What to look for when concluding supply contracts
The conclusion of a contract for the supply of goods is a crucial moment for business entities. Experts in the legal department of the company Bashtehsnab.Ru, which specializes in fuel supplies, will tell about what nuances should be taken into account when drafting this type of agreement.
In the subject of the supply contract, it is desirable to provide a specific name, quantity, price and total cost of the goods. If the assortment of goods is large, or there are several deliveries, it is necessary to provide that it is not delivered according to the specification. To do this, you can include in the contract the clause as follows: “The name, quantity, price, delivery terms, delivery time and payment term for the Goods are indicated in the specifications, which are an integral part of this Agreement. The amount of the contract is the sum of the specifications for the Contract. ”
It is necessary to avoid that the nomenclature of the Goods that are delivered is determined on the basis of invoices or expense invoices for the goods, since the Specification is signed by both parties and it is impossible to say without the Buyer that the nomenclature and price of the goods are agreed with the Buyer. As a rule, an invoice of an invoice is not always signed by the heads of the enterprise, which can lead to disputes on the coordination of the nomenclature and price of the goods.
In the contract, it is desirable to indicate reservations regarding the rights to the goods of the supplier, for example: “The supplier guarantees that the goods belong to him by right of ownership is not prohibited by alienation, arrest, is not a subject of pledge or other means of ensuring fulfillment of obligations to any third natural or legal persons, state bodies and the state, and also is not the subject of any other security or restriction provided for by applicable law. ”
In the supply agreement, it is necessary to provide conditions for the quality of the goods, indicate GOST to which the goods should correspond, or include in the contract the clause as follows: “The quality of the Goods must comply with the GOST established for this type of Goods”.
You must also indicate the delivery time of the Goods; it is necessary to connect this period with a specific event, which can be further documented, for example: “The term for the transfer of goods is 5 (five) calendar days from the date the Buyer transfers the funds to the Supplier’s current account”.
The application of the terms of the International Rules for the Interpretation of Commercial Terms prepared by the International Chamber of Commerce (hereinafter referred to as the Incoterms Rules) also deserve special attention in the contracts for the supply of Goods.
Today, the Incoterms Rules in the 2010 edition are the most common in our country and apply, although it is possible to use earlier versions, for example, the 2000 edition.
The editorial board of Incoterms 2010 is not freely available, the rights to distribute it belong to the national committee of the International Chamber of Commerce (ICC), therefore the current version of Incoterms 2010 is available at this organization.
I recommend using that edition of the Incotrems Rules, the text of which you are familiar with and can be presented for review.