Download the retail purchase agreement for the sale of goods. Sample form of a retail sale and purchase agreement (between legal entities)

According to the retail sale and purchase agreement, the seller, carrying out entrepreneurial activities in the sale of goods at retail, undertakes to transfer to the buyer goods intended for personal, family, home or other use not related to entrepreneurial activity.

The seller under a retail sale contract is individual(citizen) or legal entity. The main requirement is the right to carry out entrepreneurial activity. That is, the seller can be an organization or an individual entrepreneur registered in accordance with the procedure established by law.

The contract for the retail sale of goods is considered concluded from the moment of payment for the goods, which can be confirmed by the issuance by the seller to the buyer of a cash or sales receipt or other document confirming this very payment for the goods. That is, the retail sale contract itself can be concluded both orally (for example, at the time of its completion) and in simple written form.

The seller must provide the buyer with comprehensive (necessary and reliable) information about the goods offered for sale, which includes information:

• about the name technical regulations or other designation of the goods, indicating the mandatory confirmation of the goods;
• about the main consumer properties of the goods;
• rules for the sale of goods;
• place of manufacture of goods;
• rules and conditions for the effective and safe use of the goods;
• the price of the goods, as well as the full amount payable by the consumer, and the conditions of purchase;
• service life, shelf life and warranty period;
• the procedure for payment and the period during which the offer to conclude a contract is valid;
• about its address (location) and the full company name of the manufacturer;
• on mandatory confirmation of compliance of goods with safety requirements for the life and health of the consumer, environment if such requirements are established by law

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The buyer, however, has the right to inspect the goods before concluding a retail sale contract, to demand that the properties be checked in his presence or a demonstration of the use of the goods, if this is not excluded due to the nature of the goods.

If the buyer is not given the opportunity to immediately obtain the above information about the product at the place of sale, he has the right to demand from the seller compensation for losses caused by unreasonable evasion from concluding a retail sale contract, and if the contract is concluded, within a reasonable time, refuse to execute the contract, demand return the amount paid for the goods and compensation for other losses.

You must also provide the buyer with shipping information. If the retail sale contract is concluded with the condition of delivery of the goods to the buyer, the seller is obliged to deliver the goods to the place specified by the buyer within the period established by the contract, and if the place of delivery of the goods by the buyer is not indicated, to the place of residence of the citizen or the location of the legal entity who are the buyers .

In this case, the retail sale contract will be considered executed only from the moment the goods are handed over to the buyer, and in his absence, to any person who has presented a receipt or other document indicating the conclusion of the contract or the delivery of the goods. The buyer should also remember that the price of the contract may increase by the amount at which the seller estimates the cost of delivery of the goods on their own the buyer, however, the latter must be notified of this at the time of purchase, that is, at the time of the conclusion of the contract itself. Otherwise, it may be invalidated as infringing on the rights of the consumer, with all costs attributed to the seller.

The seller is obliged to inform the consumer in writing about the procedure and terms for returning goods of good quality. Such information should contain the address (location) where you can return the goods, the seller's working hours, the maximum period during which you can return the goods.

The seller should warn the consumer that it is necessary to save marketable condition, consumer properties of goods of good quality until it is returned. Documents confirming the conclusion of the contract, the term and procedure for the return of the amount paid by the buyer for the goods must be in the same form.

By general rule the buyer has the right to refuse the goods at any time before its transfer, and after the transfer of the goods - within 7 days. If the seller violates this obligation and fails to notify the consumer about it, the period during which the buyer has the right to refuse the goods is extended to 3 months from the date of transfer of the goods.

However, there is a case in which the buyer does not have the right to refuse the goods. These are, for example, exclusive goods that exist in a single copy or are specially made “for the client”.

Commercial law

1. Retail sales contract as a legal form of commercial services to the population. Concepts, forms, procedure for conclusion, rights and obligations of the parties

The concept of a retail sale contract

Under a retail sale and purchase agreement, a seller carrying out entrepreneurial activities in the sale of goods at retail undertakes to transfer to the buyer goods intended for personal, family, home or other use not related to entrepreneurial activity.

Thus, the retail sale and purchase involves a special subject composition and a special purpose of the object of the contract. The retail sale contract is a public contract. The price in the retail sale contract is an essential condition, it is assumed by the seller for all buyers (without distinction between them).

Unless otherwise provided by law or the contract, the retail sale contract is considered concluded in the proper form from the moment the seller issues the buyer a cash or sales receipt or other document confirming payment for the goods. The buyer's lack of these documents does not deprive him of the opportunity to refer to testimonies in support of the conclusion of the contract of its terms.

Unless otherwise provided by the contract, the buyer becomes the owner of the goods from the moment of payment for the goods.

Retail sale contract forms

According to Art. 493 of the Civil Code of the Russian Federation, the form required for the contract has been observed from the moment the documents on payment were issued to the buyer. However, these documents cannot be considered as a written form of the transaction (Article 160 of the Civil Code of the Russian Federation), their purpose is to serve as proof of payment for the goods. Therefore, the form of the retail sale contract must be subject to the general rules of Art. 159 - 161 of the Civil Code of the Russian Federation: in oral there may be transactions executable at the time of execution (such are most retail sales contracts), and transactions between citizens in the amount of less than ten times the minimum wage. All other transactions must be in writing, non-compliance with which, as a general rule, deprives the seller of the right to refer to witness testimony (clause 1, article 162 of the Civil Code of the Russian Federation).

The procedure for concluding a contract of retail purchase and sale

The retail sale and purchase agreement is considered concluded from the moment the seller issues the buyer a document confirming payment for the goods (cash receipt, sales receipt, etc.). however, paying for the goods and reaching an agreement between the parties are not the same thing. Sometimes payment follows the agreement of the parties (the goods are selected and then paid for), sometimes it precedes it. The last case takes place when the buyer, having determined the right product for himself, pays for it at the cash desk. At the time of payment, the store (represented by the cashier) may not know what product and in what quantity the buyer intends to purchase, who named the total amount of the purchase. However, by direct reference to Art. 493 of the Civil Code of the Russian Federation, a retail sale contract will, as a general rule, be considered concluded precisely from the moment of payment for the goods. Obviously, here we are faced with a special legal fiction: payment is always understood as an agreement between the parties. This legislative solution is not perfect, but it has its positive features. After all, the moment of payment for the goods is always formally determined, and this removes possible disputes, whether the contract was concluded or not.

Rights and obligations of the parties under the contract of retail sale

The seller's obligations in the retail sale contract are to transfer the goods to the buyer:

a) in a certain place;

b) with all accessories and documents related to the goods;

c) in the agreed quantity and assortment;

d) appropriate completeness and in the kit, if any;

e) established quality;

f) free from the rights of third parties;

g) in proper packaging and (or) container.

Obligations of the seller: to transfer to the buyer the goods provided for by the contract of sale. The term for the seller to fulfill the obligation to transfer the goods to the buyer is determined by the contract of sale, and if the contract does not allow to determine, in accordance with the general rules on the timing of the fulfillment of obligations. The quantity of the transferred goods must comply with the terms of the contract. The seller is obliged to transfer to the buyer the goods free from any rights of third parties, unless the buyer has agreed to accept the goods encumbered with the rights of third parties. Failure by the seller to fulfill this obligation gives the buyer the right to demand a reduction in the price of the goods, unless it is proved that the buyer knew or should have known about the rights of third parties to these goods. The seller is obliged simultaneously with the transfer of things to transfer to the buyer its accessories, as well as documents related to it; to transfer the goods in a certain assortment and completeness, the quality of the transferred goods must comply with the contract of sale. If, under a sales contract, goods are subject to transfer in a certain ratio by types, models, sizes, colors or other features (assortment), the seller is obliged to transfer goods to the buyer in the assortment agreed by the parties. The seller is obliged to transfer to the buyer the goods, the quality of which corresponds to the contract of sale, in the absence of conditions on the quality of the goods in the contract of sale, the seller is obliged to transfer to the buyer, suitable for the purposes for which the goods are usually used. The seller is obliged to transfer to the buyer the goods that comply with the terms of the contract of sale on completeness.

The main obligation of the buyer is to pay for the purchased goods. However, in retail sale and purchase, the contract, as a general rule, is considered concluded precisely from the moment of payment. In this case, the sole responsibility of the buyer remains the acceptance of the goods.

2. The procedure for considering disputes in the arbitration court

A new procedure for resolving disputes in the arbitration court in 2003. New Arbitration Procedure Code Russian Federation. Changes in the competence of arbitration courts. Representation in the arbitration court. Registration and confirmation of the authority of the representative. New in the distribution of the burden of proof. Measures to secure a claim and enforce a court decision. Counter support. Court expenses. Procedural time limits, court fines and court notices. Changing the general procedure for preparing a case for hearing and trial. Features of consideration certain categories cases and passing judgments. Proceedings for the revision of judicial acts in the appellate instance. Powers, order of activity of the arbitration court of the cassation instance. Review of judicial acts by the court of supervisory authority. - The practice of applying the Federal Laws "On Bailiffs", "On Enforcement Proceedings" and other legal acts regulating the procedure and conditions for the enforcement of decisions of courts of general jurisdiction and arbitration courts. Legal norms regulating the general conditions for the performance of enforcement actions in Russia. Requirements for Executive Documents. Procedure for interruption, restoration, postponement, suspension and termination of court proceedings. The procedure for foreclosing and seizing the property of the debtor, the property of the debtor-organization, wages and other types of income of the debtor, securities. The procedure for the execution of executive documents on disputes of a non-property nature. - Organization of interaction between arbitration courts and bailiffs of the Russian Federation.

Judicial practice of considering complaints against the actions of a bailiff. Responsibility of the debtor and other persons for non-execution of the executive document and the legal requirements of the bailiff (executive fee, costs of enforcement actions, fines). Decree of the Constitutional Court of the Russian Federation No. 13-P dated July 30, 2001 and the Code of Administrative Offenses of the Russian Federation. - Practice review labor disputes in the courts. Features of out-of-court consideration of individual and collective labor disputes in accordance with the Labor Code of the Russian Federation in 2003.

In accordance with Article 8 of the Federal Law of July 24, 2002 N 96-FZ "On the Entry into Force of the Arbitration Procedure Code of the Russian Federation" from January 1, 2003, chapter 36 "Proceedings for the revision of judicial acts by way of supervision" of the Arbitration Procedure Code Russian Federation.

In order to organize the activities of the Supreme Arbitration Court of the Russian Federation under the new arbitration procedural legislation:

1. Approve the Procedure for organizing work on the consideration of applications and submissions for the review of judicial acts in the manner of supervision in the Supreme Arbitration Court of the Russian Federation (hereinafter referred to as the Procedure for organizing work on the consideration of applications and submissions) and the Procedure for information support for the consideration of applications and submissions for the revision of judicial acts in the manner supervision (hereinafter referred to as the Information Support Procedure).

2. To the Deputy Chairmen of the Supreme Arbitration Court of the Russian Federation, chairmen of the panel of judges, heads of structural divisions:

Organize work on the consideration in the Supreme Arbitration Court of the Russian Federation of applications and submissions on the revision of judicial acts in the manner of supervision in accordance with the approved Procedure for organizing work on the consideration of applications and submissions.

The Supreme Arbitration Court of the Russian Federation is the highest judicial body for resolving economic and other cases (cases on invalidating, in whole or in part, the normative acts of the President of the Russian Federation, the Federation Council and the State Duma of the Federal Assembly of the Russian Federation, the Government of the Russian Federation in cases of their inconsistency with the law and violation of the rights and legitimate interests of organizations and citizens, economic disputes between the Russian Federation and its constituent entities, as well as disputes between constituent entities of the Federation (Article 10 of the Law on Arbitration Courts) considered by arbitration courts. arbitration courts and provides clarifications on issues of judicial practice.The Supreme Arbitration Court of the Russian Federation is also the organizational center of the system of arbitration courts.The functions, competence and powers of the Supreme Arbitration Court of the Russian Federation can be divided into several groups.First of all, this court of first instance. In this capacity, he considers only two groups of cases:

a) cases on the invalidation (in whole or in part) of non-normative acts of the President of the Russian Federation, the Federation Council and State Duma, the Federal Assembly of the Russian Federation, the Government of the Russian Federation, which do not comply with the law and violate the rights and legitimate interests of organizations and citizens;

b) economic disputes between the Russian Federation and its subjects, as well as between subjects of the Federation. In addition, he considers, due to newly discovered circumstances, the judicial acts adopted by him and entered into legal force. So far, the Supreme Arbitration Court of the Russian Federation has not considered a single case in the first instance.

The task:

Goods warehouse "Tors", licensed for the storage of goods. Concluded contracts warehousing only with organizations in your neighborhood. Commercial organizations of the neighboring microdistrict, which were denied the storage of goods, appealed to the local administration with a complaint about restrictions on the acceptance of goods for storage by the Tors warehouses. Expand the concept of a warehouse storage agreement? Are Torso's actions legal?

The solution of the problem:

Under a warehousing agreement, a commodity warehouse (custodian) undertakes, for a fee, to store goods transferred to it by the goods owner (bailer) and return these goods in good condition. (Clause 1, Article 907 of the Civil Code of the Russian Federation).

The actions of "Torsa" are illegal, because on the basis of Art. 908 of the Civil Code of the Russian Federation, a warehouse is recognized as a warehouse common use if it follows from the law, other legal acts or the permit (license) issued to this commercial organization that it is obliged to accept goods for storage from any commodity owner.

A warehouse storage agreement concluded by a public warehouse is recognized as a public agreement. In accordance with Art. 426 of the Civil Code of the Russian Federation, a public contract is a contract concluded by a commercial organization and establishing its obligations to sell goods, perform work or provide services that such an organization, by the nature of its activities, must carry out in relation to everyone who applies to it.

A commercial organization is not entitled to give preference to one person over another in relation to the conclusion of a public contract, except in cases provided for by law and other legal acts.

The price of goods, works and services, as well as other conditions of a public contract, are established the same for all consumers, except for cases when the law and other legal acts allow the provision of benefits for certain categories of consumers.

The refusal of a commercial organization to conclude a public contract, if it is possible to provide the consumer with the relevant goods, services, perform the relevant work for him, is not allowed.

Bibliographic list

1. Civil Code of the Russian Federation (Part One) dated November 30, 1994 N 51-FZ (as amended on January 10, 2003).

2. Order of the State Standard of the Russian Federation of January 15, 2003 N 11 “On the organization of work on the production of forensic examination in civil and arbitration cases, cases of administrative offenses in the field of standardization, ensuring the uniformity of measurements and confirmation of conformity (certification).

3. CIVIL LAW. Textbook. Part 1. Second edition, revised and enlarged. / Ed. A. P. Sergeev, Yu. K. Tolstoy. - M .: "PROSPECT", 1997

4. Civil law: In 2 vols. T. 1: Textbook / Responsible. Ed. prof. E. A. Sukhanov. - 2nd ed., revised and additional. – M.: BEK, 2000.

5. Izvarina A. F. Judicial power in the Russian Federation: Tutorial for law schools and faculties. – Rostov n/a: March, 2001

______________ "___" _________ 20__

Hereinafter referred to as the "Seller", represented by ___________________________________________, acting on the basis of _____________, on the one hand, and ___________________________________________________________, hereinafter referred to as the "Buyer", represented by _________________________________________________, acting on the basis of ___________________, on the other hand, hereinafter collectively referred to as the "Parties", have entered into this Agreement as follows:

1. General provisions and subject of the Agreement

1.1. The Seller undertakes to transfer the Goods and related documents (technical data sheet for the product containing a warranty card and instructions for assembly and operation) to the Buyer's ownership, and the Buyer undertakes to accept this Goods and related documents and pay the Seller for it the amount of money determined by this Agreement (price).

1.2. Under the Goods in this Agreement is meant household furniture (furniture for rest in sets and individual items).

1.3. Description of the Goods, assortment, quantity, completeness, unit price of the Goods and the total price of the contract are determined by the Parties and are indicated in the Specification (Appendix No. 1), which is an integral part of this Contract. The list of requirements (characteristics) for the Goods specified in the Specification is exhaustive.

1.4. The Seller undertakes to transfer to the Buyer the Goods of proper quality, intended for personal, family, home or other use not related to business activities.

1.5. The Seller guarantees the Buyer that the Goods at the time of the conclusion of this Agreement and at the time of its transfer to the Buyer are not pledged, not arrested and are not the subject of claims of third parties.

1.6. If the terms of the Specification contradict this Agreement, then the terms of this Agreement shall apply.

2. Price and payment procedure

2.1. The total cost (price) of the Goods is determined in rubles and is indicated in the Specification.

2.2. The cost of the Goods includes packaging, labeling, relevant documentation, accessories, information on how to use the Goods, VAT.

2.3. The Buyer at the time of the conclusion of this Agreement makes an advance payment in the amount of 40% of the total cost of the Goods. The remaining part Money The Buyer is obliged to pay 3 (three) banking days before the date of readiness of the Goods specified in the Specification.

2.4. Payment for the Goods is carried out by depositing funds to the Seller's settlement account specified in the details of this Agreement, or to the Seller's cash desk, with the obligatory indication in the column "Basis for payment" of the payment order of the invoice number for payment issued by the Seller.

2.5. When the Buyer purchases the Goods for the money received from commercial bank on credit, the Seller is not responsible for the actions of the bank providing credit services.

3. Production time and procedure for the transfer of the Goods

3.1. The term for the manufacture of the Goods is no more than 35 calendar days from the date of receipt of funds by the Seller in accordance with clause 2.3. actual agreement.

3.2. The transfer of the Goods is carried out at the delivery address specified in the Specification.

3.3. The Buyer is notified of the readiness of the Goods by the Seller's dispatch service within one business day on the eve of the date specified in the Specification, by the telephone number specified in the Specification or by means of Email. The Buyer is responsible for providing contact information.

3.4. Delivery of the Goods is carried out by the method specified in the specification at the request of the Customer and can be carried out:

• by the Seller up to ___ km, unless otherwise provided by this Agreement or an additional agreement of the parties. AT this case the delivery service includes the lifting of the Goods to the floor, its assembly and installation. Delivery time from 9.00 to 22.00 hours;
• self-pickup by the Buyer of the Goods from the warehouse of the Seller. The Buyer accepts the Goods at the address: _____________________________________________________________. In this case, the verification of the Goods is carried out when the Goods are shipped from the Seller's warehouse. After the Goods have been shipped from the warehouse, the Seller is not responsible for damages resulting from the transportation of the Goods, as well as loading and unloading operations.
• transport company specified by the Buyer subject to the following conditions:
• The buyer independently concludes a contract of carriage with a transport company;
• The Buyer submits an application (Appendix No. 2) to the Seller in the prescribed form and transfers it to the latter by facsimile or electronic communication;
• The Buyer issues a power of attorney to the transport company for the right to represent its interests upon acceptance and transfer of the Goods;
• Transport company independently selects the Goods from the Seller's warehouse.

3.5. For the smooth entry, unpacking, assembly, installation of the Goods in the premises, the Buyer is obliged:

• Protect flooring apartments;
• Remove fragile and expensive items from the way of movement and place of assembly of the Goods.

3.6. Maximum term transfer of the Goods by the Seller may not exceed 45 (forty five) calendar days from the date of conclusion of this Agreement.

3.7. The Goods are transferred to the Buyer, and in case of his absence, can be transferred to any other person (hereinafter referred to as the "Recipient") upon presentation of documents confirming the full payment for the Goods.

3.8. The Buyer (Recipient) is obliged to ensure the acceptance of the Goods in compliance with clauses. 3.9., 3.10 of this Agreement.

3.9. Upon acceptance of the Goods, the Buyer (Recipient) is obliged to check the Goods in terms of quantity, completeness, quality, including for the presence visible defects, such as: scratches, chips, dents, rips on visual wooden elements, tears, cuts, hooks, contamination of the upholstery of the Goods.

3.10. If there are claims to the quality of the Goods that arose during the acceptance of the Goods under this Agreement, the Buyer (Recipient) declares them by making appropriate entries in the shipping documents for the Goods, indicating specific shortcomings (defects) and the stated requirements for the Seller.

3.11. If the Buyer (Recipient) accepted the Goods in violation of clauses 3.10 of this Agreement and claims for quantity, completeness, quality, including the presence of visible defects in the Goods specified in clause 3.10. of this Agreement, were not declared at the time of acceptance of the Goods, it is considered that the Goods were transferred of proper quality, and the obligation of the Seller to transfer the Goods of proper quality is fulfilled, and subsequently the elimination of such shortcomings (defects) is made at the expense of the Buyer.

3.12. Ownership of the Goods, as well as the risk of accidental damage or loss of the Goods, passes from the Seller to the Buyer at the time of the actual transfer of the Goods to the Buyer (Recipient) and signing of the shipping documents for the Goods .

4. Warranty period. Exchange and return of goods

4.1. The warranty period for the Goods is 18 months and is calculated from the moment of its actual transfer to the Buyer (Recipient). If it is not possible to establish the date of transfer of the Goods, then the warranty period is calculated from the date of manufacture of the Goods.

4.2. The condition of free warranty service is the use of the Goods for its intended purpose, as well as compliance with the established rules for the operation of the Goods.

4.3. The term "Warranty Service" means the elimination by the Seller of defects that arose after the acceptance of the Goods by the Buyer (Recipient) and identified during operation.

4.4. Warranty does not cover normal wear and tear constituent parts or parts of the Goods or defects resulting from improper use of the Goods or use of the Goods for other purposes

4.5. In accordance with the Decree of the Government of 19.01.1998. No. 55, household furniture of good quality cannot be returned or exchanged for a similar product of a different size, shape, dimension, style, color or configuration. Household furniture is indicated in the list of goods that are not subject to the Buyer's requirement to provide him free of charge for the period of repair or replacement of a similar product

4.6. Return of goods of proper quality is possible if its presentation, consumer properties, as well as documents confirming the fact and conditions of purchase of the specified goods are preserved.

4.7. If the consumer refuses the goods, the seller must return to him the amount of money paid by the consumer under the contract, with the exception of the seller's expenses for the delivery of the returned goods from the consumer, based on the data provided by the involved transport companies.

4.8. If defects (defects) of the Goods are discovered during operation, the Buyer sends the Seller a claim in writing, indicating the specific defect (defect), its nature, circumstances and time of occurrence of the defect (defect) and sets out his requirements.

4.9. By mutual agreement of the Parties, the period for eliminating deficiencies (defects) cannot exceed 45 (forty-five) calendar days, calculated from the date of receipt by the Seller of such requirements.

5. The procedure for resolving disputes. Responsibility of the parties

5.1. All disputes and claims that may arise on the merits or in the process of execution of this Agreement, the Parties will seek to resolve through negotiations.

5.2. If it is impossible to resolve the dispute through negotiations, disputes may be resolved in court, as provided for by the legislation of the Russian Federation.

5.3. The Seller shall be liable only to the Buyer in case of non-fulfillment and (or) improper fulfillment by the first of its obligations under this Agreement in the manner and within the limits provided for by the current legislation of the Russian Federation.

5.4. In case of violation by the Seller of the term for the transfer of the Goods, provided for in clause 3.6. of this Agreement, in whole or in part, the Buyer has the right to demand payment by the Seller of a penalty in the amount of 0.5% of the value of the Goods not transferred on time for each day of delay.

5.5. If the date of transfer of the Goods is postponed at the initiative of the Buyer for a period of more than 5 (five) business days from the previously agreed date, the Buyer pays the Seller a penalty in the amount of 0.5% of the total cost of the Goods for each day of transfer.

5.6. If the Buyer refuses to execute this Agreement, the Seller has the right to demand from the Buyer reimbursement of all expenses incurred related to the execution of this Agreement.

6. Force majeure

6.1. The terms of obligations under this Agreement are postponed in cases of force majeure caused by floods, earthquakes, fires, natural anomalies, epidemics, military conflicts, military coups, terrorist attacks, strikes, orders or other administrative interference by the government, as well as other circumstances beyond the control of the Parties for the duration of these circumstances.

6.2. The Party affected by the circumstances listed in paragraph 6.1. is obliged to immediately, but no later than 3 (three) calendar days, notify the other Party of the fact of their occurrence and termination, if possible confirming the fact of the occurrence of circumstances with documents issued by the competent authorities.

6.3. If force majeure circumstances last more than 3 (three) months, the Parties have the right to unilaterally refuse to execute this Agreement.

7. Final provisions

7.1. In all other respects not provided for by this Agreement, the Parties shall be guided by the current legislation of the Russian Federation.

7.2. This Agreement comes into force from the moment of its signing by the Parties and the advance payment by the Buyer, in accordance with clause 2.3 of this Agreement, and is valid until the Parties fully fulfill all their obligations under this Agreement.

7.3. The Buyer has the right to amend this Agreement, or refuse to execute it without reimbursement to the Seller of the costs incurred within 2 (two) business days from the date of signing this Agreement, by notifying the Seller in writing.

7.4. All applications and additional agreements to this Agreement become its integral parts and are valid only if they are made in writing and signed by both Parties.

7.5. The Contract is considered executed from the moment of the actual transfer of the Goods to the Buyer (Recipient) and signing of the shipping documents.

The Agreement is made in two copies, one of which remains with the Seller, and the second is transferred to the Buyer.

7.6. By signing this Agreement, the parties confirm that the Seller has brought to the attention of the Buyer the following information: information about the main consumer properties and functional purpose Goods; about the materials from which the Goods are made and which are used in its finishing; about the price of the Goods in rubles; on the conditions for the acquisition of the Goods; about the warranty period; about the rules and conditions for the effective and safe use of the Goods; about the standards mandatory requirements which the Goods must comply with; about the service life of the Goods; the address and name of the manufacturer; on the rules for the sale of Goods; about the organization-seller and the mode of its work, as well as other necessary information in accordance with Art. 10 of the Law of the Russian Federation of 07.02.1992 N 2300-1 "On Protection of Consumer Rights".

7.7. Color and texture natural wood and skins are theirs natural characteristics, as a result of which the Seller cannot guarantee a complete match of color shades and textures of both different units of the Goods, and various parts one unit of the Goods. A slight discrepancy in color shades and textures of both different units of the Goods, and various parts of one unit of the Goods, made of natural wood and leather; slight folds on facing material soft elements that appear after the removal of loads and disappear after easy smoothing by hand; deviation from overall dimensions within 20mm per item; abrasions of furniture coverings made of genuine leather that have arisen during the operation of furniture are not defects.

7.8. The Seller hereby notifies the Buyer that bringing the Goods into the premises is possible only if the width of the doorway is at least 750mm, the height is at least 2000mm, and the width of corridors and other premises is at least 1200mm. Width Mismatch doorways, as well as corridors and other premises, the above data is not a basis for refusal of the Goods. Measurements are made by the Buyer independently.

7.9. By signing this Agreement, the Buyer agrees to receive informational messages regarding the Goods ordered by him to the telephone numbers specified in the details of this Agreement.

Unless otherwise provided by law or the retail sale contract, including the terms of the forms or other standard forms to which the buyer joins (Article 428), the retail sale contract is considered concluded in the proper form from the moment the seller issues the cash receipt or sales receipt to the buyer or other document confirming payment for the goods. The buyer's lack of these documents does not deprive him of the opportunity to refer to testimonies in support of the conclusion of the contract and its terms.

Commentary on Art. 493 of the Civil Code of the Russian Federation

1. The commented article establishes the requirements for the form of the retail sale and purchase agreement, as well as the moment of conclusion of the agreement in the proper form.

In science, there are different approaches to determining the form of a retail sale contract. According to V.V. Vitryansky, “the oral form of a retail sale and purchase agreement is rather an exception to the general rule on the written form of this agreement. This is evidenced by the norms of the Civil Code on a public offer, on the obligation of the seller to provide the buyer with information about the product. In addition, referring a retail sale contract to accession contracts (Article 428 of the Civil Code) practically excludes the oral form of the contract, since it involves the use of standard forms, forms, the availability of written documents from the seller about the product, its price and other essential terms of the retail purchase contract. sales" . A.E. Sherstobitov notes that “as a general rule, such an agreement is concluded orally. In the event that the moment of making and the moment of execution of the transaction do not coincide, it is necessary to be guided by the requirement of Art. 161 of the Civil Code of the Russian Federation, according to which transactions must be made in simple written form, with the exception of transactions that require notarization, transactions of legal entities between themselves and with citizens. The question arises about the relationship between the norms under consideration and Art. 493 of the Civil Code of the Russian Federation. Based on the need to take into account general provisions, and a special rule, it should be considered that a cash or sales receipt or other document confirming payment for the goods issued by the seller to the buyer under a retail sale and purchase agreement, when the moment of its conclusion and the moment of execution do not coincide, represent a written form of the contract.

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Braginsky M.I., Vitryansky V.V. Contract law. Book two: Treaties on the transfer of property. 4th ed., stereotype. M.: Statute, 2002; SPS "Consultant Plus".

ConsultantPlus: note.

The textbook "Civil Law: In 4 volumes. Volume 3: Law of Obligations" (under the editorship of E.A. Sukhanov) is included in the information bank according to the publication - Volters Kluver, 2008 (third edition, revised and supplemented).

Civil Law: Textbook. In 4 volumes / Ed. E.A. Sukhanov. M.: Statute, 2010. Vol. 3: Law of Obligations; ATP "ConsultantPlus" (the author of the chapter is A.E. Sherstobitov).

Yu.S. Kharitonova expresses the opinion that “the issuance of a payment document (cash or sales receipt, other document) does not determine the form of the contract in question. The form of the contract of retail sale is subject to the norms of Art. Art. 159 - 161 of the Civil Code of the Russian Federation. The form of the contract is recognized as appropriate for a specific retail sale contract, depending on the moment at which this contract was executed.

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Commentary on the Civil Code of the Russian Federation: In 3 volumes / Ed. THOSE. Abova, A.Yu. Kabalkin. T. 2: Commentary on the Civil Code of the Russian Federation, part two (item-by-article). 3rd ed., revised. and additional Moscow: Yurayt-Izdat, 2006; SPS "Consultant Plus".

The form of the retail sale and purchase agreement is determined by the following circumstances:

- the subject matter of the contract. The subject acts as a seller entrepreneurial activity– a legal entity (given that the retail sale and purchase agreement is public, – commercial organization) or an individual entrepreneur;

- the moment of execution of the contract. The contract of retail purchase and sale, as a rule, is executed at the time of its completion. According to paragraph 2 of Art. 159 of the Civil Code of the Russian Federation, unless otherwise established by agreement of the parties, then all transactions executed at the time of their very conclusion can be made orally, with the exception of transactions for which a notarial form is established, and transactions for which non-compliance with a simple written form entails their invalidity.

In this regard, the moment of conclusion of the contract is associated with the issuance of written evidence to the buyer of the conclusion of the contract. However, the absence of such evidence does not limit the possibility of concluding a contract orally and, accordingly, referring to testimonies.

Other provisions on the moment of concluding a retail sale and purchase agreement may be provided for both by law and by the agreement. So, according to paragraph 2 of Art. 498 of the Civil Code of the Russian Federation, a retail sale and purchase agreement using vending machines is considered concluded from the moment the buyer performs the actions necessary to receive the goods.

In the event that the terms of the retail sale contract are determined by the seller in forms or other standard forms and could be accepted by the other party only by joining the proposed contract as a whole, such an agreement is an agreement of accession and is made in writing.

Commodity, cash receipt and, other documents are written evidence of the conclusion of a retail sale contract. So, for example, in accordance with paragraph 20 of the Rules for the sale of certain types of goods, a list of durable goods that are not subject to the buyer's requirement to provide him free of charge for the period of repair or replacement of a similar product, and a list of non-food products of good quality that are not subject to return or exchange for a similar product of a different size, shape, size, style, color or configuration, approved by Decree of the Government of the Russian Federation of January 19, 1998 N 55, in case of retail trade along with the product (with the exception of food products specified in paragraph 2, clause 4 of these Rules), the buyer is given a sales receipt, which indicates the name of the goods and information about the seller, the date of sale, the quantity and price of the goods, and also affixes the signature of the seller's representative.

The norms of the commented article are special in relation to general norms on the form of the transaction and are subject to application to all retail sales contracts (including the buyer's ability to refer to witness testimony), unless otherwise provided by law or the contract for certain types of retail sales contracts. This also applies to such contracts of retail sale and purchase, for which the commission and execution are separated in time. So, for example, in accordance with paragraph 31 of Decree of the Government of the Russian Federation of July 21, 1997 N 918 "On approval of the Rules for the sale of goods by samples", if the delivered goods are transferred to the buyer or recipient at his place of residence or other address indicated by him, the goods are accepted by the buyer or recipient in accordance with the data of the accompanying document (notice, receipt) for the goods.

In accordance with paragraph 20 of the Rules for the sale of goods by remote means, approved by Decree of the Government of the Russian Federation of September 27, 2007 N 612, the contract retail goods remotely is considered concluded from the moment the seller issues the buyer a cash or sales receipt or other document confirming payment for the goods, or from the moment the seller receives a message about the buyer's intention to purchase the goods. When paying for goods by the buyer in a non-cash form or selling goods on credit (with the exception of payment using bank payment cards), the seller is obliged to confirm the transfer of goods by drawing up an invoice or an act of delivery and acceptance of goods.

The fact that the consumer does not have a cash or sales receipt or other document certifying the fact and conditions of the purchase of goods is not a basis for refusing to satisfy his requirements by the seller (manufacturer, authorized organization or authorized individual entrepreneur, importer), including requirements for the replacement of goods, elimination its shortcomings, etc. So, when returning the goods, the buyer must confirm that the returned goods were purchased from this particular seller. In the event of a dispute, the buyer, in the absence of a cash receipt, sales receipt or other document, has the right to refer to witness testimony in support of the fact of the conclusion of the contract and its terms, which are evaluated by the court in conjunction with all the evidence collected in the case.

2. A cash receipt is a primary accounting document printed cash register equipment on paper, confirming the fact of cash settlement and (or) settlement using payment cards between the user and the buyer (client), containing information about these settlements, registered by software and hardware of cash registers, ensuring proper accounting of funds during the calculations, in accordance with Decree of the Government of the Russian Federation of July 23, 2007 N 470 “On approval of the Regulations on the registration and use of cash registers used by organizations and individual entrepreneurs» . In a sales receipt, unlike a cash receipt, not only the price is indicated, but also the type and quantity of the goods sold.

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Collection of legislation of the Russian Federation. 2007. N 31. Art. 4089.

The procedure for approving the form of strict reporting forms equated to cashier's checks, as well as the procedure for their accounting, storage and destruction are established by Decree of the Government of the Russian Federation of May 6, 2008 N 359 “On the procedure for cash settlements and (or) settlements using payment cards without use of cash registers".

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Collection of legislation of the Russian Federation. 2008. N 19. Art. 2191.

Sales receipt form not included in albums unified forms primary accounting records. In this regard, in the letter of the Ministry of Finance of Russia dated February 11, 2009 N 03-11-06 / 3/28, it is explained that taxpayers have the right to independently approve the form of a sales receipt, while observing the provisions of the Federal Law of November 21, 1996 N 129- Federal Law "On Accounting". According to Art. 9 of the said Law, all business transactions carried out by the organization must be documented by supporting documents. These documents serve as primary accounting documents on the basis of which accounting is maintained.

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Decree of the State Statistics Committee of Russia dated December 25, 1998 N 132 “On approval of unified forms of primary accounting documentation for accounting for trade operations” // Accounting. 1999. No. 3.

Primary accounting documents are accepted for accounting if they are drawn up in the form contained in the albums of unified forms of primary accounting documentation, and documents whose form is not provided for in these albums must contain the following mandatory details:

a) the name of the document;

b) the date of the document;

c) the name of the organization on behalf of which the document is drawn up;

e) measuring instruments of economic transactions in physical and monetary terms;

f) the names of the positions of persons responsible for the business transaction and the correctness of its execution;

g) personal signatures of the said persons.

The registration of a sales receipt may have some differences depending on the type of goods. Reflection in the sales receipt of additional information, including the name of the buyer, is possible only in agreement with the seller of the goods.

The issuance of a cash receipt, and in some cases a sales receipt, is the seller's obligation under a retail sale contract, which is ensured by public law. The use of control cash registers determined federal law dated May 22, 2003 N 54-FZ "On the use of cash registers in the implementation of cash payments and (or) payments using payment cards", in accordance with Art. 2 of which cash register equipment included in the State Register is used on the territory of the Russian Federation without fail by all organizations and individual entrepreneurs when they make cash payments and (or) payments using payment cards in cases of selling goods, performing work or providing services . From the general rule there are exceptions established by law. Organizations and individual entrepreneurs, due to the specifics of their activities or the characteristics of their location, can produce cash cash settlements and (or) settlements using payment cards without the use of cash registers when carrying out the following activities:

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Collection of legislation of the Russian Federation. 2003. N 21. Art. 1957.

- sale of newspapers and magazines, as well as related products in newspaper and magazine kiosks, provided that the share of the sale of newspapers and magazines in their turnover is at least 50% and the range of related products is approved by the executive authority of the constituent entity of the Russian Federation;

- trade in markets, fairs, exhibition complexes, as well as in other territories designated for trade, with the exception of trade in stores, pavilions, kiosks, tents, car shops, auto shops, motor vans, container-type premises and others located in these places equipped and ensuring the display and safety of goods in trading places, open counters inside covered market premises when selling non-food products;

- peddling small-scale retail trade in food and non-food products (with the exception of technically complex goods and food products that require certain storage and sale conditions) from hand carts, baskets, trays;

– sale of tea products in the passenger cars of trains in the range approved by the federal executive authority in the region railway transport;

– sale in countryside(excluding district centers and urban-type settlements) medicines in pharmacy points located in feldsher-obstetric stations;

– trade in kiosks with ice cream and soft drinks on tap;

– trade from tanks in beer, kvass, milk, vegetable oil, live fish, kerosene, as well as waddle vegetables and gourds;

In the letter of Roskomtorg dated March 17, 1994 N 1-314 / 32-9 “On the approximate rules for the operation of the enterprise retail and the Basic Requirements for the Operation of a Small-Scale Retail Network”, it is noted that the enterprise is obliged to issue to the buyer, together with the purchase, a printed cash register a purchase receipt confirming the fulfillment of obligations under the purchase and sale agreement between the buyer and this enterprise. When selling technically complex goods and other non-food products, which, in case of failure during the warranty period, can be returned to the store, the buyer is issued a sales receipt indicating the name (number) of the store, the name and grade (article) of the product, price, date of sale and the name of the seller. The sales receipt is issued in two copies, one of which is given to the buyer. The technical passport for the product also contains the date and year of sale, the stamp of the store, the name of the seller.

It is the responsibility of the buyer to keep the cash receipt until exiting trading floor self-service.

The law enforcement practice of using cash receipts as evidence of the conclusion of a sales contract and its terms is ambiguous. So, by the Decrees of the FAS of the Central District of August 4, 2009 N A23-1880 / 08G-19-117, the FAS of the North-Western District of October 8, 2009 N A56-58546 / 2008 was recognized as inadequate evidence of a cash receipt, in which does not contain information about the purchased product. By the decisions of the Federal Antimonopoly Service of the Moscow District dated August 26, 2009 N KG-A40 / 7959-09 and the Seventeenth Arbitration Court of Appeal dated February 18, 2009 N A60-25777 / 2008, the testimony was recognized as proper evidence of the conclusion of a contract for the sale of counterfeit products and, therefore, violation of the exclusive right of the copyright holder. The Federal Antimonopoly Service of the Moscow District, in its Decree of June 26, 2008 N KG-A41 / 5437-08, indicated that, within the meaning of Art. 493 of the Civil Code of the Russian Federation, a cash receipt is a document confirming the conclusion of a retail sale and purchase agreement.

3. To confirm the fact of concluding a retail sale and purchase agreement, operational documentation, in which a note on payment is made, and a control tape to the cash register, can be used as other documents. In accordance with paragraph 14 of the Regulations on the registration and use of cash registers used by organizations and individual entrepreneurs, approved by Decree of the Government of the Russian Federation of July 23, 2007 N 470, all cash registers must have a control tape and must be stored for at least five years (letter of the Federal Tax Service of Russia for Moscow dated November 2, 2005 N 22-12 / 80195).