It services outsourcing agreement. How to draw up an outsourcing agreement for the provision of services. Contract time

for the provision of services

St. Petersburg "__" _________ 20___

LLC "FIRST SERVICE PROVIDER", hereinafter referred to as the "Contractor", represented by General Director Sergey Arkadievich Klimov, acting on the basis of the Charter, on the one hand, and LLC "????????", hereinafter referred to as the "Customer ", Represented by ?????????? on the other hand, with a joint reference, the named Parties have entered into this agreement (hereinafter referred to as the Agreement) as follows:

SUBJECT OF THE CONTRACT

1.1 The Customer instructs and pays, and the Contractor assumes the obligation to provide the services (hereinafter referred to as the Services) listed in Appendix No. 1 to this Agreement during the term of the Agreement.

1.2 The Contractor can provide advice on the use of information technology.

COST OF SERVICES AND PAYMENT PROCEDURE

2.1. The total cost of services under the contract is indicated in the specification (Appendix No. 1)

2.2. For the Services provided by the Contractor in accordance with this Agreement, the Customer shall pay in accordance with the invoices issued by the Contractor. Payment is made by the Customer in rubles, within 10 (ten) banking days from the date of invoice.

2.3. If the Customer wishes to receive additional services or makes special requirements not provided for by this Agreement, the issue of the nature of the services, the cost of their payment and the period of provision shall be decided by the parties by mutual agreement by drawing up an additional Agreement to this Agreement.

RIGHTS AND OBLIGATIONS OF THE PARTIES

3.1. The rights and obligations of the Contractor:

3.1.1. The Contractor undertakes to ensure the proper quality of the services provided.

3.1.2. The Contractor undertakes to inform the Customer at his request of all information regarding the execution of this Agreement;

3.1.3. The contractor has the right:

- to demand and receive from the Customer all the necessary documents (acts of work performed);

- to involve, with the consent of the Customer, in the execution of this Agreement, any individuals and legal entities for the purpose of timely and high-quality fulfillment of obligations under this Agreement, for the actions of which the Contractor is responsible as for his own;

- demand payment for the services rendered within the terms established by this Agreement;

- in the event of a delay in payment for more than 15 days, in the absence of motivated objections or claims for the quality of services on the part of the Customer, suspend the fulfillment of obligations under this Agreement with obligatory prior notification of the Customer at least 5 days in advance. The Contractor is liable for damage caused to the Customer in the event of an unjustified (including in violation of the established procedure) suspension of the provision of services to the Customer.

3.2.Rights and obligations of the Customer:

3.2.1. The Customer undertakes to pay for services in the manner, within the time frame and in the amount established by this Agreement, subject to the conditions for the delivery and acceptance of services;

3.2.2. The Customer undertakes to accept from the Contractor reports, letters, certificates and other materials regarding the subject of this Agreement;

3.2.3. The Customer undertakes to accept the services provided by the Contractor and sign the acceptance certificates for the services provided, subject to their proper execution.

3.2.4. The Customer has the right to receive explanations from the Contractor (orally or in writing at the request of the Customer) related to the provision of services.

LIABILITY OF THE PARTIES

4.1. A party that has not fulfilled or improperly fulfilled its obligations under this Agreement is obliged to compensate the other party for the losses caused by this.

4.2. The maximum amount of the Contractor's liability for real damage is limited to a monetary amount equal to the cost of the Contractor's services to be provided to the Customer in the month of actual damage. The Contractor is not liable to the Customer for indirect damages (lost profits).

4.3 The Contractor is not liable to the Customer for any kind of damage incurred by the Customer due to the loss and / or disclosure of his Login and Password.

4.4. Payment of forfeits, penalties, fines or interest does not relieve the parties from fulfilling their obligations under this Agreement, as well as from reimbursing the losses caused to the other party.

4.5. In the event of a delay in payment by the Customer for more than 15 calendar days in the absence of motivated objections or claims for the quality of services from the Customer, the Contractor has the right to demand from the Customer the payment of a penalty in the amount of 1% of the cost of service in accordance with clause 2.1.1 of this Agreement for each day delay, but not more than 30% of the cost of the violation.

4.6. The Contractor is financially responsible for any damage caused to the Customer as a result of the actions of the Contractor or third parties involved by the Contractor in the provision of services or performance of work under this Agreement.

4.7. If the Customer engages a third party to fulfill his obligations under this Agreement, without written consent from the Contractor, the Contractor is not responsible for the consequences arising from these actions of third parties.

4.8. In all other cases of non-performance or improper performance of the terms of this Agreement, the Parties shall be liable in accordance with the current legislation of the Russian Federation.

CIRCUMSTANCES OF OUTSTANDING FORCE

5.1. The parties are exempt from liability for full or partial failure to fulfill obligations under this Agreement, if it was the result of force majeure circumstances, if these circumstances affected the execution of this Agreement.

5.2. In the event of force majeure circumstances, the deadline for fulfilling obligations under this Agreement shall be postponed in proportion to the time during which such a circumstance was in effect. If these circumstances may last more than three calendar months, then each of the Parties has the right to unilaterally terminate this Agreement. In this case, both parties lose the right to compensation for losses incurred by them.

ORDER OF DELIVERY AND ACCEPTANCE OF SERVICES

6.1. At the beginning of each month, the Customer pays for services according to the invoice issued by the Contractor for the upcoming period. Contractor monthly acts on the provision of services.

6.2. The Customer, no later than 5 (five) working days from the date of receipt of the Certificate of Delivery and Acceptance of the Services Rendered, must send the Contractor a signed Certificate of Delivery and Acceptance of the Services Rendered or motivated objections in writing.

6.3. If the Contractor accepts written objections, the parties draw up a bilateral Act with a list of necessary improvements and the timing of their implementation.

6.4. In the course of rendering services, the Contractor, based on the analysis of the information received and familiarization with the submitted documents, has the right to request from the Customer additional documents and other information that the Customer has.

CONFIDENTIALITY

7.1. When executing the Agreement, the Parties will take all necessary measures to protect each other's trade secrets.

7.2. A party to this Agreement, guided by the provisions of the Federal Law "On Commercial Secrets" dated July 29, 2004 No. 98-FZ, independently determines the methods of protecting information constituting a commercial secret transferred to it under this Agreement.

7.3. For the purposes of this agreement, confidential information means any information that became known to the Contractor in connection with the provision of services under this agreement and gaining access to the software and hardware complex of the Customer, regardless of its form, content or designation, unless the information:

was lawfully obtained and known to the recipient prior to their disclosure by the second party;
is generally known or can be easily obtained legally by any third party routinely carrying out its activities in the field of computer development, process development, programming;
without any restrictions is brought by one of the parties to the attention of any third party, company or structure;
independently prepared by the Contractor without any reference to the confidential information provided;
is currently publicly available, or may be legally obtained by one of the parties from a third party.

7.4. The parties undertake to keep confidential information and other information that has become available during the execution of this agreement for 5 (Five) years. Any use, distribution or use of such information can only be carried out with the written consent of the other party. If one of the parties to the contract (or any of its affiliates) admits the disclosure of confidential information in violation of this contract, the party that committed such a violation at the request of the other party undertakes to pay a fine in the amount of ten times the amount of the Contractor's remuneration in accordance with clause 2.1. of this Agreement, as well as to compensate for losses caused by such distribution to the other party.

7.5. The Contractor has the right to disclose information received in connection with the execution of this Agreement in cases established by the Federal Law "On Commercial Secrets" dated July 29, 2004 No. 98-FZ, and only on the basis of official written requests (requirements) of state authorities authorized to demand such information, or on the basis of a court decision with obligatory notification of the Customer.

CLAIMS. DISPUTE SETTLEMENT PROCEDURE

8.1. Claims can be made by the Customer to the Contractor regarding the quality and timing of the services provided within the time frame in accordance with this Agreement.

8.2. All controversial issues related to the execution of this Agreement, the Parties will seek to settle through negotiations.

8.3. In case of non-settlement of disputes and disagreements through negotiations, the resolution of disputes and disagreements is carried out in the Arbitration Court of the city of St. Petersburg and the Leningrad Region in the manner prescribed by the current legislation of the Russian Federation.

CONTRACT TIME

9.1. This Agreement begins to operate from the moment of signing and is concluded for a period until 31.12.2017. The rights and obligations provided for by this Agreement apply to the Parties from the moment it is signed by the authorized representatives of the Parties.

9.2. After the expiration of this Agreement, if the Parties continue to comply with its terms, the agreement is considered renewed for an indefinite period on the terms that are in effect at the time of renewal, taking into account additions and changes in relation to payment of remuneration in accordance with clause 2.1.

9.3. Each of the Parties has the right to terminate the contract by notifying the other Party one calendar month in advance.

TERMINATION PROCEDURE

10.1. The parties have the right to terminate this Agreement before the expiration of the specified period by mutual agreement.

10.2. The Customer has the right to terminate this Agreement with the Contractor unilaterally by paying the Contractor for the services actually rendered, notifying of the termination of this Agreement at least one month in advance.

10.3. Upon termination or expiration of the Agreement, the Contractor undertakes, within 3 (three) working days, to transfer or send to the Customer those at his disposal, as well as all the materials he has regarding the execution of this Agreement, including transfer on a separate medium provided by the customer, the last copy of the 1C database with all data and information at the time of termination of this agreement.

PROCEDURE FOR CHANGING AND SUPPLEMENTING THE AGREEMENT

11.1. Any changes and additions to this Agreement are valid only if they are confirmed by the parties in writing and signed by the officially authorized representatives of the parties.

FINAL PROVISIONS

12.1. All Appendices to this Agreement are its integral part.

12.2. Negotiations and correspondence preceding the signing of this Agreement lose legal force at the time of its signing.

12.3. This Agreement, as well as annexes, additional agreements, remarks, minutes, correspondence, claims and other documents on issues related to this Agreement, may be transmitted by the Parties by fax or e-mail with the obligatory subsequent provision of originals.

12.4. The transfer by the Parties of originals (copies) of documents under this Agreement is formalized by the Act of Acceptance - Transfer of Documents.

12.5. This Agreement is signed in two copies with equal legal force, one original copy for each of the parties

12.6. In case of change of addresses, bank and other details, the parties immediately inform each other about it.

12.7. In all other respects not provided for by this Agreement, the parties are guided by the current legislation of the Russian Federation.

Competition is a factor that develops the market. In modern conditions of constant struggle, success can only be achieved by those businessmen who are able to optimize the costs of their enterprises as much as possible without causing damage to production or reputation. One of the methods of reducing additional costs is cooperation with outsourcing companies.

For example, when a company has its own staff of accountants, it is expensive and troublesome: each of them needs to be paid a regular salary, secure a place, constantly change equipment, monitor the level of qualifications, and pay taxes. Therefore, it is often more profitable to turn to a specialized company that offers its services for the market for maintaining accounting papers.

What is this document

Such an agreement implies transfer of any responsibilities to a company that specializes in such services... This is done to save the enterprise's funds, eliminating the need to maintain its own staff.

In our country, this is a relatively new phenomenon, although it has already become widespread. By transferring a number of non-core activities of the firm to other people who professionally specialize in this, you can get many benefits:

reduction of non-production costs;
saving resources, time (it can be difficult to find, train and properly register new employees without making mistakes).

By sending additional functions to a third-party company for implementation, the firm can count on for the correct and timely completion of the task... The bottom line is that outsourcers are mostly professionals who have their own workplace and software equipment, as well as highly qualified professionals. Managers of an outsourcing company are interested in raising the professional level of their employees.

The outsourcing principle is simple – a person is on the staff of one outsourcing company, which receives an assignment from the customer enterprise. While working for one firm, he simultaneously helps another, while being subordinate to his superiors. As a result, its functions are to some extent controlled by two parties - the client and the employer.

The legislation does not regulate a clear list of rules that would indicate the range of services, allowed for execution under the outsourcing agreement... Typically these include types of work such as programming, design development, various IT services, accounting, cleaning and security of premises, organizing negotiations, meetings, events and catering. It helps with to concentrate all the forces of the company on its main task without forcing management to control minor ancillary processes.

Some entrepreneurs easily transfer their accounting into the hands of other people's employees, others are too distrustful and are not yet ready to take such a step, because not every businessman wants to work openly and fully reflect all information on the company's cash flows. The choice is too individual and depends on the reputation of the outsourcer and the trust in this organization.

Permitted types of services provided under the law

There are many activities outsourced by companies- these are all functions that are not essential for the organization. These most often include:

bookkeeping- transferring the preparation of accounting documents to another company is the most popular type of outsourcing services. In this direction, there are several branches: preparation of paper reports, full service with / without maintaining an account. This service is especially in demand among small companies. Their staff itself is not too large to keep accountants, and the head cannot prepare reports on his own, it takes a lot of time and effort;
IT industry. Again, it's all about elementary savings. It is not profitable to hire a separate employee to maintain office equipment, develop websites or install additional software. For such needs, outsourcing services are used;
legal assistance. Professional lawyers can work for a customer, accompanying him in all legal matters related to tax and administrative conflicts, agreements with counterparties. In most small businesses, there is practically no work for a lawyer, therefore it makes no sense to pay a full salary to such an employee, it is much easier to hire a specialist for a while;
logistics services- this area is related to the provision of the enterprise, the performance of the transportation function. This is necessary if the company sometimes needs to transport cargo, and buying its own transport and hiring drivers is not profitable.

It is profitable to turn to outsourcers in a situation when the staff of the company is small, as well as when the turnover does not allow keeping non-core specialists on the staff. For example, if the services of an accountant or system administrator are not needed every day, then it is more profitable to conclude an agreement with an outsourcing company that will take over these services.

General provisions of the contract

Let's start with the fact that the legislation does not provide for special regulation measures for outsourcing services... The agreement is the only document that controls the transaction.

All contracts, according to the current legal practice, must contain the following points:

conditions for the fulfillment of the agreement for both parties;
the most detailed description of the services provided;
must contain the signatures of officials who have the right to do so (manager, deputy director, etc.);
the operations performed should be recorded to avoid misunderstandings.

Sample document

The agreement contains the following sections:

An introduction that spells out the names of the companies, the names of the signers of the agreement, and the basis on which they do so.
Subject of the contract - this part lists the services that are transferred to the outsourcing company.
Volume and cost of work. This section requires special attention. It is very important to stipulate what specific functions and to what extent are transferred to the outsourcer, what payment he will receive for this.
Rights and obligations of the parties.
The procedure for monitoring the work done.
Responsibility of companies - the section indicates responsibility for ignoring the deadlines for the delivery of work or the transfer of services of unacceptable quality, describes the exact amount of penalties and penalties.
Resolution of a possible conflict - the clause contains information on the pre-trial procedure for resolving disputes, describes in which instance the process will be considered if a consensus cannot be reached.
Timing - we are talking about the terms of the agreement. Usually it is concluded for 12 months with the possibility of renewal.
The procedure for adjusting or terminating the contract. This is the process of introducing additional conditions, services or requirements, as well as breaking off the relationship.
Other conditions - all other points that the companies considered significant are discussed here.
Requisites, seals of firms and signatures of officials.

Recommendations for signing. What to look for

The first thing to look out for is confidentiality... This is the observance of official and commercial secrets, as well as the anonymity of all involved employees, who will become known to the outsourcer. In this matter, choosing a good partner company and reflecting the appropriate conditions in the agreement is of great importance.

The service contract must include a number of requirements related to the qualifications of the professional experience of the outsourcer's employees whom he intends to involve in solving the customer's problems. This is really necessary if a contract is concluded for the provision of labor, including the provision of people from neighboring countries.

It is recommended that, in order to reduce tax risks, all appropriate risk insurance claims provided by law. We are talking about the subject of the contract, the procedure for the provision of services, terms and other things. Moreover, all points should be formulated as concretely as possible, without inaccuracies, because this can become controversial points in court proceedings. The text of the document must use the terminology of the Tax Code.

The composition of the agreement necessarily provides for the correct documentation of all services that will be discussed: invoices, working papers and signatures... Particular attention is paid to responsibility for the quality of the work delivered and compliance with all deadlines.

The document must describe the option of compensation for the customer's losses received as a result of improper performance of his duties by the outsourcer. Specifies specific liability in material form: compensation for damage or fines.

The video contains interesting and useful information about what outsourcing is and how to effectively use this business tool.

________________ "____" __________ 201__

Hereinafter referred to as the "Customer", represented by ______________, acting on the basis of ____________, on the one hand, and _____________, represented by _____________, acting on the basis of the Charter, hereinafter referred to as the "Contractor", on the other hand, have entered into this Agreement as follows:

1. THE SUBJECT OF THE AGREEMENT

1.1. This Agreement is concluded in order to optimize the functioning of the Customer by concentrating his efforts on conducting core activities.

1.2. The subject of this Agreement is the transfer by the Customer to the Contractor of non-core functions in the manner and on the terms established by this Agreement.

The list of non-core functions transferred by the Customer to the Contractor (hereinafter - the "List of functions") is contained in Appendix No. 1, which is an integral part of this Agreement.

1.3. The Customer instructs, and the Contractor assumes the obligation to perform in the interests of the Customer the non-core functions of the Customer transferred to him under this Agreement in accordance with the List of functions (hereinafter referred to as "services").

1.4. For the provision of services under this Agreement, the Customer pays to the Contractor remuneration in the amount, procedure and terms established by this Agreement.

2. RIGHTS AND OBLIGATIONS OF THE PARTIES

2.1. The Contractor undertakes:

2.1.1. Provide the Customer with services in accordance with the terms of this Agreement.

2.1.2. Not to transfer or show to third parties the documentation of the Customer located in the Contractor's possession.

2.1.3. Provide the Customer with services in person or with the involvement, if necessary, of specialized third-party organizations.

2.1.4. Cooperate in the provision of services under this Agreement with other contractors of the Customer who provide him with services on related issues of the subject of this Agreement.

2.1.5. By the ___ day of each month, submit to the Customer monthly written reports on the progress of the provision of services under this Agreement.

2.1.6. Provide the Customer with materials and opinions in electronic form on magnetic media, and, if necessary, written materials and opinions.

2.1.7. Provide, if necessary, at the request of the Customer, explanations to interested parties, including state and judicial authorities, on the materials provided by the Contractor in accordance with this Agreement.

2.2. The customer undertakes:

2.2.1. Pay for the services of the Contractor in the manner, terms and on the terms of this Agreement.

2.2.2. Provide the Contractor with information and materials necessary for the Contractor to fulfill its obligations under this Agreement.

2.2.3. Sign in a timely manner Acts on the provision of services with the Contractor.

2.3. The contractor has the right:

2.3.1. Receive from the Customer any information necessary to fulfill its obligations under this Agreement. In case of failure to provide or incomplete or incorrect submission of information by the Customer, the Contractor has the right to suspend the performance of its obligations under this Agreement until the necessary information is provided.

2.3.2. Receive remuneration for the provision of services under this Agreement.

2.4. The customer has the right:

2.4.1. Receive services from the Contractor in accordance with this Agreement.

2.4.2. Receive from the Contractor reports, materials and documents in accordance with this Agreement.

2.5. The provision of services not specified in the List of functions is formalized by an additional agreement of the Parties and is paid separately and additionally.

2.6. The Parties undertake to keep secret commercial, financial and other confidential information received from the other Party during the execution of this Agreement.

2.7. All materials of the Contractor, including various certificates, conclusions, documents, etc., both in writing and on magnetic media, drawn up by the Contractor in the performance of obligations under this Agreement, are confidential information of the Customer (with the exception of the information listed in Art. 5 of the Federal Law of July 29, 2004 N 98-FZ "On Commercial Secrets") and cannot be disclosed to third parties without the written consent of the Customer.

3. PROCEDURE FOR PERFORMANCE OF THE CONTRACT

3.1. The Contractor monthly provides the Customer with written reports on the progress of the provision of services under this Agreement, on the basis of which the Parties draw up and sign the Act on the provision of services.

3.2. Acts on the provision of services signed by the Parties are a confirmation of the provision of services by the Contractor to the Customer.

3.3. The reports are provided by the Contractor before the ___ day of the month following the reporting month, the Act on the provision of services is drawn up and signed by the Parties within ___ (______) business days from the date of the report.

3.4. When providing services that are not specified in the List of Functions, the Contractor provides the Customer with an additional report and the Parties sign an additional Act on the provision of services, which is a confirmation of the provision of additional services by the Contractor to the Customer.

4. PAYMENT PROCEDURE

4.1. The Contractor's remuneration is _______ (_________) rubles, including VAT in the amount of _____ (________) rubles.

4.2. The remuneration is paid monthly until the ___ day of the current month.

4.3. The remuneration is paid by transferring the amount specified in clause 4.1 to the settlement account of the Contractor.

4.4. The date of payment of funds is the day the funds are credited to the account of the Contractor.

5. LIABILITY OF THE PARTIES

5.1. For non-fulfillment or improper fulfillment of its obligations under this Agreement, the guilty Party shall pay the other Party a penalty in the amount of ___% (__________ percent) of the amount of unfulfilled obligations for each day of delay in performance.

5.2. For non-fulfillment or improper fulfillment of their obligations under this Agreement, the Parties bear other responsibility in accordance with the current legislation of the Russian Federation.

5.3. Neither Party will be liable for the complete or partial failure of the other Party to fulfill its obligations if the failure is the result of force majeure circumstances, such as: fire, flood, earthquake, strikes and other natural disasters, war and hostilities or other circumstances, outside the control of the Parties, hindering the implementation of this Agreement, arising after the conclusion of the Agreement.

If any of such circumstances directly affected the failure to fulfill the obligation within the period specified in the Agreement, then this period shall be proportionally postponed for the duration of the relevant circumstance.

5.4. The Party for which it has become impossible to fulfill the obligations under the Agreement is obliged, no later than 5 days from the moment of their occurrence and termination, to notify the other Party in writing about the occurrence, expected duration and termination of the above circumstances.

6. PROCEDURE FOR RESOLVING DISPUTES

6.1. All disputes and disagreements that may arise between the Parties will be resolved through negotiations.

6.2. If the disputes are not settled in the negotiation process, the disputes are subject to consideration in the Arbitration Court __________________________.

7. DURATION OF THE CONTRACT

7.1. The term of this Agreement is from "___" _________ ____ to "___" _______ ____

7.2. This Agreement may be terminated at any time on the initiative of each of the Parties with the obligatory warning of the other Party ____ (_____) business days prior to its termination.

7.3. If none of the Parties declares its desire to terminate this Agreement ___ (______) days before the expiration of the term, this Agreement shall be deemed to be extended for the next _______ on the same conditions.

7.4. All changes and additions to this Agreement, as well as its termination are considered valid provided that they are made in writing and signed by authorized representatives of both Parties.

8. OTHER CONDITIONS

8.1. All additional agreements of the Parties, acts and other annexes to this Agreement, signed by the Parties in the execution of this Agreement, are its integral part.

8.2. This Agreement has been drawn up in two copies with equal legal force, one for each of the Parties.

CONTRACT FOR THE RENDERING OF IT OUTSOURCING SERVICES No. ___ Tambov "___" ___ 20 ___ Individual entrepreneur Alekseevsky Alexander Alekseevich, hereinafter referred to as the Contractor, represented by Alekseevsky Alexander Alekseevich, acting on the basis of the Certificate series 77 No. 012502261 and referred to in hereinafter, the Customer, represented by ___ acting on the basis of ___, on the other hand, hereinafter referred to as the Parties, have entered into this Agreement as follows. 1. Subject of the Agreement 1.1. Under the contract for the provision of paid services, the Contractor undertakes to provide the services specified in Appendix 1 of this contract, hereinafter referred to as "Services", and the Customer undertakes to pay for these Services. 1.2. 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. Contractor: 2.1.1. Provides the Services provided for in Appendix 1 of this agreement at the location of the Customer: ___. 2.1.2. The Contractor independently determines the number of specialists required to fulfill the Customer's requests. 2.1.3. Provides the Customer with a qualified specialist every day from 9:00 to 18:00 for the entire duration of the contract. 2.1.4. If necessary and in agreement with the Customer, the Contractor has the right to involve third parties to fulfill obligations under this agreement. 2.2. Customer: 2.2.1. Pays for the services of the Contractor in the amount and terms provided for in Appendix 1 of this agreement. 2.2.2. Provides the Contractor with the documents and certificates necessary for the fulfillment of the contract. 2.2.3. Provides free access for the Contractor's specialists to computer equipment. 2.2.4. Is obliged to sign the acceptance certificate or to declare to the Contractor his motivated objections. 2.2.5. The customer is responsible for licensing the installed software. 3. Procedure for delivery and acceptance of services rendered 3.1. The Contractor submits the acceptance certificate to the Customer at the end of each month. 3.2. The act indicates: - the name of the services rendered; - date of service provision; 3.3. Any other information that the Parties deem necessary to indicate may be included in the act. 4. Amount and procedure for payment for the Contractor's services 4.1. For the services rendered by the Contractor in accordance with Appendix 1 of this agreement, the Customer transfers to the Contractor ___ rubles monthly. 4.2 Payments for the services rendered are made by transferring to the Contractor's account by the Customer no later than 7 days from the date of signing the acceptance certificate. 4.3. The cost of the Contractor's services specified in clause 4.1 is established for the entire duration of this agreement and can be changed no more than once a year with the notification of the Customer. 5. Duration of the agreement 5.1. The contractor begins to fulfill its obligations within one day from the date of signing this agreement. 5.2. This agreement is concluded for an unlimited period and comes into force from the moment of its signing. 5.3. The Service Agreement may be terminated by each of the parties with one week's notice to the other party. 6. Other conditions 6.1. The contract can be changed and supplemented by agreement of the parties. 6.2. Appendix 1 is considered an integral part of this Agreement. 6.3. The responsibility of the parties is determined in accordance with the current legislation of the Russian Federation. 6.4. This Agreement is made in two copies of equal legal force, one copy for each of the Parties. 6.5. All disputes arising under this agreement and from it, the parties will resolve through negotiations. If the parties do not reach an agreement during the negotiations, then the dispute is subject to consideration by the arbitration court. 7. Location, details and signatures of the parties Contractor Customer Individual entrepreneur Alekseevsky Aleksandr Alekseevich Legal address: 115135, Moscow, st. Sadovnicheskaya, 53, military unit Mailing address: 392018, Tambov, st. Shirokaya, 53, apt. 3 INN: 770501619003 OGRNIP: 310774608500158 Bank: OJSC AKB AVANGARD Current account: 40802810726100002701 to / account No. 30101810000000000201 BIK: 044525201 Individual entrepreneur _______________ / Alekseevsky A.A. / (signature) (M. _________________ / ________________ / (signature) (decryption of signature) M.P. Individual entrepreneur Alekseevsky Alexander Alekseevich 115135, Moscow, st. Sadovnicheskaya, 53, unit _______________________ (Alekseevsky A.A) _______________________ () M.P. M.P. Model contract for the provision of services 3 out of 3

Information Technology (IT) Services Agreement

№ _____________

Moscow "___" ________ 20__

LLC "_____________", hereinafter referred to as the "Contractor", represented by the General Director __________, acting on the basis of the Charter, on the one hand, and

LLC _________, hereinafter referred to as the "Customer", represented by the General Director _______________________, acting on the basis of the Charter, on the other hand, entered into this Agreement (hereinafter referred to as the “Agreement”) as follows:

1. SUBJECT OF THE CONTRACT

1.1 Under this Agreement, the Contractor undertakes to provide the Customer on its own or, by engaging third parties, information technology services necessary for the Customer to carry out the activities of the Central Office and its restaurants, and the Customer undertakes to pay for the services provided by the Contractor.

1.2. The Contractor provides consulting services aimed at providing communication services to the Central Office and restaurants of the Customer.

1.3. The Contractor also provides the services specified in Appendix No. 1 to this Agreement. The cost of the services specified in Appendix No. 1 to this Agreement is indicated in Appendix No. 1.

1.4. The procedure for the provision of services is described in Appendix No. 2 to this Agreement.

1.5. If the Contractor needs to provide the Customer with additional services that are not named in this Agreement, the Parties sign an Supplementary Agreement to this Agreement, which defines the services to be provided, the procedure and terms for their provision, the procedure, terms and amount of their payment. All Additional agreements signed by the Parties will be integral parts of this Agreement.

2. OBLIGATIONS OF THE PARTIES TO THE CONTRACT

2.1. The Contractor undertakes:

2.1.1. provide services under this agreement in a timely manner and in full;

2.1.2. provide the Customer with Acts on the provision of services;

2.1.3. not to use the information provided by the Customer for purposes not related to the fulfillment of their obligations under this Agreement;

2.1.4. immediately inform the Customer about the impossibility of fulfilling the obligations under the Agreement.

2.2. The customer undertakes:

2.2.1. timely and in full pay for the services provided by the Contractor under this Agreement;

2.2.2. timely accept the results of the services rendered;

2.2.3. create conditions for the Contractor for the timely and complete provision of services, give explanations and explanations in oral and written form at the request of the Contractor;

2.2.4. at the request of the Contractor, the Customer undertakes (if technically feasible) to provide the Contractor (Contractor's employees) with vehicles in order to fulfill the Contractor's obligations under this Agreement.

3. PROCEDURE FOR PROVIDING SERVICES

3.1. The fact of the provision of services under this Agreement is confirmed by the Act on the provision of services, prepared by the Contractor on a monthly basis and signed by the Parties to the Agreement.

The customer is obliged to sign the Act on the provision of services, send a signed copy to the Contractor within 5 (five) days from the date the Contractor submits this Act, or submit a reasoned refusal to sign the Act.

If the Customer does not send a signed copy of the Act (or a reasoned refusal to sign the Act) to the Contractor within the specified period, the services will be deemed to have been rendered by the Contractor properly and payable.

4. PRICE OF THE CONTRACT AND PROCEDURE OF PAYMENT

4.1. The cost of services provided by the Contractor is ______ (___) rubles per year.

4.2. The customer pays for the services of the Contractor in the following order.

4.2.1. Within a period of not more than ____ (____) days after the conclusion of this agreement, the Customer pays to the Contractor ______ (____) rubles.

4.2.2. On a quarterly basis, the Customer pays ___ (___) rubles to the Contractor, no more than 10 (ten) days after the end of the corresponding quarter.

4.3. At the end of each month of the provision of services, the Parties sign the Act on the provision of services for the month. In the Act on the services rendered for the month, the cost of the services provided is indicated.

4.4. The cost of the services specified in Appendix No. 1 to this Agreement is indicated in Appendix No. 1. The customer pays for the services specified in Appendix No. 1 to this Agreement on a monthly basis on the basis of the Certificate of Delivery and Acceptance of Services, signed at the end of each month. In the Certificate of Delivery and Acceptance of Services, the list of services provided, the amount of time spent on the provision of services, as well as the cost of the services provided in the corresponding month are indicated.

The customer is obliged to make payment for the services within a period not exceeding 10 (ten) days from the date of signing by the Parties of the Certificate of Delivery and Acceptance of Services.

4.5. The planned level of the volume of services provided according to Appendix No. 1 provides for the performance of works with a total duration of up to 50 (fifty) hours per month.

If the planned level is exceeded by more than 25% (twenty-five percent), the Contractor may propose to the Supplier to accordingly revise the planned volume of services, the amount of monthly fixed payment and service parameters established by Appendix No. 1. If, in this case, the Parties do not come to an agreed decision to revise the terms of service, the Contractor may refuse to fulfill requests for service in excess of the established planned level.

5. LIABILITY OF THE PARTIES TO THE CONTRACT

5.1 In case of non-fulfillment or improper fulfillment of obligations under the Agreement, the Parties shall be liable in accordance with the current legislation and the Agreement.

5.2. In case of delay by the Customer in payment of remuneration to the Contractor, the Customer is obliged, upon the written request of the Contractor, to pay him a penalty at the rate of 0.1% of the overdue amount for each day of delay

5.3 The Parties are not liable for non-fulfillment or improper fulfillment of their obligations under the Agreement, if such non-fulfillment or improper fulfillment was the result of force majeure circumstances beyond the reasonable control of the Parties (force majeure), including natural disasters, wars, armed conflicts, mass riots, etc.

In the event of force majeure circumstances, the Party that does not perform this Agreement due to the action of these circumstances is obliged, within 5 (five) calendar days after the beginning of their action, to notify the other Party in writing about the occurrence of force majeure circumstances, as well as about their termination, otherwise, this Party loses the right to invoke such circumstances as a basis for exoneration from liability.

5.4. The Parties are responsible for the disclosure of confidential information of the other Party, which became known to them in connection with the execution of this Agreement in the amount of losses incurred by the other party in connection with the disclosure of such information.

6. PROCEDURE FOR AMENDMENT AND TERMINATION OF THE AGREEMENT

6.1. The Agreement may be amended or terminated by mutual agreement of the Parties, by concluding an appropriate Supplementary Agreement.

6.2. The Agreement may be changed or terminated in other cases provided for by the current legislation of the Russian Federation.

7. DURATION OF THE CONTRACT

7.1. The Agreement comes into force from the moment of signing by the Parties and is valid until December 31, 2010.

8. DISPUTE RESOLUTION

8.1. All disputes and disagreements between the Parties arising from the Agreement, if they are not resolved by the Parties through negotiations, are referred to the Moscow Arbitration Court.

9.Other conditions

9.1. Any information about the commercial and / or financial position of the Parties and / or the terms of this Agreement is considered confidential and not subject to disclosure.

9.2. All annexes to this Agreement are drawn up in writing, are its integral part and signed by both Parties.

9.3. Any changes and additions to this Agreement shall become legally binding if they are made in writing and signed by authorized representatives of both Parties.

9.4. The parties are obliged to immediately notify each other about all changes in postal and payment details, name and legal form, change of authorized managers, etc. Actions performed at old addresses and accounts prior to the receipt of notification of their changes are considered proper performance of obligations.

9.5. When resolving all issues not specifically specified in this Agreement, the parties will be guided by the current legislation of the Russian Federation.

10.LEGAL ADDRESSES AND DETAILS OF THE PARTIES