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City: Astana 22 of May, 2013
LLP “PolyPlast+”, hereinafter referred as “Appointer”, represented by director O.V. Degtyaryova, acting under the Charter, on one side, and
LLC “TradeBusinessConsucting”, hereinafter referred as “Principal”, represented by director __________________, acting under the Charter, on the other side, collectively and individually referred to as the “Parties” settle a contract as follows:
1. SUBJECT MATTER
1.1. On the basis of current Contract Principal undertakes on behalf of Appointer to search the suppliers of goods, specified in Appointer's order (hereinafter – “goods”). Principal is not entitled to sign product supply contracts on behalf of Appointer and at Appointer’s cost. Principal’s requests could be sent to Appointer by mail or via e-mail.
1.2. For the fulfillment of the requests by Principal Appointer pays to Principal repayment, established by current Contract.
1.3. Principal warrants absence of contractual and other relations with other persons, which can influence on the fulfillment of current Contract. Principal ensures its independence and objectivity in fulfillment of current Contract.
1.4. Orders under current Contract are performed at Principal’s location (Novosibirsk city). If the assignments to other localities, Appointer covers all transportation and living costs of Principal on the following basis:
- tickets – ex post, economic fare;
- accommodation (hotel) – ex post, no more than 300 USD per day;
- meal: 40 USD per day.
All costs, connected with the fulfillment of current contract and not mentioned in the Contract, are covered by the Principal at his expense.
1.5. The Principal is obliged to fulfill the orders given to him according to Appointer’s instructions. Appointer’s instructions are to be legally valid, enforceable and particular.
1.6. Every order is considered to be fulfilled since the moment of signing of Acceptance Act by both Parties.
2. OBLIGATIONS OF THE PARTIES
2.1. Appointer undertakes:
2.1.1. To provide Principal with constitutive and other documents after signing of current Contract after written or oral instruction of Principal.
2.1.2. To give the Power of Attorney to Principal in order to perform the actions under current Contract.
2.1.3. To provide the Principal with all needed information for the fulfillment of the order.
2.1.4. To pay the fee to Principal.
2.1.5. To cover all costs, incurred by Principal, during fulfillment of current Contract.
2.1.6. To fulfill other duties in accordance with current contract and law.
2.1.7. In case of having any objections concerning Acceptance Act, to inform Principal about them in written in 20 (twenty) days after receiving the Acceptance Act. Otherwise the Acceptance Act is considered to be signed by Parties.
2.2. Appointer has the right:
2.2.1. In accordance to current Contract to direct to Principal Orders, establishing specifications to supplier, terms of supposed delivery Contract, deadlines of the Order and Principal’s fee for the fulfillment of Order. Herewith, in case Principal didn’t send the rejection to Appointer in 10 work days, Orders are considered to be agreed and to be fulfilled by Principal.
2.2.2. At any time ask the Principal to perform the data and reports about progress of Orders’ fulfillment, copies of documents, confirming performed by Principal services.
2.2.3. To give to Principal instructions about the way and other terms of Order fulfillment under current Contract. Appointer’s instructions are to be legally valid, enforceable and particular.
2.2.4. To cancel any or all Orders under current Contract at any time, having informed Principal in 30 (thirty) days.
During cancellation of the Order by Appointer before the total fulfillment by Principal, Appointer has to compensate all the costs, incurred by Principal during the fulfillment of the Order, and pay the fee to Principal proportionate to performed work. This rule is not implemented to fulfillment of the Order by Principal after the receiving of notification about cancellation of one or another Order.
2.3. Principal undertakes:
2.3.1. In order to fulfill the Orders, given by Appointer, in accordance to article 1.1 of current Contract:
- to perform the search of suppliers of goods in order to sign the delivery contract with them by Principal;
- to perform the preliminary negotiations with potential suppliers concerning terms of goods’ supplies;
- to follow instructions of Appointer during negotiations.
2.3.2. To perform every Order according to current Contract in time, set by Appointer in Order.
2.3.3. To inform the Appointer about the progress of Order fulfillment by request.
2.3.4. To return nor expired Power of Attorney to Appointer in case of abortion of current Contract before it’s fulfillment.
2.3.5. To follow Appointer’s instructions, if Principal has no possibility to ask Appointer in advance or didn’t receive the answer in reasonable time.
2.4. Principal has the right to:
2.4.1. To reject the fulfillment of the Order in 10 work days after receiving of the Order from Appointer if Principal doesn’t agree with fee and/or fulfillment terms, set by Appointer in Order. The Order is considered to be unfinalized and is not to be fulfilled.
2.4.1. At any time to reject the fulfillment of all, but not the certain part of agreed Order under current Contract, having informed Appointer about this before 30 days.
In case of unilateral rejection of Principal to fulfill agreed Orders, he has to compensate to Appointer all the incurred costs, if Appointer will have no possibility to provide his interests.
2.5. Appointer and Principal have to protect the confidentiality of the information, received during fulfillment of current Contract.
3. PAYMENT UNDER CURRENT CONTRACT
3.1. For the fulfillment of the Order under current Contract Appointer pays fee to Principal in volume, agreed by Appointer in every Order.
The payment is performed once only in 5 work days after signing of the Acceptance Act under the Order, by money transfer on the Principal’s account according to payment receipt.
3.2. In order, set in article 3.1 of current Contract, Appointer cover the expenses of Principal, incurred during the fulfillment of Orders under current Contract.
3.3. The obligation of Appointer to pay is considered to be finished since the moment of enrollment of Parties’ representatives.
4. RESPONSIBILITY OF THE PARTIES
4.1. In case of non-fulfillment of the Order by Principal in time, agreed under the article 2.3.2.of current Contract, Appointer has the right to raise a demand to pay the penalty in volume of 0,05% from total Principal’s fee under the Order per every day after the deadline.
4.2. In case of fee payment term breach and/or breach of term of expense repayment by Appointer, agreed by the article 3.1 of current Contract, Principal has the right to raise demand to Appointer to pay the penalty in volume of 0,05% from total Principal’s fee under the Order per every day after the deadline.
4.3. In case of non-fulfillment of inappropriate fulfillment of other obligations under current Contract, Parties are responsible according to the current legislation of Russian Federation.
5. ACT OF GOD
5.1. The Parties shall not be liable for any failure during performing its obligations hereunder if such failure or improper performance was due to circumstances of force majeure. Some of these circumstances include war, acts of war, riots, sabotage, strikes, fires, explosions, floods or other natural disasters, legal acts of public authorities.
5.2. Immediately after receiving the information about the occurrence of any circumstances, delaying the fulfillment or otherwise impeding the execution of current Contract, the Parties shall notify each other about it.
5.3. The Parties shall not be liable for any damages, including expenses, as well as costs associated with claims or demands of third parties that may arise as a result of force majeure.
5.4. If the circumstance of force majeure leads to material breach or non-fulfillment of obligations under current Contract, lasting more than three months, each Party may terminate this Contract after the other party's prior written notice of its intention to terminate the Agreement.
6. SETLEMENT OF DISPUTES
6.1. All disputes under current Contract shall be settled by negotiations. The obligatory condition of pre-trial settlement of disputes under this Contract is the direction of the claim.
6.2. The terms of this Agreement are interpreted in accordance with the current legislation of the Russian Federation (the applicable law).
6.2. In the case if claims of the Party has not been satisfied, or the answer to the complaint has been received by the Party within 30 calendar days, the dispute shall be referred to the Arbitration Court of Novosibirsk Region and construed in accordance with the procedural law of the Russian Federation in Russian.
7. ORDER OF THE INTERACTION OF THE PARTIES
7.1. Orders, notices and other documents related to the fulfillment of current Contract, are given by sending a letter by courier or by delivery by hand to each other by the authorized representatives of the Parties.
In case of immediate solution to the question related to the execution of current Contract, the Parties shall send to one another Orders, reports and other documents by e-mail
8. TERM OF AGREEMENT AND OTHER CONDITIONS
8.1. Current Contract enters into force on the date of its signing and is valid till 31.12.2014.
8.2 Changes and additions to this Agreement shall be made in written and signed by both Parties.
8.3. This Contract is signed in two copies in Russian and English languages, one for each party. Both copies have equal legal force. In case of any discrepancy between the English and Russian versions of this Agreement or dispute regarding the interpretation of a provision in English or Russian, Russian version of this Agreement shall prevail and questions of interpretation should be attributed exclusively to the Russian language.
8.4. In all other cases not provided for herein shall be governed by the legislation of the Russian Federation.
9. REQUISITES AND SIGNATURES OF THE PARTIES:
Legal address : office 2, B.Maylina St. 10, Astana city
Postal address: 010010, office 2, B.Maylina St. 10, Astana city
RNCBO 40455621, BIN 050240010558
Operating account (tenge) KZ256010111000046251
Operating account (RUR) KZ956010111000046252
at JSC «Narodniy Bank Kazakhstana»
VAT License: serial No. 62001 No.0023842 from 24/10/2012