Features of a commission agreement for the sale of goods

Companies can sell goods either independently, on their own, or by involving intermediaries. This is a fairly common practice. Before looking for a sample agreement for the sale of goods, relevant for 2021, you need to decide on the type of intermediary agreement. When working with intermediaries, the following agreements are used:

• the contract of agency is concluded between the attorney and the principal;
• The commission agreement is concluded between the commission agent and the principal. Under a commission agreement, the commission agent sells the company's goods on his own behalf, and may or may not participate in the settlements;
• An agency agreement is concluded between an agent and a principal. Under this type of agreement, the intermediary enters into purchase and sale agreements on behalf of the company or on his own behalf - depending on the terms of the agreement.

Usually, when looking for a sample agreement for the sale of goods, they most often mean a commission agreement. However, a contract may contain elements of several types of contracts.

Supply contract for the sale of goods: sample

The definition of a supply agreement is given in Art. 506 of the Civil Code of the Russian Federation, according to which the supplier undertakes to transfer the goods to the buyer within the specified period or terms.

Expert opinion

Zakharov Stanislav Vasilievich

Legal consultant with 7 years of experience. Specializes in family law. Has experience in defense in court.

The buyer uses the product in his business or in other ways not related to personal or family use. He can also sell the product in the future.

Note! A contract for the supply of goods, the intended use of which is further sale, has its own characteristics. In particular, it may indicate that payment for the supplied goods will be made after sale.

The buyer actually acts as an intermediary, and his profit lies in the difference between the purchase price from the supplier and the subsequent sale price.

Responsibilities of a commission agent under a commission agreement

The main responsibilities of the intermediary are listed in Chapter 52 of the Civil Code of the Russian Federation. The main responsibilities of a commission agent include:

• execution of the principal's instructions on the most favorable terms in accordance with the instructions received;
• if the commission agent was forced to deviate from the instructions received, he must provide this information;
• if the goods were sold at a price lower than the agreed price, the intermediary must refund the difference or prove that the sale at the agreed price was impossible;
• goods received by the intermediary from the principal are the property of the principal;
• the commission agent is responsible for damage or loss of goods that are in his possession and were received from the principal;
• after the order is completed, the commission agent submits a report and transfers everything received under the contract to the commission.

Supply contract for the sale of goods: certain nuances

In the practice of supplying goods for sale, there are the following nuances:

• It is necessary to check the execution of documents for goods, in particular, regarding products subject to confirmation of conformity (serums, vaccines). Sales of products without indicating data on the declaration or certificate of conformity in the documentation entails liability under Art. 14.45 of the Code of the Russian Federation on Administrative Offences.

For more information on what to do if it becomes necessary to return the delivered goods to the supplier, see our article How to properly process the return of goods to the supplier (nuances)?

You will probably also be interested in the article on the obligation to resell goods from a supply agreement, prepared by a ConsultantPlus expert. You can obtain access to the ConsultantPlus system for free here.

So, to draw up a supply agreement for the sale of goods, you can use the sample that was provided for downloading within the framework of this article. It is important to pay attention to determining the moment of final payment for the goods.

It is advisable to indicate a specific date or payment period, since simple reference to the moment of sale is not an appropriate agreement on the period, since this moment may not occur.

Read about how to specify delivery conditions in a supply agreement for implementation here: Selection of goods under a supply agreement, Procedure for delivery of goods.

Home » Documents » contracts » Purchase and sale agreements » What does a purchase and sale agreement for the sale of goods look like?

At the moment, sales and purchase agreements for the sale of goods upon delivery are becoming increasingly popular. Simply put, the supplier transfers the goods to the seller in installments, and receives payment for it only when the transferred goods are sold to the final consumer.

We can say that the supplier (who is most often the manufacturer) provides an installment plan to the seller. Thus, when transferring goods, a contract is concluded under which the seller will have to pay a certain amount for each product or batch sold.

How tax risks are reduced if the goods are sent to the buyer without going through the reseller

Resale of goods is actively used by companies to optimize taxes. Typically, the purpose of this is to shift profits to friendly resellers with lower taxation. Or an illegal VAT refund if a fly-by-night company is involved in the chain. In this case, the goods are transported only to the final buyer.

Such manipulations are well known to the tax authorities. Inspectors may regard the participation of resellers as formal and accuse the company of dishonesty, even if there was no scheme at all.

The transit movement of goods in itself does not prove the fictitiousness of transactions

The very first argument that can be brought up in a dispute with an inspector is that the transit nature of the movement of goods in itself cannot indicate the unreality of the transaction. Such actions correspond to the provisions of paragraph 1 of Article 313 of the Civil Code of the Russian Federation, according to which the fulfillment of an obligation can be assigned by the debtor to a third party.

Arbitration courts mainly support taxpayers (resolution of the Federal Arbitration Court of the Central District dated 04/08/08 No. A62-3976/2007, upheld by the decision of the Supreme Arbitration Court of the Russian Federation dated 09/08/08 No. 9934/08).

The use of such supplies can be explained by a reduction in production costs (resolution of the Federal Arbitration Court of the Central District dated October 30, 2008 No. A62-1602/2008). For example, the company does not have available funds to pay transportation costs. Or there is no space in your own or already rented warehouse, and paying the supplier for storing goods is cheaper than renting additional warehouse space (resolution of the Federal Arbitration Court of the Volga District dated April 22, 2008 No. A55-11630/07).

The situation becomes more complicated if the entire activity of the reseller consists of transit trade. If it has no warehouses or transport at all, only the general director is listed among the staff, and some counterparties have signs of being “one-day companies.” Under such conditions, courts make different decisions. Some admit that resale activities are fictitious (resolutions of the Federal Arbitration Court of the Volga District dated 04/07/09 No. A12-12738/2008, dated 03/04/08 No. A12-15847/07-C51, dated 02/19/08 No. A12-11183/07 -C65). Others point out that the listed signs do not indicate the unreality of the transactions (decrees of the federal arbitration courts of the East Siberian dated 06/03/08 No. A19-1999/08-50-Ф02-2205/08, North-West dated 06/25/07 No. A56-17198/ 2006, dated 04/20/07 No. A56-29779/2006 districts).

During transit resale, conducting transactions on the same day does not mean they are unrealistic

If during transit trade the goods are resold several times in a short period of time, for example in one day, the likelihood of claims from tax authorities will increase even more. In their opinion, such resale is unrealistic, and sometimes they convince judges of this. Thus, when resolving such a dispute, the court indicated that, taking into account the location of the participants and the nature of the property (building materials), delivery of goods through a chain of several legal entities on the same day is impossible (resolution of the Federal Arbitration Court of the Volga District dated 04/03/08 in case No. A12-9157/ 07-C51). Similar conclusions are contained in the decision of the Federal Arbitration Court of the Volga District dated April 30, 2008 in case No. A12-9146/07.

The tax authorities’ argument regarding short resale periods can be successfully challenged, especially if the transaction did bring profit to the audited company. Firstly, such actions may be due to an urgent need for money, for example, to repay debts to the budget or other creditors.

Secondly, rapid turnover of working capital with a profit is the goal of any company, and not a reason for complaint.

Third, storage fees or fines for late removal of goods may be too burdensome. This fact, along with the lack of funds for transportation, may push the company to resell goods faster than it expected.

In general, arbitration courts more often make decisions in favor of taxpayers. For example, the Federal Arbitration Court of the Moscow District supported the company, despite the fact that monetary transactions were carried out on the same day through accounts opened in the same bank (resolution dated 09/05/08 No. KA-A40/8033-08-p). Moreover, the court did not even take into account the fact that some participants in the transactions did not reflect the controversial transactions in tax reporting, and the director of one of the intermediaries generally denied his participation in this organization. Similar conclusions are contained in the decisions of the Federal Arbitration Court of the Moscow District dated January 14, 2008 No. KA-A40/14164-07, dated February 6, 2007 No. KA-A40/12941-06.

Contrary to the opinion of tax authorities, VAT deduction does not depend on receipt at the warehouse

Even after proving the reality of the transactions, the taxpayer may face VAT claims. Field inspectors state that the actual receipt of goods at the warehouse is a prerequisite for applying the tax deduction. In doing so, they are guided by the opinion of the Ministry of Finance of Russia, expressed in letters dated July 30, 2009 No. 03-07-11/188, dated September 26, 2008 No. 03-07-11/318.

However, such statements do not correspond to the letter of the law. In particular, paragraph 1 of Article 172 of the Tax Code of the Russian Federation states that in order to apply a VAT deduction, it is necessary to accept the goods for accounting, but not the physical receipt of the objects at the organization’s warehouse. This refers to accounting, which can accept material assets only after the transfer of ownership.

Arbitration courts support taxpayers in such disputes and point out that Article 172 of the Tax Code of the Russian Federation does not contain such concepts as “actual receipt of goods” and “receipt into a warehouse”. For example, decisions of the federal arbitration courts of the Far East dated July 25, 2007 No. F03-A24/07-2/2145, North-Western from June 8, 2009 No. A56-34140/2008, East Siberian from February 10, 2009 No. A33-11818/07 -Ф02-152/09, Ural district dated 06/03/09 No. Ф09-3493/09-С2.

Since there is no actual transfer of valuables from the supplier to the reseller, the transfer of ownership can be recorded either by the transfer of shipping documents (Article 224 of the Civil Code of the Russian Federation), or by a certain date in the contract.

Options for storing goods in someone else’s warehouse

To avoid accusations of fictitiousness, the reseller must have documentary grounds for leaving the goods in the supplier's warehouse. They can be designed in different ways.

The supply agreement provides for a penalty for late removal of goods.

That is, if the buyer does not remove the goods before a certain date, then for each day the valuables are in the supplier’s warehouse, starting from a certain date, a penalty is charged. In essence, this amount is a storage fee, but in accounting it is reflected precisely as a sanction that is not subject to VAT.

The transfer of ownership can be fixed in the contract as a specific date or tied to the issuance of shipping documents. In the second option, in the “Received” line of the delivery note, you can make o.

The method is quite risky, because the ownership of the goods has already passed to the new owner, and the supplier is no longer responsible for it.

A separate storage agreement is concluded.

In this case, in addition to the supply agreement itself, the parties enter into a storage agreement and draw up an act of acceptance and transfer of material assets in form No. MX-1. An act of provision of storage services is not required, but its presence reduces the risk of claims. The sale of goods is documented with a waybill and an invoice, if necessary, without any special notes being made.

When selling the goods further, the bailor can be replaced on the basis of a tripartite agreement: between the bailee, the previous and new bailors.

This method is safer, since the custodian is responsible for the safety of the goods (Article 891 of the Civil Code of the Russian Federation) and compensation for damage (Article 902 of the Civil Code of the Russian Federation). But having to enter into a tripartite agreement can be inconvenient for the participants.

The warehouse receipt is passed along the chain.

If the goods of the main supplier are in the warehouse of a professional custodian, then the transfer of the goods can be formalized by transfer of a simple warehouse certificate (Article 912 of the Civil Code of the Russian Federation). The act of acceptance and transfer of such a document serves as the basis for reflecting the sale of goods from the supplier and for the receipt of products from the buyer (Article 224 of the Civil Code of the Russian Federation).

A simple warehouse receipt is issued to the bearer, and it does not indicate the name of the depositor (Article 917 of the Civil Code of the Russian Federation). After receiving the certificate, the new buyer becomes a party to the storage agreement and can dispose of the property in full (Article 914 of the Civil Code of the Russian Federation).

Sample of a standard purchase and sale agreement for the sale of goods

Let's consider what such a purchase and sale agreement should include:

• Name of the contract. It is important to indicate in it that the goods are transferred for sale;
• Place and time of the transaction. The location should be indicated, as well as the exact date of conclusion;

• Information about the parties;
• Subject of the agreement. You should describe in detail the item that is transferred to the implementer. The quantity, range and distinctive features of the product must be described;
• Implementation deadlines. The document describes how long the delivered goods must be sold within. Most often, this period depends on the level of sales of the product, as well as on its expiration date;
• Price and payment method. In such agreements, this point should be given special attention. The parties agree on the price and method of transferring funds. It is also important to specify the time frame within which the transfer must be made. For example, these could be daily transfers, depending on the products sold, or there could be one transfer for the entire batch.
• Duties and responsibilities of the parties;
• Additional conditions (specified at the request of the parties);
• Signatures of the parties to the transaction.

Such agreements, although they have full legal force, are most often drawn up quickly and according to a sample.

Expert opinion

Zakharov Stanislav Vasilievich

Legal consultant with 7 years of experience. Specializes in family law. Has experience in defense in court.

Most often, they simply print out a large number of copies, in which only the dates are changed and signatures are added with each new delivery of goods. After concluding each transaction, all participants must receive their own sample agreement.

Applications and related documents

A typical agency agreement for the sale of commercial products provides for the use of the following applications:

1. Product range;
2. Schedule plan (may be optional).

Also, such an agreement provides for the availability of such accompanying documents as:

1. Agent's report;
2. Availability of an additional agreement;
3. Availability of a protocol of disagreements;
4. Availability of a protocol for reconciling disagreements.

The qualification of an agreement of this type depends on the type of actions performed by the agent for the principal (legal or actual).

Essential terms of the purchase and sale agreement for the sale of goods

Any purchase and sale agreement has a number of standard essential conditions:

• Price;
• Description of the subject of the contract.

But it should be said that in contracts for the sale of goods additional essential conditions appear, which look like this:

• The procedure for settlements under the transaction. How will funds be paid to the supplier/manufacturer;
• Deadlines for fulfilling payment obligations. That is, the date by which the seller must pay for the goods sold;
• Amount of payments.

It is important to note that similar conditions may appear in other agreements, but they will not be mandatory there. In this case, the absence of these conditions will lead to the agreement being considered invalid.

How are income and expenses accounted for?

Agency remuneration is the basis for calculating VAT, that is, absolute income (if VAT is not taken into account) when calculating income tax. As for the principal, the amount of remuneration (excluding VAT) is a gross expense.

Force majeure situations of termination of the contract (independent of either party):

A sales agency agreement can be terminated for various reasons that do not depend on either party (or depend only on one party). It is necessary to indicate such reasons in the contract.

The reasons may be:

1. If one party refuses to fulfill the agency agreement previously concluded by the parties;
2. If the agent's death occurs;
3. If the agent is declared incompetent by the court;
4. If the agent is missing (if declared missing by a court decision);
5. If one party is declared bankrupt by a court decision.

It is worth specifying the responsibility of each party for violated contractual terms. It is necessary to determine the monetary compensation that the injured party will receive. It is also necessary to specify the time frame for correcting the violation (if such a possibility exists).

Nuances of a purchase and sale agreement for the sale of goods

A standard sample of a purchase and sale agreement in favor of a third party.

For a standard sample contract for the sale and purchase of goods between an individual entrepreneur and a legal entity, see here.

Let's consider the main nuances of such agreements:

• The buyer, who in this case is the seller, does not have the opportunity to return the goods to the seller. If the parties want to make this process possible, this clause should be written down in the main agreement;

• You should carefully check the documentation for the goods. Due to the fact that such agreements appear in many stores every day, buyers often forget to check the documentation. This is especially true for products that are subject to conformity assessment.

Payment responsibilities should be addressed in detail. Very often this clause is not described in sufficient detail, as a result of which one of the parties suffers serious losses.

The Goods Sales Agreement (GSA) is drawn up between the Seller and the Buyer. It is large-scale in size and includes such conditions so that the transaction takes place with maximum benefit for both parties. This agreement can be concluded by individuals, individual entrepreneurs and legal entities. faces.

This article suggests that you familiarize yourself with:

• Rules for drawing up a DCPT.
• Algorithm for payment for services.
• Transmit-receive order.
• Warranty obligations upon purchase of goods.

You will find out how much it may cost the parties to draw up this document, and you will also be given the opportunity to download a form and a completed example of such an agreement.

Downloads:

How do you pay for services?

After registration of the Contract, the Buyer is required to promptly pay for the goods at the price displayed in the agreement or accepted on the basis of the scheme noted in the agreement. If the price for a product is not marked, then payment is made based on the price corresponding to a similar product.

Payment for products can be made according to terms in 3 ways:

1. Regular transfer of funds.
2. Transfer on credit - full payment for the product is made within a certain time after its delivery.
3. An installment transfer is a type of loan where the transfer is made in installments.

The essential conditions for installment payments include:

• Price
• Sum.
• Algorithm and timing of the transfer.

If at least one condition is missing, the transfer is made on credit.

If obligations to transfer funds for products are violated, the Seller receives the right to demand, in addition to the main payment, the transfer of interest for the use of other people's financial resources.

If the contract establishes a condition for the transfer of goods in batches, failure to pay the Seller on time may become grounds for suspending deliveries of the remaining batches of goods until full payment for the delivered goods is made.

The Buyer, if the Seller does not deliver the goods after full settlement with him, has the right to demand a refund or forced fulfillment of the concluded agreement. For the entire period of delay in delivery of goods, the Buyer receives the right to demand payment of accrued interest.

In relation to payment on credit or prepayment, it is possible to use a commercial loan - if goods are supplied that are defined by generic characteristics. That is, if goods are supplied first, and then funds are transferred, then the products are supplied on credit - with subsequent payment.

If funds are transferred first, and then goods, then the money is transferred on credit, and the goods are supplied as payment under a commercial lending agreement.

When does the goods arrive?

When the right of ownership of the goods is transferred to the buyer, he is given the right to use it at his own discretion (Art. Art.

209, 223 of the Civil Code of the Russian Federation), i.e. the buyer has the right to sell the received products, pledge them, lease them, use them as a contribution to the authorized capital, etc.

At the same time, the buyer bears the risk of accidental damage to the products (unless otherwise agreed upon by agreement). The condition for the transfer of the right of ownership of the goods is reflected in the contract, indicating the moment of transfer of such right from the seller to the buyer (Art.

458 of the Civil Code of the Russian Federation).

Unless otherwise reflected in the Contract, the seller’s obligation to deliver the products to the consumer is considered fulfilled at the moment:

1. Delivery of products to the consumer or his authorized representative, if the contract stipulates the seller’s obligation to deliver the products.
2. Presentation of products to the buyer, if the products are obliged to be transferred to the buyer or his authorized representative at the place where the products are placed.
3. The products are considered delivered to the buyer if, by the deadline accepted by the agreement, the products are ready for delivery to the specified address and the buyer, in accordance with the terms of the agreement, is notified of the readiness of the products for delivery to the consumer.
4. If the alienation of products is required to be registered by the state, the buyer's right of ownership of the products appears from the moment of registration, unless otherwise specified by law.
5. Products are not considered ready for delivery if they are not identified for use as an execution of the DCPT by marking or other means.

Note. If, according to the Contract, the seller must deliver the goods or hand them over to the consumer’s location, the products are considered delivered at the time the products are handed over to the carrier upon delivery of the goods to the consumer, unless otherwise specified in the agreement.

A break up

It would be useful for both parties to the commission agreement to stipulate in the agreement the procedure and reasons for its termination. As we wrote above, a commission contract can be concluded either with or without an indication of its validity period. And if the validity period is not specified in the contract, then the principal must notify the commission agent of the termination of the contract no later than 30 days in advance. In addition, the parties may provide in the contract for a longer period for the principal to inform the commission agent about the termination of the contract.

Keep in mind that the principal may refuse to fulfill the commission agreement at any time, and the commission agent has the right to demand compensation for losses caused by the cancellation of the order (clause 1 of Article 1003 of the Civil Code of the Russian Federation). In order to avoid disagreements between partners, it is advisable to indicate in the commission agreement the amount and procedure for this compensation.

Note that the commission agent has a similar right, and if the duration of the contract is not determined, then he can also terminate it at any time, notifying the principal of his desire at least 30 days in advance.

Yulia Laksha, expert at Calculation magazine

Warranty period of use

Repair is considered when the manufacturer has eliminated the defect of the product for its further use for its intended purpose. Identified defects are eliminated by replacing or repairing the product or its individual elements, as well as by implementing regulatory measures in accordance with the requirements of regulatory documentation.

Warranty obligations for products sold are established by almost any entity selling products, since the buyer has the right to purchase products of appropriate quality. The responsibility of the product manufacturer is to ensure the possibility of using the product during its service life.

To do this, he needs to perform repair work and free maintenance of the product, as well as replacement of spare parts. Therefore, the manufacturer is obliged to supply spare parts in the volume and range required to carry out repair work throughout the service life of the product.

If the warranty period is not reflected in the accompanying documentation, then the manufacturer is responsible for the proper use of the product for 10 years from the date of its delivery to the consumer.

In addition, if the warranty period is not indicated by the manufacturer, it can be determined by the Seller under the following circumstances:

1. For seasonal shoes, clothing, fur and other items, the warranty countdown begins from the start date of the corresponding season, the start time of which is determined by the constituent entities of the Russian Federation based on the local climate.
2. When selling goods based on samples, via mail, as well as in situations where the moment of signing the contract and the moment of delivery of the product to the buyer do not coincide, the countdown of such deadlines begins from the day the product is delivered to the buyer.
3. If the buyer is deprived of the opportunity to use the product due to reasons that depend on the seller (for example, the product requires special mounting, connection and assembly, or defects are identified in it), the warranty period begins to count after the elimination of the listed comments by the consumer.
4. If the day of delivery of the product, its installation, connection, assembly of the product, elimination of other deficiencies that depend on the seller, due to which the buyer cannot use the product for its intended purpose, cannot be set, the countdown of such a period begins from the moment the contract is issued.
5. The countdown of the warranty period adopted for component parts and components of the product begins in the same order as the countdown of the warranty period for the main product. Such periods are equal to the warranty period of the main product, unless otherwise specified by the Contract. If the component product and its elements in the contract display a shorter warranty period than the main product, the counterparty has the right to file a claim against the seller and demand that the warranty period of the element be restored equal to the main product. If a component product has a longer warranty period than the main product, the buyer also has the right to make a claim in relation to such a defect in the product.

How to fill out a contract for the purchase and sale of goods?

DCPT, like any similar contract, does not have an approved unified template. However, when drawing up this document, it is customary to use a generally recognized structure, displaying the essential sections, without which such an agreement will not receive legal status.

The DCT requires the following information:

1) The title of the document is “Contract for the sale of goods.”

2) Locality and date of filling out the DCT.

3) Then the preamble is filled in, displaying the details of the seller and buyer, including:

• FULL NAME.
• Passport data.
• Location addresses.
• Legal individuals will need to provide company details and information about the company representative.

Next, fill out the following sections of the DCPT:

The type and characteristics of the goods (completeness, quantity, etc.), as well as the seller’s obligations to deliver the goods and the buyer to pay for them, are indicated here.

The rights and obligations of the parties to the transaction, which spell out the obligations assigned to the seller and the buyer, as well as their rights, are displayed in the “Rights and obligations of the parties” section.

Expert opinion

Zakharov Stanislav Vasilievich

Legal consultant with 7 years of experience. Specializes in family law. Has experience in defense in court.

Data on the price of the supplied goods and the procedure for settlements between the parties are displayed in the corresponding section “Contract price and procedure for settlements”.

It is also necessary to register data on the quality of the supplied goods and on the measures taken if the goods do not meet the declared quality.

No less important is the section that displays the procedure for the transfer and acceptance of goods, which displays the conditions for the acceptance and transfer of products, the actions of the parties in the event of failure to fulfill obligations by counterparties and the moment it becomes the property of the buyer.

Next, the document will need to display clauses on the responsibility of the parties to the transaction for failure by counterparties to comply with the terms of the contract, and ways to resolve conflict situations in the event of disputes.

Completion of filling out the DCT is carried out by displaying the final provisions in the DCT, indicating the number of copies of the document, indicating the moment it was assigned a valid status.

Then the details of the parties are filled in and the signatures of the parties to the agreement are placed.

Features of the sales agency agreement

An agency agreement has a clear advantage over other types of intermediary agreements, because its subject matter is not limited by strict legislative frameworks. Concluding such agreements is a convenient way to attract buyers or find suppliers. For this reason, it is so popular among many organizations.

Regulation of the agency agreement is Chapter 52 of the Civil Code of the Russian Federation. If an agent has made a transaction with a third party on his own behalf and at the expense of the principal, he has rights and obligations (even despite the indication of the principal in the transaction).

If the transaction is made by an agent on behalf and at the expense of the principal, the principal himself is directly responsible for all rights and obligations.

The parties to an agency agreement are called the agent (performer) and the principal (customer).

Under the same agreement, an agent can execute orders of various kinds: some on his own behalf, others on behalf of the principal. The principal must pay a certain remuneration (its amount and payment procedure must be established by the contract itself - in accordance with civil law).

If the contract does not contain the amount of remuneration, then it is paid in accordance with the provisions of Article 424 of the Civil Code of the Russian Federation.

If the agreement does not contain a procedure for paying agency fees, then the principal is obligated to pay it within a week from the moment the agent presented him with the agent’s report (unless the agreement or business customs provide otherwise).

This agreement is for a fee. The principal is obliged to pay a certain remuneration in any case (even if the provision on the payment of remuneration is omitted in the contract itself).

An agency agreement may limit the rights of the parties. According to civil law, the restriction may be as follows:

1. An agency agreement may indicate that the principal undertakes not to enter into similar agency agreements with other agents who operate in a specific contract territory (or independent activity in this territory will be prohibited - if it is similar to the subject of the concluded agreement).
2. An agency agreement may provide for a ban on the agent concluding the same agency agreements with other principals (all this must be clearly stated in the concluded agreement).
3. If an agency agreement contains conditions according to which the sale of goods, performance of work or provision of services by an agent is possible only for a specific category of individuals (customers), it is invalid.

In all cases, the agent must submit reports on the actions taken to the principal (in accordance with the law):

1. Submission of reports under an agency agreement must be carried out by the agent within the time limits established by the agreement. If the contract does not contain relevant conditions, the agent submits reports as he fulfills his contractual obligations or after the contract ends.
2. Unless the agency agreement contains other provisions, the agency report must be accompanied by the necessary evidence of expenses incurred by the agent at the expense of the customer.
3. If the principal has complaints about the agency report, he must report them within a month. The countdown begins from the day the principal received the report (unless the parties have established a different procedure in their agreement). Otherwise, the principal is deemed to have accepted the report.