1. SUBJECT OF THE AGREEMENT
1.1 The Consultant, on the instructions of the Customer, provides the Customer with a range of services related to, in accordance with the Schedule Plan for the provision of services (Appendix No. 1 to this Agreement), hereinafter referred to as the Services.
1.2. Services are provided from 2019 to 2019.
1.3. The services provided are documented by monthly signing of the Certificate of Services Rendered in two copies in accordance with this Agreement.
1.4. Under this Agreement, the Consultant does not have the right to conclude/change/terminate any contracts on behalf of the Customer, is not a sales representative and/or agent of the Customer, and cannot act on behalf of the Customer in any transactions, has no right to make statements, give instructions, promises on behalf of the Customer.
2. OBLIGATIONS OF THE PARTIES
2.1. The Consultant undertakes to provide quality and timely services under this Agreement in accordance with the Schedule Plan for the provision of services (Appendix No. 1 to this Agreement).
2.2. The Customer undertakes to promptly pay the Consultant the monetary remuneration due to him for the services provided on the terms provided for in this Agreement, as well as to provide the Consultant with the technical information and documentation of the Customer/Client necessary for the provision of services under this Agreement.
2.3. The Consultant undertakes to provide services in a qualified manner and to treat the equipment and materials of the Customer/Client with care during the provision of services.
2.4. The Consultant undertakes to comply with the Client’s internal labor regulations and keep secret all confidential information of the Customer and the Client specified in clause 1.1 of this Agreement.
2.5. All expenses associated with the Consultant’s stay at the place of provision of services and with the Customer are borne by the Consultant himself.
3. COST, CONDITIONS AND PAYMENT PROCEDURE
3.1. The cost of the services provided by the Consultant under this Agreement is rubles per month, of which, in accordance with the legislation of the Russian Federation, the Customer withholds and pays personal income tax in the amount of rubles to the budget of the Russian Federation.
3.2. The Customer pays the cost of services in accordance with clause 3.1 of this Agreement within calendar days from the date of signing by the Parties of the corresponding monthly Certificate of Services Rendered.
3.3. No later than business days after the end date of the next calendar month, the Consultant submits to the Customer a report on the provision of services, which is monthly agreed upon and signed by the Customer and the Parties sign a monthly Certificate of Services Rendered under this Agreement.
3.4. The Consultant is paid the cost of services (minus personal income tax) in accordance with clause 3.1 of this Agreement by bank transfer - to the Consultant’s bank account specified in this Agreement. In the case of an incomplete month of provision of services, the cost of services for an incomplete calendar month will be determined based on the number of full calendar days in the month of provision of services.
4. RESPONSIBILITY OF THE PARTIES
4.1. The liability of the Parties for failure to fulfill or improper fulfillment of obligations under this Agreement is governed by the current legislation of the Russian Federation.
5. DURATION OF THIS AGREEMENT
5.1. This Agreement comes into force from the date of signing and is valid until the Parties fulfill their obligations under this Agreement.
5.2. This Agreement may be terminated by agreement of the Parties by signing an additional agreement by the Parties.
5.3. This Agreement may be terminated unilaterally out of court by either Party, subject to notification to the other Party days before the date of termination. All services provided must be paid by the Customer by the date of termination.
6. OTHER CONDITIONS
6.1. The Parties are released from liability for failure to fulfill obligations under this Agreement upon the occurrence of force majeure circumstances (extraordinary and unpreventable circumstances under given conditions - natural disasters, military operations, blockades, etc.) provided that the other Party is immediately notified of the occurrence of such circumstances no later than calendar days days from the date of occurrence of these circumstances.
Here we will talk about the business of providing consulting services, and you can also download a sample contract for the provision of consulting services.
In the work of any organization or company, problematic situations arise, for example, intensive growth, or stagnation, or market changes. These situations cause enough problems that require immediate solutions. During this period, managers and/or owners of companies face a series of problems. It is for an objective assessment and the correct reaction in a shaken situation of an organization that consulting services (consulting) help.
Main types of these services
The provision of consulting services begins with an analysis of the state of affairs in the organization/company, a comparison of all internal characteristics, as well as the internal organization with the external situation and the problem that has arisen. They also analyze the work of all employees from various departments of the company, and establish teamwork to most effectively eliminate the problem situation that has arisen.
So, consulting services are a detailed analysis of the current situation in a company/enterprise, as well as the development of effective recommendations for changing further management work and increasing the financial efficiency of the enterprise.
Types of basic services:
- Accounting – provide business assessment, information and consulting work on the organization’s accounting activities, internal and external financial and economic analysis, as well as optimization of document flow. Accounting consulting services consultants provide assistance in maintaining accounting records and, if necessary, restoring them.
- Tax – assistance to the company’s activities in accordance with the requirements of legislation on taxes and fees. Tax consulting services also include optimization and planning of an organization's tax policy, legal protection, recommendations for the existing negative consequences of violations, building a company taxation system, as well as drawing up a system of recommended measures for creating a tax planning system.
- Legal - an effective solution to current problems, avoiding the emergence of new ones. Assistance in building a further development strategy for the organization, in the context of constantly changing legislation. Consultants of the consulting firm provide services in the form of necessary assistance in registering and selling operating companies, developing contractual policies for the enterprise, and assistance in drawing up internal documents of the organization.
- Managerial - help to identify the weaknesses of the business policy, direct the work, and coordinate the course of the organization's development in the right direction. This type of consulting services allows us to identify the reasons for low sales, stagnation in development, or the emergence of certain problems, as well as the formation of a number of anti-crisis actions. Management consulting services also include the development and organization of financial and economic planning, which allows you to reach a new level of enterprise development.
Document type: Service Agreement
Document file size: 33.1 kb
Filling out the contract begins with indicating the city where the contract is concluded and the date of its conclusion. An individual, the Contractor, indicates his full name and his passport details. A legal entity, the Customer, enters the details of its representative and indicates the document on the basis of which he acts in the interests of the organization.
The agreement may include 4 annexes, which are an integral part of it.
The parties must clearly indicate the topic on which consulting services will be provided. The Agreement provides for the Contractor's right to engage third parties to provide the full scope of services to the Customer. A complete list of the rights and obligations of the parties is provided in Section 2 of this agreement.
Features of payment for the Contractor's services
The agreement provides for the payment of an advance to the Contractor, the amount and timing of which the Customer must indicate in section 3 of this agreement. This section also specifies the amount of the remaining payment and the timing of its transfer to the Contractor’s account. The total amount payable to the Contractor is indicated in Appendix 2 to the agreement.
To confirm the work done, the Contractor provides the Customer with a Reconciliation Certificate on a quarterly basis. The Reconciliation Certificate signed by both parties guarantees the contractor payment for his work.
Features of service acceptance
Upon completion of the work, the Contractor is obliged to provide copies of all documents that confirm the completion of the order to the email address that the Customer undertakes to indicate. If an incomplete package of documents is provided, the parties determine in the contract the deadlines for providing all missing documents.
Other terms of the agreement
In section 7 of the agreement, the parties indicate the amount of fines that must be paid in the event of a violation of the terms of the agreement by one of the parties. The contract also contains a list of mandatory annexes, without which the terms of the contract are not considered fulfilled:
- terms of reference;
- costing of services;
- form of certificate about the chain of owners of the company;
- form of consent to the processing of personal data.
Consulting services agreement form
Sample agreement for the provision of consulting services (completed form)
Download Agreement for the provision of consulting services
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AGREEMENT for the provision of consulting services No.
in a person acting on the basis, hereinafter referred to as " Executor", on the one hand, and in the person acting on the basis of, hereinafter referred to as " Customer", on the other hand, hereinafter referred to as " Parties", have entered into this agreement, hereinafter referred to as the "Agreement", as follows:1. SUBJECT OF THE AGREEMENT
1.1. In accordance with the terms of this Agreement, the Contractor, on behalf of the Customer, undertakes to provide consulting services on the topic “” (hereinafter referred to as the Services) in accordance with the Technical Specifications (Appendix No. 1), and the Customer undertakes to pay for these Services in the manner and within the time limits established by this Agreement. By communication strategy, the Parties understand a document (program) of the Customer’s public communications, developed on the basis of studying the opinions and requests of the Customer’s target audiences, the Contractor’s determination of the goals and objectives of the Customer’s Communication Strategy, mechanisms and methods for its implementation.
1.2. The Contractor has the right to engage third parties to provide Services under the Agreement. In all relations with third parties, the Contractor acts on its own behalf, at its own expense and at its own risk.
2. RIGHTS AND OBLIGATIONS OF THE PARTIES
2.1. The Contractor undertakes:
2.1.2. At the request of the Customer, inform the latter about the progress of the Services.
2.1.4. Ensure the quality of the Services provided in the course of fulfilling its obligations under this Agreement.
2.1.5. Bear responsibility for third parties involved in the execution of this Agreement.
2.1.6. Promptly inform the Customer about all significant changes affecting the fulfillment of the terms of this Agreement.
2.1.7. Immediately notify the Customer if circumstances arise that slow down the provision of Services or make further provision of Services impossible.
2.1.8. Do not disclose information and data received during the provision of Services.
2.2. The performer has the right:
2.2.1. Demand payment for services rendered.
2.2.2. With the Customer’s consent, provide the Services ahead of schedule.
2.3. The customer undertakes:
2.3.1. Make settlements with the Contractor in the amount and within the time limits established by the Agreement.
2.3.2. Provide the Contractor with the information necessary for the latter to fulfill its obligations.
2.4. The customer has the right:
2.4.1. Require the Contractor to provide a written report on the progress of execution of this Agreement.
3. CONTRACT PRICE AND PAYMENT PROCEDURE
3.1. The total cost of the Services under this Agreement is determined by the Parties in accordance with the calculation of the costs of the Services (Appendix No. 2) to the Agreement.
3.2. Payment for services rendered is made by bank transfer in Russian rubles.
3.3. The date of payment is the date of debiting funds from the Customer’s account.
3.4. The Customer pays an advance in the amount of % of the cost of providing the Services, including VAT (18%) - within business days after signing the Agreement. The Contractor must provide the Customer with an invoice for payment necessary for making the payment and an invoice. Delay on the part of the Contractor in transferring the invoice for payment is grounds for the Customer to delay payment in proportion to the time of delay by the Contractor.
3.5. The Customer must pay the remaining balance in the amount of % of the cost of the Services within working days after the provision of the Services, the signing by the Parties of the Act on the provision of Services, the transfer to the Customer of the documents necessary to make the payment (invoices for payment and invoices within the period established by law for issuing an invoice - invoices). Delay on the part of the Contractor in the transfer of documents is grounds for the Customer to delay payment in proportion to the time of delay by the Contractor.
3.6. The Contractor, on a quarterly basis, no later than the date of the month following the reporting quarter, sends to the Customer a reconciliation report drawn up on its part. The Customer, within calendar days from the date of receipt of the reconciliation act, reconciles the settlements between the Parties,, if necessary, draws up a protocol of disagreements and returns to the Contractor one copy of the properly executed act.
3.7. A change in the cost of providing Services agreed upon by the Parties can only be made by agreement of the Parties in the form of an additional agreement to the Agreement.
4. PROCEDURE FOR PROVIDING SERVICES
4.1. If the Contractor engages third parties to provide Services under the Agreement, the Contractor undertakes to bear responsibility to the Customer for fulfilling all the terms of this Agreement.
4.2. The Agreement with the co-executor must provide for the Customer’s right to inspect and monitor the activities of the co-executor and the fulfillment by the co-executor of any obligations assumed under the Agreement. The Contractor exercises control over the activities of co-contractors and is responsible for their actions, as well as for the execution of the Agreement as a whole.
4.3. The Co-Contractor is obliged to fulfill the Customer's requirements, similar to those imposed on the Contractor. The Contractor is responsible for ensuring that the Services provided and co-contractors meet the Customer’s requirements and current regulatory documents.
4.4. The Customer, within working days from the date of receipt of the Certificate of provision of Services, undertakes to sign the Certificate or send the Contractor a reasoned refusal with a list of necessary improvements, drawn up in writing. In the event of a reasoned refusal to accept the Services provided, the Parties, within calendar days, draw up a Protocol for agreeing on the necessary modifications, the procedure and timing for their implementation.
5. QUALITY OF SERVICES
5.1. The Contractor undertakes, upon the Customer's first request (immediately), to eliminate identified deficiencies if, in the process of providing the Services, deviations from the terms of the contract are made that worsen the quality of the Services.
6. TERMS, PROCEDURE AND CONDITIONS FOR ACCEPTANCE OF SERVICES
6.1. On the date of completion of the Service, the Contractor is obliged to notify the Customer about this, transfer scanned copies of documents confirming the provision of the Service by means of electronic communication to the email address: . Original documents confirming the fact of provision of the Service (Acts on the provision of services signed by the Contractor) must be sent to the Customer no later than calendar days counting from the date of completion of the provision of the Service, but in any case before the month following the month of provision of the Services.
6.2. Documents confirming the provision of the Service must be issued in the name of the Customer. In case of failure to provide the necessary documents, the Customer notifies the Contractor. The Contractor is obliged, within calendar days from the date of receipt of this notice from the Customer, but no later than the day of the month following the month in which the Services were provided, to provide the missing copies of documents to the Customer, which does not relieve the Contractor from the liability provided for in clause 7.1 of this Agreement. If there are errors and other inaccuracies in the specified copies of documents, the Customer notifies the Contractor about this within calendar days from the date of receipt from the Contractor of copies of documents confirming the provision of Services. In such notification, the Customer must indicate how to eliminate errors and other inaccuracies in the specified documents. The Contractor is obliged, within calendar days from the date of receipt of this notification from the Customer, to eliminate errors and other inaccuracies in such documents and provide copies of such corrected documents to the Customer, which does not relieve the Contractor from liability provided for in clause 7.1 of this Agreement.
6.3. When the Contractor receives from the Customer amounts of partial payment for the provision of Services, the Contractor is obliged to provide the Customer with an invoice drawn up in accordance with the legislation of the Russian Federation no later than calendar days, counting from the day of receipt of partial payment amounts from the Customer for the provision of services, but no later than the date of the month, following the month in which the Contractor received partial payment amounts from the Customer.
7. RESPONSIBILITY OF THE PARTIES
7.1. For violation by the Contractor of the deadlines for fulfilling obligations to provide documents in accordance with clauses 3.6, 6.1, 6.2, 6.3 of this Agreement, the Contractor - based on the written request of the Customer - is obliged to pay the Customer a penalty (penalty) in the amount of 1/360 of the refinancing rate of the Central Bank of the Russian Federation (valid on the start date delay in fulfilling the obligation) from the cost of Services specified in clause 3.1 of the Agreement for each day of delay.
7.2. The Contractor is responsible for the actions of personnel involved in the provision of Services under the Agreement.
7.3. If the Service is provided by the Contractor with deviations from the Agreement that worsen the result of the Services, or with other shortcomings, the Customer has the right, at his choice, to demand from the Contractor to eliminate the defects free of charge within a reasonable time, a proportionate reduction in the price set for the Service, and reimbursement of expenses incurred by the Customer to eliminate the defects.
7.4. In case of delay in payment for the Services provided, the Customer shall pay a penalty in the amount of 1/360 of the discount rate of the Central Bank of the Russian Federation for each day of delay on the amount not paid on time.
7.5. In the event of a violation by the Contractor of its obligations under the Contract, the Customer has the right to unilaterally refuse to fulfill the Contract and demand compensation for losses from the Contractor.
7.6. In case of violation of the terms of provision of Services, the Customer has the right to collect from the Contractor a penalty in the amount of % of the cost of Services not provided on time for each day of delay until the violation is completely eliminated.
7.7. In the event of poor-quality provision of Services under the Agreement, the Customer has the right to recover from the Contractor a penalty in the amount of % of the cost of the poor-quality Services provided. The cost of poorly provided Services is determined as the cost of these Services in accordance with the terms of the Agreement, if they had been provided properly.
7.8. Payment of the penalty does not relieve any of the Parties to the Agreement from proper fulfillment of its terms in full.
7.9. The liability of the Parties in other cases is determined in accordance with the legislation of the Russian Federation.
7.10. In the event of a violation by the Contractor of an obligation under the Contract, the Customer has the right to unilaterally, out of court, refuse to perform the Contract and demand compensation for losses from the Contractor.
8. FORCE MAJEURE CIRCUMSTANCES
8.1. If for any Party the fulfillment of obligations under the Agreement has become impossible due to the occurrence of force majeure circumstances, understood by the Parties as defined by the current civil legislation of the Russian Federation, the fulfillment of obligations under the Agreement for such Party is postponed for the time during which these circumstances will apply force majeure.
8.2. A Party for which it is impossible to fulfill its obligations under the Agreement due to the occurrence of force majeure circumstances must notify the other Party in writing within days from the date of occurrence of such circumstances, and if the circumstances themselves prevent such Party from notifying the other Party - immediately after the termination of such circumstances. Proof of the existence of force majeure circumstances and their duration is the corresponding written certificate of the state authorities of the Russian Federation.
9. COMPLIANCE WITH THE REQUIREMENTS FOR CONCLUSION OF THE AGREEMENT
9.1. The Contractor assures and guarantees to the Customer that:
- has the right to complete a transaction under the terms of the Agreement, exercise its rights and fulfill its obligations under the Agreement, and no restrictions will be placed by the Contractor’s management bodies on the Contractor’s powers to conclude and execute the Agreement;
- the bodies/representatives of the Contractor concluding the Agreement are duly empowered to conclude it, all necessary permits and/or approvals from the Contractor’s management bodies have been obtained, and by concluding the Agreement they do not violate any of the provisions of the statutory, internal documents and decisions of the management bodies;
- if during the validity period of the Agreement any changes occur in the powers of the Contractor's bodies/representatives, or there is a change in the Contractor's bodies/representatives, the Contractor undertakes to provide the Customer with the relevant documentary evidence. If the above changes require permission and/or approval from the Contractor's governing bodies, the Contractor undertakes to make every effort to obtain the appropriate permission and/or approval from its governing bodies and to provide such permission and/or approval. The risk of adverse consequences of failure to provide documentary evidence is borne by the Contractor.
9.2. If it turns out that any of the representations and warranties given by the Contractor in the Contract are untrue or the Contractor does not fulfill the obligations assumed in accordance with clause 9.1 of the Contract, the Customer has the right to refuse to perform the Contract and demand compensation from the Contractor for damages in full size. Invalidation of the Agreement (or part thereof) does not entail the invalidity of the provision on the right to compensation for losses, which is considered by the Parties as a separate agreement on compensation for losses in the event of failure to fulfill or improper performance by the Contractor of the obligations assumed in accordance with clause 9.1 of the Agreement, which resulted in recognition invalidity of the Agreement or part thereof in court.
10. DISPUTE RESOLUTION PROCEDURE
10.1. All disputes arising from or in connection with the Agreement, including those relating to its implementation, violation, termination or validity, are resolved by the Parties through negotiations.
10.2. In case of failure to resolve disputes through negotiations, such disputes are referred to the Arbitration Court of the city.
10.3. In case of legal proceedings, the law of the Russian Federation shall apply.
11. SERVICE TERMS. DURATION OF THE AGREEMENT
11.1. The Contractor undertakes to provide the services provided for in clause 1.1 of the Agreement within calendar days from the date of signing by the Parties to the Agreement.
11.2 This Agreement comes into force from the moment it is signed by both Parties and is valid until the Parties fulfill in full their obligations under the Agreement.
11.3. Termination (expiration) of the Agreement does not relieve the Parties from liability for violations, if any, occurred during the execution of the terms of the Agreement.
11.4. Early termination of the Agreement may take place by agreement of the Parties or on the grounds provided for by the legislation of the Russian Federation and the Agreement. The Party that decides to terminate the Agreement sends a written notice days in advance to the other Party (except for cases of unilateral refusal to perform the Agreement as provided for by law and the Agreement).
12. FINAL PROVISIONS
12.1. Within calendar days from the date of conclusion of the Agreement, the Contractor undertakes – with the attachment of consents of individuals to the processing of their personal data (Appendix No. 4) – to disclose (provide) to the Customer information about the owners (nominee owners) of shares/shares/shares: the Contractor in the form provided Appendix No. 3 to the Agreement, indicating the beneficiaries (including the ultimate beneficiary/beneficiary) with the provision of supporting documents. In the event of any changes in information about the owners (nominee owners) of shares/shares/shares of the Contractor, including beneficiaries (including the ultimate beneficiary/beneficiary), the Contractor undertakes to provide the Customer with updated information within calendar days from the date of such changes. When disclosing relevant information, the Parties undertake to process personal data in accordance with Federal Law No. 152-FZ of July 27, 2006 “On Personal Data”. The Parties recognize the provisions of this paragraph as an essential condition of the Agreement. In case of failure or improper fulfillment by the Contractor of the obligations provided for in this paragraph, the Customer has the right to unilaterally terminate the Agreement out of court.
12.2. All notices and communications must be given in writing.
12.3. In all other respects that are not provided for in the Agreement, the parties are guided by the current legislation of the Russian Federation.
12.4. The Agreement is drawn up in two copies, one of which is kept by the Customer, the second by the Contractor.
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Currently, with the development of entrepreneurial activity, consulting services are gaining increasing popularity. Relations regarding the conclusion of a consulting services agreement are regulated by civil law. In this article we will examine in detail the civil legal aspects of regulating these relations.
By virtue of Article 779 of the Civil Code, a consulting services agreement is a subtype of a general service agreement. If you want to conclude an Agreement, you need to know that it must be concluded in simple written form, that is, there is no need for notarization.
When concluding the Agreement, it is necessary to ensure that the essential conditions are met. The main essential condition is the indication of the specific service provided. Without specifying this condition, the contract will be considered unconcluded.
It should also be borne in mind that for a certain type of agreement, for example, for an agreement on the provision of tourist services, other essential terms of the Agreement are indicated.
You need to know that the Contract must indicate the results of the work, namely what the Customer will count on as a result of the provision of consulting services. Often the result is a written consultation or written analysis of a specific document.
Based on the analysis of judicial practice, the Parties should also indicate the following conditions:
Types of services
Scope of services provided
Quality of services provided
Price of services provided
Time frame within which services must be provided
The above conditions are the most violated in contracts, and therefore, below we will look at how to properly protect yourself when concluding a transaction.
Quality of services provided:
The parties have the right to agree on the quality of services in the Agreement, namely certain criteria that the quality of services must meet. The definition of such conditions protects both the Customer and the Contractor; both Parties will know exactly what to expect from the execution of the Agreement.
The contract can indicate:
requirements for the Contractor's qualifications.
in what form it is necessary to express the result of the consultation.
Requirements for the quality of services can be formulated by the customer independently or developed jointly with the contractor and listed directly in the contract or an appendix to it.
Rights and responsibilities of the parties
A clear formulation of responsibility in the Agreement is a guarantee of the Parties to receive compensation for losses. If one of the Parties has violated the terms of the Agreement, the injured Party has the right to recover property sanctions from the other party.
Liability for violations of the Consulting Services Agreement can be established in the form of:
- payment of a penalty for improper performance or failure to fulfill obligations under the contract.
To agree on the terms of liability, the parties are recommended to determine in the contract the grounds for bringing liability, as well as its scope.
To resolve disputes, the Parties may provide in the Agreement for a claim procedure for resolving disagreements, as well as a judicial procedure. The current procedural legislation provides for contractual jurisdiction. The concept of “jurisdiction” implies which Court the party whose rights have been violated has the right to appeal to. For example, the parties may provide for appealing to the Court at the location of the Plaintiff or at the location of the Defendant. Among other things, the Parties may choose to resolve the dispute in the Arbitration Court.