a legal document containing a description of the relationship between the parties, the beginning, modification and termination of rights (or obligations) that are regulated at the legislative level. More detailed description the term “contract” is covered by the Civil Code of the Russian Federation (Article 420).

The agreement can be attributed to the most common type of document.

A contract in writing must be concluded by a legal entity, regardless of who the 2nd party is - an organization or a citizen. If agreed orally, according to Art. 162 of the Civil Code of the Russian Federation, you do not have the right to refer to the confirmation of the transaction and its conditions on the evidence. But at the same time, you can provide written and other evidence confirming the transaction concluded orally. Those. failure to conclude an agreement in writing may complicate the situation arising from non-fulfillment by the parties of the agreements.

Only correctly drawn up contracts do not contradict the legislation of the Russian Federation and fully reflect the mutual interests of the parties.

LIST OF DOCUMENTS REQUIRED FOR THE CONCLUSION OF THE AGREEMENT

According to Article 421 of the Civil Code of the Russian Federation, the choice of a business partner is a free choice of each of the participants in the transaction. Recently, however, tax authorities and courts have applied the concept of “failure to exercise due diligence” to investigate unjustified tax benefits. Also, lack of discretion in choosing a counterparty can lead to the following negative points:

• violation or non-fulfillment of contractual obligations by the counterparty;
• impossibility of real compensation for losses;
• increased risk of on-site inspection.

As a consequence, this can lead to additional taxes and fines from the IFTS.

Therefore, it is very important to check the partner for his reliability before concluding a contract. To do this, if your counterparty is an LLC, then he must provide you with the following documents:

• LLC charter;
• certificates of state registration and certificate of registration with the tax authority;
• extract from the Unified State Register of Legal Entities;
• protocol (decision) on the appointment of the head;
• lease agreement or certificate of ownership, as confirmation that the counterparty is located at this legal address;
• power of attorney if the contract is not signed by the manager;
• certificate of opening a bank account;
• accounting statements.

SP, in turn, must provide such documents as:

• certificate of registration with the tax authority;
• certificate of state registration of individual entrepreneurs; ***
• extract from USRIP;
• passport and its photocopy;
• a document confirming the legality of being at the legal and actual addresses - a certificate of ownership or a lease agreement;
• power of attorney if the Agreement is signed by another person, and not the individual entrepreneur himself.

*** - Since 2017, registration certificates for individual entrepreneurs have not been issued, but those individual entrepreneurs who were registered before 2017 have the right to use these certificates and refer to them when concluding an agreement. Since 2017, when registering an individual entrepreneur, the tax inspectorate issues an extract from the USRIP, the number and date of issue of which fits into the preamble to the contract.

In order for the upcoming transaction to be safe, you can independently obtain information about the counterparty using the link. This is a FTS service that allows an organization or individual entrepreneur to receive an extract from the Unified State Register of Legal Entities or the Unified State Register of Legal Entities on the required individual entrepreneur or LLC.

Which parties can conclude an IP contract with an LLC?

The parties to the contract can be:

• individuals;
• legal entities;
• municipal structures;
• international organizations;
• legal structures (state).

According to the legislation, an individual entrepreneur has the right to conclude contracts with various parties, that is, the second party can be an individual entrepreneur, a legal entity, and even the state.

Considering that an individual entrepreneur is actually an individual, but, nevertheless, he participates in the transactions concluded as a legal entity and bears full responsibility for them.

What sections does a model contract consist of?

The following sections are mandatory components of a standard contract:

1. Preamble (or introductory part). This section contains information about the name, date, place of preparation, names of the parties, concluding parties, full names of persons (authorized to sign the document).
2. Subject of the agreement (main section). This section focuses on the specific intentions of the parties to the contract. It contains information about the object of the transaction (for example, the sale of something\u003e) and a description of the subject of the contract.
3. Rights and obligations of the parties.
4. The amount and method of payment for services. This section describes the procedure and form of mutual settlements.
5. Contract time. Terms (or period of time) for which the parties undertake to fulfill their obligations.
6. Additional terms. This part of the contract provides for various specific conditions, which are not binding.
7. Responsibility of the parties. This section stipulates the sanctions that threaten the parties in the event that they fail to comply with the conditions and obligations.
8. Termination - modification of the contract. This part of the document is devoted to the conditions that allow you to terminate or change the agreement of the parties.
9. Final provisions. The section provides for ways to resolve disputes that may arise between the parties.
10. Details of the parties. The section contains the following items:

• name;
• address;
• bank details of the parties.

Now we will consider which of the types of contracts in the course of their activities an individual entrepreneur can most often face.

By type, contracts are as follows:

 Paid provision of services - a type of contract, according to which Party 1 (Contractor) is obliged to Party 2 (Customer) to provide certain services within the time period specified in the document. Party 2 (Customer) is obliged to accept these services and pay for them on time.

 purchase and sale - the most common type of contract, according to which Party 1 (Seller) is obliged to transfer to Party 2 (Buyer) an item (or property). The buyer under the contract undertakes to accept this item and pay within the period specified in the document.

 contract - a type of contract, according to which Party 1 (Contractor) undertakes to perform any type of work for Party 2 (Customer) (for example, to manufacture something or rework) within a certain period of time and hand over the finished work to the Customer. The customer under the contract undertakes to accept the work and pay for it within the time period specified in the document.

 lease - a type of agreement, according to which Party 1 (the Lessor) is obliged to transfer to Party 2 (the Lessee) for a certain amount of any property for a period specified in the document. The Lessee under the contract undertakes to accept this property and pay the rent in favor of the Lessor. If the lease agreement is concluded for a period of more than one year, then registration with Rosreestr will be required, the intermediary of which is the MFC. To conclude such an agreement, you will need to pay a fee.

 loan - a type of agreement, according to which Party 1 (Lender) is obliged to transfer to Party 2 (Borrower) any values \u200b\u200bfor the period specified in the document, in a certain quantity and quality. The borrower under the contract undertakes to return these values \u200b\u200b(in volume and quality, as indicated in the contract).

When concluding any type of contract, the individual entrepreneur has the opportunity from Party 2 (from LLC) to require additional documents. These documents can be:

• Certificate of registration with the tax authority;
• Certificate of state registration;
• Certificate of making an entry in the Unified State Register of Legal Entities.

How to draw up an agreement between an individual entrepreneur and an LLC correctly?

In order for the contract concluded between the individual entrepreneur and the LLC to be correct and competent, certain conditions must be observed:

• formulate clearly and clearly your requirements that will have to be fulfilled under the contract;
• try to identify in advance all the "pitfalls" of the contract and tricks (for example, ambiguous interpretations);
• before signing an important contract, consult with a qualified lawyer who will be able to professionally evaluate the contract and point out any shortcomings or shortcomings that you can correct before signing the document.

An important feature of the execution of an agreement between an individual entrepreneur and an LLC

The duality of the legal status of an individual entrepreneur allows him to conclude and sign contracts with an LLC not only as an individual entrepreneur but also as an individual. Using this legal incident, an entrepreneur may not indicate his IP details and in this case will be liable as an individual (for example, by specifying in the Agreement the current account not of an individual entrepreneur but of an individual).

In the form of an online consultant. It's fast and free! You can also consult by phone: MSC +7 499 938 52 26. SBP +7 812 425 66 30, ext. 257. Regions - 8 800 350 84 13 ext. 257

A sample of an agency agreement concluded between a legal entity and an individual. The principal is not entitled to conclude similar agreements with other persons.

AGENCY CONTRACT

represented by a person acting on the basis, hereinafter referred to as " Principal", On the one hand, and gr. , passport: series, number, issued, residing at the address:, hereinafter referred to as " Agent", On the other hand, hereinafter referred to as the" Parties ", have entered into this agreement, hereinafter" Contract", About the following:

1.

SUBJECT OF THE CONTRACT

1.1. Under this agreement, the Principal instructs, and the Agent undertakes to perform, on behalf and at the expense of the Principal, the legal and other actions specified in clause 2.1 of this agreement, and the Principal undertakes to pay the Agent remuneration for the execution of this order.

1.2. This agreement is valid on the territory.

2. RIGHTS AND OBLIGATIONS OF THE PARTIES

2.1. The agent undertakes:

• perform other actions on behalf of the Principal.

2.2. The agent is obliged to execute the order given to him in accordance with the instructions of the Principal. The Principal's instructions must be lawful, enforceable and specific.

2.3. The agent is obliged to perform the actions specified in clause 2.1 of the contract personally and is not entitled to conclude sub-agency contracts with other persons.

2.4. The Agent is obliged to inform the Principal upon his request all information about the progress of the execution of the order.

2.5. Everything received by the Agent from third parties for transfer to the Principal, the Agent is obliged to transfer to the Principal not later.

2.6. The Agent is responsible for the safety of documents, property and material values \u200b\u200breceived by him from the Principal or third parties during the execution of this agreement.

2.7. After the execution or termination of this agreement, the Agent is obliged to immediately return to the Principal the powers of attorney, the validity of which has not expired, and to submit a report on the progress of the execution of the order in the form approved by the Principal.

2.8. The Agent is also obliged to perform other duties that are assigned to the Agent in accordance with this agreement or the law.

2.9. The principal is obliged:

2.9.1. Issue a power of attorney to the Agent to perform the actions specified in clause 2.1 of this agreement.

2.9.2. Immediately accept the Agent's report, all documents provided by him and everything performed by him in accordance with the contract.

2.9.3. Provide the Agent with everything necessary to fulfill this contract.

2.9.4. Pay the Agent the remuneration stipulated by this agreement.

3. PAYMENT PROCEDURE

3.1. The Agent's remuneration under this agreement is rubles.

3.2. The remuneration is paid to the Agent in the following order:.

4. LIABILITY UNDER THIS AGREEMENT

4.1. In case of non-fulfillment or improper fulfillment by one of the parties of the obligations under this agreement, the parties are liable in accordance with applicable law.

4.2. In the event of the loss or failure to provide the Principal with the Principal's property or funds intended for transfer to him, the Agent shall be liable in the amount of actual damage (the value of the lost or non-transferred property and (or) the amount of funds).

4.3. In case of delay in providing the Agent with the remuneration due to him, the Principal is obliged to pay the Agent a penalty in the amount of% of the amount owed for each day of delay.

4.4. If the Agent violates any of the terms of this agreement, he shall pay the Principal a fine in the amount of rubles. The payment of the fine is carried out by the Principal withholding the corresponding sums of money from the Agent's remuneration.

5. FORCE MAJEURE

5.1. The parties are exempt from liability for partial or complete failure to fulfill obligations under this agreement, if this failure was the result of force majeure circumstances arising after the conclusion of this agreement, which the parties could not foresee or prevent.

5.2. Upon the occurrence of the circumstances specified in clause 5.1 of this agreement, each party must immediately notify the other party about them in writing. The notice must contain data on the nature of the circumstances, as well as official documents certifying the existence of these circumstances and, if possible, giving an assessment of their impact on the party's performance of their obligations under this agreement.

5.3. In the event of the occurrence of the circumstances provided for in clause 5.1 of this agreement, the term for the fulfillment by the party of obligations under this agreement is postponed in proportion to the time during which these circumstances and their consequences operate.

5.4. If the circumstances listed in clause 5.1 of this agreement and their consequences continue to operate for more than months, the parties conduct additional negotiations to identify acceptable alternative ways of executing this agreement.

6. DISPUTE RESOLUTION

6.1. All disputes and disagreements that may arise between the parties on issues that have not been resolved in the text of this agreement will be resolved through negotiations.

6.2. If the disputes are not settled in the negotiation process, the disputes are resolved in the manner prescribed by the current legislation.

7. AMENDMENT AND TERMINATION OF THE AGREEMENT

7.1. This agreement can be changed or terminated by written agreement of the parties, as well as in other cases stipulated by legislation and this agreement.

7.2. The Principal has the right at any time to refuse to execute this agreement by sending a written notice to the Agent in days. In case of cancellation of this agreement, the Principal is obliged, immediately after sending a notification to the Agent, to dispose of his property under the jurisdiction of the Agent, and no later than days to pay the remuneration due to the Agent for the actions performed by him before the termination of the agreement and reimburse the expenses actually incurred by him in connection with the execution of the order Principal.

7.3. The Agent has the right at any time to refuse to fulfill this agreement by sending a written notice to the Principal within days. The Agent is obliged to take measures necessary to ensure the safety of the Principal's property. The Principal must immediately dispose of his property under the Agent's jurisdiction, pay the remuneration due to the Agent for actions performed by him before the termination of the contract and reimburse the expenses actually incurred by him in connection with the execution of the Principal's order.

8. FINAL PROVISIONS

8.1. In everything else that is not provided for in this agreement, the parties are guided by the current legislation of the Russian Federation.

8.2. Any changes and additions to this agreement are valid provided they are made in writing and signed by duly authorized representatives of the parties.

8.3. All notices and messages under this agreement must be sent by the parties to each other in writing.

8.4. This agreement comes into force from the moment of its signing by the parties.

8.5. This agreement has been drawn up in two copies with equal legal force, one copy for each of the parties.

9. LEGAL ADDRESSES AND DETAILS OF THE PARTIES

PrincipalYur. address: Postal address: INN: KPP: Bank: Account / account: Correspondent / account: BIK:

AgentRegistration: Postal address: Passport series: Number: Issued by: By: Phone:

10. SIGNATURES OF THE PARTIES

Principal _________________

Agent _________________

How to conclude an agreement for the provision of services between individuals

Having a contract for the provision of services will help save your time and nerves. A properly concluded contract will allow you to negotiate all the essential conditions and help protect you from not the most favorable consequences in the future.

Rules for the conclusion of contracts between individuals

A contract is an agreement of two or more persons on the establishment, change or termination of civil rights and obligations (Article 420 of the Civil Code of the Russian Federation). The Civil Code contains a list of types of contracts. An important place is occupied by the contract for the provision of services. It can be concluded between legal entities, a legal entity and an individual, as well as between individuals.

Conclude a contract in writing or orally

The specified agreement can be concluded between individuals, both in simple written form and orally.

The latter form does not mean at all that the contract is invalid. The oral form can only complicate the process of proving its individual conditions in the event of a case being considered in court.

Despite this, the legislation of the Russian Federation enshrines a list of contracts, the conclusion of which is mandatory only in writing. This list includes an agreement for the provision of services concluded between individuals, provided that the amount of the agreement exceeds the amount of the minimum non-taxable income of citizens by twenty or more times.

Terms of the contract for the customer

If you are a customer, there are several points to be covered in the contract.

Subject of the contract

Price and payment procedure

If the service will be provided to you, then the best option payment for you will be payment after the fact, that is, after the parties sign the act of services rendered (you will understand what you pay for). Prepaid payment is also possible. In this case, you can specify any percentage or determine a specific amount that you are willing to pay before starting the provision of services. The payment procedure can be any, but it is worth remembering that clearly prescribed deadlines will help to avoid unpleasant moments in proving your case in court.

Terms of service provision

Perhaps this is the main condition that you should definitely register. The timing must be very specific. For example: "services must be performed before such and such a date" or "the service must be provided within such and such a number of days from such and such moment." An important feature service agreement is to determine the term for the provision of services.

It is not recommended to prescribe the term in the following way: "The service must be performed within 5 days from the date of prepayment." The courts of the Russian Federation interpret this wording ambiguously and there are cases when the contract is recognized as not concluded only because, under this condition, the terms are considered not agreed as one of the essential conditions of the contract.

The moment of signing the act of services rendered

If you are a customer, it is proposed to avoid including in the contract such a condition as: "If the customer does not sign the act within 4 days from the date the contractor sends it / the end of the provision of services, the service is considered to be rendered properly and the customer's claims are not accepted." You may not have time to sign the act in time for some reason, or the service will be provided of inadequate quality and you will not want to sign the act, but if such a condition exists, you will be forced to accept the work and, moreover, pay for it.

Liability of the parties

Responsibility can be provided both in accordance with the law, and a greater or lesser amount of liability can be negotiated with the contractor. Moreover, if you are a customer, it would be more correct not to prescribe responsibility for the delay in making an advance payment.

Terms of the contract for the contractor

Subject of the contract

It is necessary to clearly stipulate all the details of the service provided.

Price and payment procedure

If you provide the service, then the best payment option for you will be prepayment. You can provide for a 100% prepayment or any other, indicating even a specific amount that you would like to receive before the provision of services (so you can be sure that the customer needs your work). The payment procedure can be any, but it is worth remembering that clearly prescribed deadlines will help you avoid unpleasant moments in proving your case.

Terms of service provision

The terms must also be indicated very specifically, as in the case of drawing up a contract by the customer. This item must be drawn up by analogy with the customer's contract.

Signing the act of services rendered

If you are a contractor, it is proposed to include the following condition: “If the customer does not sign and does not provide a reasoned refusal to sign the act within 4 days from the moment the contractor sends it / the end of the provision of services, the act is considered signed by the parties, and the service is considered to be rendered properly and claims the customer is not accepted. " This wording in the contract will protect you from unscrupulous customers who do not want to pay for your services.

Liability of the parties

Responsibility can be provided both in accordance with the law, and a greater or lesser scope of liability can be negotiated with the customer. At the same time, if you are a contractor, it will be more correct to prescribe responsibility for both the delay in making the prepayment and for the delay in the final calculation.

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Go back to the Agreement of assignment

A contract of order between legal entities, a sample of which can be found on our website, is, in general, an order from one firm to another on its behalf to perform one or another volume of specific actions.

Basically, one organization instructs another to do something on its own behalf and in its favor. The reason for concluding a contract of order is often the impossibility of being present at the place of the transaction, as well as the lack of information on the issue to be resolved.

It turns out that one person acts as a party to the transaction not independently, but through another person.

The parties to the commission are called the principal and the attorney. Thus, the attorney enters into a legal transaction, or commits any other actions, and the obligations under this agreement arise from the principal, since it was he who authorized the attorney to conclude the transaction.

An agency agreement between legal entities is similar to a contract agreement. Both the one and the other document is for the performance of any specific actions.

As for the term, it may or may not be specified in the contract. This is possible if the logical completion of the contract period coincides with the completion of the fulfillment of its obligations under this agreement.

However, there is more similarity here with the commission agreement. When an agent acts on behalf of a commission agent, for example, he sells his goods, and for this he receives only a certain reward. At the same time, all the proceeds received from the sale belongs to the commission agent, that is, the owner of the goods.

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At the same time, the agent is not the owner.

The commission is a representation agreement, this is recognized and regulated by the Civil Code. The rights and obligations upon its conclusion arise at once for both parties. In such an agreement, it is necessary to distinguish between the concept of attorney's costs from the concept of his remuneration.

For example, a contract of agency may be gratuitous when it does not stipulate a fee to be charged by the attorney. However, due to the need to perform any actions in favor of the principal, the attorney may incur costs. Reimbursement of these costs in accordance with the Civil Code shall be borne by the principal.

For all its peculiarities, the order is not a power of attorney. That is, when concluding this agreement, an additional power of attorney must be issued to the attorney, which will confirm his powers and on the basis of which he will be able to exercise his powers.

The contract of order between legal entities is concluded according to the standard model and is governed by the norms of Chapter 49 of the Civil Code of the Russian Federation. The essence of the agreement is that one party undertakes to perform certain legal actions on behalf of and at the expense of the other party.

A competently drawn up contract of assignment between legal entities allows you to organize commercial representation on mutually beneficial terms, and also protects the interests of both parties as much as possible. Important: an attorney can perform duties only on the basis of a power of attorney issued by the principal.

The agreement is drawn up in simple written form. Its essential condition is the subject. By law, a contract of agency between legal entities may be free of charge.

A well-written agreement contains the following points:

Names of the parties, their addresses and other details;

The list of legal and other actions that the attorney undertakes to perform;

The duration of the agreement;

Deadline for fulfilling obligations;

Rights, obligations and responsibilities of the parties;

The order of delivery and acceptance of works;

Cost and settlement procedure (if the contract is not free of charge);

Ways to resolve conflicts.

Please note that the commission agreement is similar to the commission agreement. In the first case, the attorney acts on behalf of the principal, and in the second, he does not become a party to the legal relationship between the principal and a third party.

The agreement between the enterprise and the citizen is in simple written form and has a similar structure. The document consists of the details of the parties, a description of the item, cost and other important conditions.

Storage agreement
Insurance contract
Loan agreement
Loan agreement
Pledge agreement

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The proper execution of the transaction is a pledge of the proper fulfillment by the parties of all obligations assumed. This is especially true of situations when one of the parties to the agreement is a citizen.

Legal regulation

If a citizen or an organization wishes to conclude a work contract with an individual, then you should first familiarize yourself with the provisions of Articles 702-729 of the Civil Code of the Russian Federation, which contain general provisions on the procedure for executing this transaction.

Also, the company should study the provisions of the legislation governing the procedure for collecting taxes under contracts with individuals and issues of social insurance.

In what cases is it?

Practically every person is familiar with performing any work on a paid basis. Execution of a work contract may consist in performing the following actions:

• making a new item (for example, creating furniture);
• upgrading an item (for example, installing additional equipment in a car, changing any characteristics of an item);
• other work (for example, development of design documentation for construction).

Work under a work contract concluded with an individual must be strictly defined by a specific task. Employee hired according to requirements labor legislation, performs all the tasks provided for by it job description and other internal documents. For example, a painter is invited to paint the walls of a building and, accordingly, performs any painting and plastering work that a need arises.

Drawing up such an agreement is possible if the work performed by the citizen is of a one-time nature. Otherwise, the relationship of the parties will be recognized as labor. An example of such a contract is to hire a seller in a store - in such a place, the sale of goods will always be in demand.

Document form

The legislation does not provide for a special clause regarding the form of a work contract with an individual. Organizations try to draw up such documents in writing to make it easier to calculate costs and to protect themselves from improper work.

Often, a work contract is concluded between individuals in the form of an oral agreement. An example is urgent repair of clothing or making a duplicate key. The timing of the work is negotiated separately, the fact of the work and its payment is confirmed by the issuance of a check.

In 2017, more and more work contracts with individuals are concluded in the form of written agreements, since the parties can easily find a suitable sample on the Internet.

Agreement conditions

You can draw up a contract with an individual on your own, taking any sample as a basis. If the formulation of the provisions of the document causes difficulties, then it is better to seek help from lawyers.

Essential conditions

The legislation contains several mandatory requirements for this document. Without fail, in a work contract of any nature, including with an individual, it is necessary to prescribe the terms of work and their cost. If this is not done, the agreement will be considered not concluded, that is, not legally binding.

Usually they indicate the start date of the agreement and the date when the contractor must transfer the required result to the customer. If this condition is not met, penalties are applied to the performer.

In some cases, the countdown of the contract with physical. face starts after a certain event. For example, since the transfer of raw materials supplied by the customer.

Customer's rights and obligations

The customer has the authority to demand that the work be completed within the time period specified in the agreement.

The customer is obliged to accept the work and pay for it in accordance with the requirements of the agreement. He must also provide assistance to the performer, for example, provide him with the necessary information.

If an individual does not have the status of an individual entrepreneur, then the customer, when paying money under a work contract, should withhold the amount of personal income tax. This should be done by the customer's accounting department. Also, contributions to the Social Insurance Fund and the pension fund must be withheld from the remuneration under the contract with an individual, as if the citizen was on the company's staff.

If a work contract is signed with an individual registered as an individual entrepreneur, the citizen will pay taxes on his own.

The customer does not need to perform any additional actions.

Rights and obligations of the performer

The citizen must carry out the work on time and in accordance with the quality requirements for the product under normal conditions.

The possibility of reassigning certain operations to other employees is separately stipulated. The involvement of third parties is especially often observed in construction contracts with individuals.

The contractor has the right to demand to accept and pay for the work performed. If there is a duty of the customer to provide the contractor with any materials or documents, then the contractor should be able to demand the transfer of these things.

Service agreement

The civil law provides for a procedure for the execution of the most common types of transactions. And a work contract with an individual cannot be concluded for services. The result of the implementation of such an agreement must necessarily be materialized. That is, it can be seen, touched, or otherwise felt.

If an individual needs legal advice or an expert assessment, then a contract for the provision of services is concluded, and not an agreement for the performance of a contract. These are completely different documents.

If an organization has entered into a work contract with an individual, but it was not work that was indicated as the subject, but the provision of certain services, then the rules of Chapter 39 of the Civil Code of the Russian Federation will apply to such legal relations.

If you need qualified advice in relation to your situation - call the phone number listed at the top of the page, or send a question through the form at the bottom right of the screen. Our specialized lawyer will promptly answer and solve your problem!

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Home / On a note / Registration of contractual relations between an individual and a legal entity

Recently, there are more and more cases when individuals provide intermediary services to legal entities... The conclusion of such contracts is due to the desire of individuals to earn money. Legal entities often enter into this kind of relationship, because get some economic benefit. Such transactions are found in many sectors of the economy. We will consider below how to properly formalize such a relationship.

The contractual relationship for the provision of intermediary services is best formalized in the form of an order, by concluding commission agreementbetween a legal entity and an individual.

According to paragraphs. 1, 2 tbsp. 971 of the Civil Code of the Russian Federation according to the contract of order, one party (attorney) undertakes to perform on behalf and at the expense of the other party (principal) certain legal actions... The rights and obligations under a transaction made by an attorney arise directly from the principal.

In our case, the party to the contract is individual(not having the status of an individual entrepreneur) that imposes an obligation on a legal entityat the conclusion of the contract to deduct from the remuneration of the first individual income taxwhich will be 13% of the amount of the attorney's fee... The parties can agree on the inclusion / non-inclusion of tax in the cost of remuneration of an individual. Thus, there are 2 options for paying for intermediary services. Let's consider the above situation with an example:

• Citizen A has entered into with Company B commission agreement, the cost of services for which is 10,000 rubles... A separate clause of the contract provides the obligation of company B to pay 13% (personal income tax) for an individual in excess of the cost of services... Then, in addition to paying the cost of services in the amount of 10,000 rubles, company B undertakes to pay tax in the amount of 1,300 rubles for the other side of the contract.

➙ Most oftenthere are contracts in which the cost of services initially includes the amount of tax. In this case, the cost of services under the agreement will be 11,300 rubles, including personal income tax.

➙ Meet and reverse situationsin which the payment of personal income tax by the parties is not agreed, and a legal entity withholds tax from the cost of services... It turns out that at the cost of services of 10,000 rubles, a legal entity withholds 1,300 rubles, and an individual receives only 8,700 rubles.

It should be noted that when concluding surety agreements between an individual and a legal entity, duty to pay taxunder the contract is assigned to the latter, who must withhold and transfer tax at the place of its registration.

The specialists of the Multidisciplinary Legal Center will provide you with qualified assistance in drafting various kinds of contracts, draft contracts, additional agreements. You just need to call and sign up for a consultation ("Contacts" tab).

Remember that a properly executed contractual relationship is the main criterion for ensuring the fulfillment of an obligation.

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