Under a service agreement, the contractor undertakes to perform certain actions on the instructions of the customer. And the customer undertakes to pay for the services provided (clause 1 of Article 779 of the Civil Code of the Russian Federation). The list of services forms the subject of the contract, so they should be spelled out in it as specifically as possible.

In addition, in the service agreement it makes sense to indicate (if possible):

• the volume of services provided, for example, the number of training hours that the teacher will have to conduct;
• the place of provision of services, if the contractor will have to clean the territory, provide security for the premises, etc.;
• other characteristics, including the result of services. It is clear that when providing, say, consulting services, there may not be a tangible result. At the same time, the work of an appraiser or auditor, as a rule, ends with a written conclusion, which can be considered a certain result.

If the subject of the contract is not agreed upon, then general rule the contract is considered not concluded. This means that neither party has the right to demand the fulfillment of obligations under it from the other party (clause 1 of Article 432, clause 1 of Article 425 of the Civil Code of the Russian Federation).

Contract for paid services

In the contract paid provision services, the price is necessarily indicated - the monetary expression of the cost of the services, as well as the customer’s obligation to pay for the services (Articles 779, 781 of the Civil Code of the Russian Federation). The price in the contract is set at a fixed amount, or the procedure for its calculation is prescribed if the cost of services cannot be determined in advance (before they are provided). The condition for including VAT in the price is also indicated here.

As for payment for services by the customer, the contract for the provision of services between legal entities must stipulate:

• payment procedure (advance payment or after the provision of services) and payment period (calendar date, expiration a certain amount days calculated from the established date or event, etc.);
• form of payment - by bank transfer, in cash, through counter agreements (clause 2 of article 861, article 862 of the Civil Code of the Russian Federation). Remember that when making cash payments between organizations and/or individual entrepreneurs, you cannot transfer more than 100 thousand rubles. under one agreement (clause 6 of Bank of Russia Directive No. 3073-U dated October 7, 2013).

Contract for paid services: sample

Below is an example of a service agreement. And in the legal reference system Consultant+ you can find standard contracts for the provision of services various types, for example, a contract for the provision of legal services

Agreement for the provision of free services

The possibility of concluding a contract for the provision of services free of charge is a debatable issue. Some experts believe that such an agreement cannot, in principle, be concluded, since in accordance with the Civil Code of the Russian Federation the agreement is supposed to be paid (

The main problem when drawing up a contract for the provision of services is that this contract is difficult to distinguish from a work contract, since the definitions of the subject matter of these contracts established by the Civil Code of the Russian Federation are extremely similar. However, the rights and obligations of the parties that arise from the contract differ.

Under a service agreement, services are provided, and under a contract, work is performed. Works, unlike services, have a materially expressed result. The service is consumed at the time of provision and does not exist without the performer. However, in practice, such a distinction is not always obvious - for example, as a result of providing consulting services, the customer may be provided with a written opinion. Another example of the difficulty of determining differences in a subject may be the case when, during car repair work, a technical inspection may be carried out, which, unlike the repair itself (physical replacement of spare parts), does not have a clear result that can be recorded by third parties. For these reasons, the division into works and services can be quite arbitrary, and many contracts are mixed - that is, they include both obligations to provide services and to perform work. Therefore, to select a contractual structure, we recommend determining what prevails: services or works. In addition, legislation often directly qualifies some relationships as services ( Catering, tourist, evaluation, etc.).

Mandatory terms of the service agreement

1. An essential (mandatory) condition of this agreement is the subject. The subject is the services that are provided in accordance with the contract. Therefore, when drawing up a contract, it is important to describe them in detail. In some cases, the law establishes additional essential conditions - for example, the contract for the provision of tourist services has a fairly extensive list of essential conditions.
2. But in most other cases, the contract will be considered concluded if it describes the subject (list, scope of services, customer’s assignment). Even if the contract does not indicate a price, the contract will bind the parties, and the latter, if a dispute arises, will be determined by the court based on the prices of similar services on the market. However, a good contract should not only protect the parties at the time of dispute, but also prevent the occurrence of a dispute. Therefore, when drawing up an agreement, it is extremely important to indicate the price of services and the payment procedure - partial or full prepayment or post-payment, as well as the payment details of the parties. In addition, the contract should indicate whether VAT is included in the price.
3. In addition, it is important to indicate the timing of the provision of services - the beginning and end of their provision.
4. In addition, a rather obvious, but sometimes forgotten condition should be noted: the names of the parties and signatures (including the transcript of the signature) must be filled out and indicated in full, without abbreviations or omissions, in such a way that it is possible to accurately identify the party to the agreement.

Additional terms and conditions of the service agreement

1. The law establishes a dispositive rule (that is, applicable if the parties have not indicated otherwise in the contract) that services must be provided by the contractor personally. This rule can be changed: indicate that the contractor can involve third parties in the performance after receiving the customer’s consent or without such consent. The quality must meet the requirements that are usually applied to similar services, unless the parties have provided for special requirements for the quality of services in the contract.
2. Depending on the nature of the services, other conditions are included in the contract. Very often, confidentiality clauses are included in the contract. In many cases, the customer provides the contractor with some documentation or communicates information in another way. If such information contains a trade secret or is of value to the customer because it is unknown to third parties, but no special regime has been established for it trade secret, then the contract should establish the procedure for the contractor’s use of such information. Without such a provision in the contract, it will be extremely difficult to attract the contractor for using such information for purposes other than for the provision of services.
3. Penalty clauses are often added to the contract. There may always be a possibility that the parties to the contract may breach the contract. Therefore, to minimize this likelihood, a penalty is prescribed in the agreement in the form of a fixed fine or penalty - it can become a deterrent for the unscrupulous party and ensure additional compensation in case of violation. It is important to say that if one of the parties to the contract is a merchant (legal entity or individual entrepreneur), and the other is a consumer, then the penalty is already provided for in consumer legislation, in other cases it is worth additionally specifying it in the contract.

Rights and obligations of the parties to a contract for the provision of paid services

The contractor is required to provide services of the required quality, and the customer is required to pay on time. If the quality of services is inadequate, the customer may demand a price reduction, or re-provision of the service, or compensation for the costs of eliminating the deficiencies. If the shortcomings are significant, then he may withdraw from the contract and demand compensation for damages.

Also, the customer can terminate the contract by compensating the contractor’s expenses, but if the contractor refuses the contract, then he must compensate not only them, but also all the customer’s losses. If the parties to the contract are two legal entities or two individual entrepreneurs (or an individual entrepreneur and a legal entity), then the contract can stipulate that in the event of a refusal, the customer not only reimburses the actual costs, but must also compensate for losses.

The contract designer is available to you. Just log in to the 1C-Start portal and create your service agreement in 11 minutes. More detailed material on service agreements is below.

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

A service is an activity or certain actions of a performer aimed at meeting the needs of another person (safety, health, training, communication, obtaining information, etc.). The service has no material result and is inseparable from the personality of the performer. The same service provided by different providers may have different results. To provide individual species services, such as medical, educational or communication services, the contractor is obliged.

Civil Code regulates the provisions on paid services in articles 779 - 783. These articles apply to such services as:

• medical and veterinary;
• auditing and consulting;
• information and training services;
• tourist services, communication services, etc.

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

For example, services such as transportation, storage, commission, commission, bank deposit and bank account, research and development work are considered by special chapters of the Civil Code of the Russian Federation. In addition, household contracts also apply to the contract for the provision of services.

How to conclude a service agreement

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

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

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

A document confirming the conclusion of a service agreement can be an invoice agreement. The parties draw it up at their own discretion, but it must contain a description of the service, an invoice for its payment, and details of both parties. The invoice agreement is not very popular in Russian practice, because does not allow us to take into account many contractual conditions that, although not called essential, are important for the parties to the service agreement.

Essential terms of the service agreement

One essential condition of a service contract in the Civil Code is its subject, i.e. specific actions or activities of the performer. If the subject of the service agreement is not described in the text, then such an agreement may be considered not concluded, which means that the contractor will not be able to demand payment from the customer for services. But the customer under a service agreement with an unagreed subject may demand from the contractor the return of the advance payment as unjust enrichment with the accrual of interest for the use of someone else’s money.

If, for example, the subject of a service contract is indicated as follows: general concept How " domestic services", then the court may consider that the subject of the agreement is not specified and not agreed upon by the parties, therefore, when drawing up the agreement, it is worth using the characteristics of the types of activities specified in the OKVED and OKUN classifiers.

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

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

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

How to terminate a contract for paid services early

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

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

• by agreement of the parties;
• due to unilateral refusal to further fulfill the contract;
• V judicial procedure.

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

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

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

• the contractor did not begin to provide services in a timely manner;
• during the provision of services, it becomes obvious that they will not be provided properly (and the contractor did not eliminate the deficiencies within the time period specified by the customer);
• the services were provided with significant or fatal deficiencies;

The reasons for the contractor’s refusal to provide services may be as follows:

• the customer, despite the contractor’s warning, did not replace the unsuitable or low-quality materials/equipment provided by him, necessary for the provision of the service;
• the customer did not submit in a timely manner technical documentation or other documents, due to which the contractor cannot begin to provide the service;
• the customer’s actions interfere with the execution of the service contract by the contractor (for example, they limit his access to the customer’s territory);
• the customer violates payment terms for services or repeatedly makes late payments, etc.

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

But each party to the service contract has the right and unmotivated (without any good reasons) refusal of the contract, and she can do this at any time - before the start of the provision of services or during the provision of them. One party must notify the other of a unilateral refusal of the service agreement in writing. In this case, the customer must pay the contractor all expenses actually incurred by him up to the moment of unilateral refusal, and the contractor must fully compensate the customer for losses (if the customer can prove their existence).

To terminate the service contract judicially it is necessary to apply to the arbitration court with a claim to declare the contract terminated. The grounds for such a termination procedure are applicable to any type of contract, and both the customer and the contractor can go to court. It can be:

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

Before filing a claim in court, a party must contact the other party with a proposal to terminate the service contract and receive a refusal to do so or wait until the expiration of the period within which a response should have been received (usually 30 days, but the contract may indicate another period).

Similarities between a service contract and an employment contract

Some types of services may be similar to those labor function which the employee carries out within the framework of the employment contract. These are, for example, legal, security, advertising, and marketing services.

We have already looked at the differences between an employment contract and a civil service contract. If you, as a customer, engage an individual to provide services, read about in what cases there is a risk of recognition of a service agreement employment contract, and how to avoid it.

The range of services that the contractor can provide to the customer according to the standard The service agreement form is extremely broad, thanks to a variety of actions to meet needs in the civil legal field.

The development of the economy and the growth of volumes of information (knowledge) in the intellectual field contributed to the emergence large quantity new services, the implementation of which is carried out on the basis of concluding contractual relations for the provision of consulting, information and other services, including training services.

We present contract forms that are appropriate to conclude when providing the following services:

• general;
• legal;
• accounting;
• informational;
• consulting;
• audit;
• tourist;
• communications;
• marketing;
• security;
• advertising;
• real estate;
• transport.

What specific services you or your client need is decided individually in each individual case; in our service you can find all these service agreements with the necessary attachments.

Legal regulation of contracts

The legal regulation of these agreements is carried out by the norms of the Civil Code of the Russian Federation. In particular, Chapter 39 of the Civil Code of the Russian Federation (“Paid provision of services”). The provisions of the chapter apply to contracts for the provision of medical, auditing, information, consulting, veterinary, training and some other services.

And Article 783 of the Civil Code of the Russian Federation states that this agreement may be subject to general provisions about the contract, if this does not contradict the subject of the agreement. It is worth remembering that these documents have a significant difference: in one case, services are provided to the customer, in the other, work is performed. The documents are quite difficult to distinguish due to the lack of definitions of the concepts “work” and “service” in the Civil Code of the Russian Federation.

However, definitions of these concepts are in the Tax Code of the Russian Federation. Work is considered to be an activity whose results have a material expression. Services are considered to be activities whose results do not have material expression and are consumed in the process of carrying out this activity. Thus, when concluding a contract for the provision of services, the customer does not pay for the result of the work, but directly for the process of providing certain services.

The process of “providing a service” is understood as commercial (entrepreneurial) activity individual, legal entity or individual entrepreneur aimed at meeting the needs of others. Services are most often provided on the basis of the appropriate form of contract for the provision of services concluded between the contractor and the customer.

The concept of a service agreement

According to the contract for the provision of services, the contractor undertakes, on the instructions of the customer, to provide some service(s) (perform certain actions or carry out certain activities), and the customer undertakes to pay for these services.

According to the above definition, a contract for the provision of services or a sample thereof is consensual, compensated and bilateral.

Contracts for the provision of services: features of conclusion

The following rules apply to contracts concluded for the provision of any services in 2020:

• According to Article 780 of the Civil Code of the Russian Federation, the contractor is obliged to provide services in person, unless otherwise provided by the concluded document. However, this does not deprive the contractor of the right to include in the sample agreement for the provision of services a condition on the involvement of co-contractors, after agreeing on the terms with the customer.
• To carry out certain types of activities, a license is required.
• A written assignment is the basis for a competent definition of the subject in a sample of such a contract for the provision of services. Formulation of the task is one of the main responsibilities of the customer, along with payment for services performed within the time frame and in the manner specified in the contract.
• If the possibility of early provision of a particular service is not provided for in the agreement, the customer has the right not to pay for services performed ahead of schedule.
• If it is impossible to fulfill obligations due to the fault of the customer, he is obliged to pay for the services in full, unless otherwise provided by the contract or legislation.
• If it is impossible to fulfill obligations due to circumstances beyond the control of the parties, the customer is obliged to reimburse the contractor for the expenses actually incurred by him, unless otherwise provided in the contract or legislation.
• The customer has the right to terminate the contract for the provision of services subject to payment to the contractor for the expenses actually incurred by him.
• The Contractor has the right to terminate the contract only if the costs are fully reimbursed to the customer.

Reasons for disputes arising under a service agreement

• Most often, disputes arise due to insufficiently clearly formulated tasks, the absence of deadlines and other specific indicators in the contract.
• A common cause of disputes is the insolvency of the customer, as well as the lack of mechanisms to ensure fulfilled obligations.

How to ensure compliance with contractual terms?

Fulfillment of obligations under the contract for the provision of any services is ensured in the following ways:

• penalties (in the form of fines);
• bank guarantee;
• retention of the debtor's property;
• surety;
• contract insurance;
• deposit and some other methods provided for by agreement or legislation.

It is also advisable to use insurance for concluded contracts. Such measures will help eliminate or minimize property losses when concluding a sample service agreement, which you can download from our service.

A service agreement is one of the most common agreements. Exactly at this legal form include communication services, medical, consulting, those related to training, etc. We would like to note that it is sometimes quite difficult to draw a clear line between services and work (for example, equipment repair). You can find out further how to correctly conclude transactions for the provision of services, and what types of this agreement there are.

What is a service?

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

Auditing;

Information;

Medical;

Consulting;

Veterinary;

Tourist;

Training services, etc.

What is not considered a service?

It is worth noting that service agreements do not include the following types of agreements:

Work agreement;

To carry out technical work;

Commissions;

To carry out development work;

Transportation;

Bank account;

Transport expedition;

Storage;

Bank deposit;

Trust property management.

Subject of the agreement

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

We draw up an agreement

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

Be sure to indicate the subject of the agreement; and it is not enough to write “ marketing research“, you need to specify point by point what kind of activity this will be;

Specify all powers and responsibilities of the parties;

Set clear deadlines within which the activity must be completed;

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

Such an agreement, of course, specifies the price of the contractor’s services;

Don't forget to also determine the responsibilities of the parties to the transaction; It is also advisable to specify in the agreement the amount of compensation in case of unilateral refusal of it.

Features of the agreement

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

Termination of the contract

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

Agency contract

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

Prerequisites

To conclude an agency agreement according to all the rules, you must indicate:

The function that the agent must perform;

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

How will he report to the principal;

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

Obligations and rights of the parties;

Are there any restrictions on the agent’s powers;

Conditions for termination of the agreement;

Responsibility of the parties.

Certain types of agreement

A type of contract under consideration is an agreement for the provision of consulting services. They can be either long-term or momentary. This type of agreement is often concluded between various specialists and companies. The most popular consulting services are: legal, financial, strategic, advertising, information. In the process of carrying out various real estate transactions, a realtor agreement is often used. Many businessmen turn to marketing agencies to promote their brand in the modern world. Such companies, as a rule, provide a lot of services: identifying target audiences, developing a brand profile, drawing up a brand strategy, etc. In addition to all the types of agreements listed, there are many others, and their number is growing every day. Therefore, listing them all in one article is simply unrealistic.

Important points

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