Service agreement (EXAMPLE)
Moscow
Month date, 2023
«_____________ » hereinafter referred to as the «Customer» represented by the Director _________ acting under the Charter, on the one hand, and «Virginia» LLC, founded and acting in accordance with the legislation of the Russian Federation, hereinafter referred to as the «Contractor» represented by General director Novoseltseva I.S. acting under the Charter, on the other hand, jointly referred to as the «Parties», have entered into this Agreement as follows:
1. SUBJECT MATTER OF THE AGREEMENT
1.1. The Contractor shall undertake to, at the request of the Customer, provide booking services for airport VIP lounges, and the Customer shall pay for these services in the manner and under the terms of this agreement.
1.2. The Contractor shall undertake his obligations under this Agreement upon receiving an actual booking request from the Customer.
2. RIGHTS AND OBLIGATIONS OF THE PARTIES
2.1. The Customer shall undertake to:
2.1.1. Submit his booking requests for VIP lounges by filling in all the required fields using his personal account registered after signing the agreement, as well as through the Internet resource by installing the Contractor’s referral program on his website.
2.1.2. Inform the passengers or their representatives of the terms and conditions of booking VIP lounges.
2.1.3. Pay for the services booked promptly and in full in accordance with this Agreement.
2.2. The Contractor shall undertake to:
2.2.1. Receive the Customer’s booking requests.
2.2.2. Inform the Customer of the confirmation of his booking request.
2.2.3. Inform the Customer of the terms and conditions of booking VIP lounges.
2.2.4. Inform the Customer of price changes for the Services by giving a notice through his personal account.
3.PAYMENT PROCEDURE
3.1. The tariffs for airport VIP lounge booking services shall be regulated through the Customer’s personal account.
3.2. When using the referral program for VIP and business lounge booking from the Contractor’s Internet resource on the Customer’s website the payment terms shall be as follows: at the end of each calendar month the profit shall be the total aggregated difference between the sales price and the cost set in the agreement and regulated through the personal account less 2.5% of the total monthly trade turnover under the referral program.
3.3. Under this Agreement the payment for the Service shall be made either in cash or by bank transfer in rubles in the form of 100% prepayment at the VAT rate equal to 0% (pursuant to the tax rate application rules of 0 percent for value added tax when selling goods (jobs or services) for official use by international organizations and their representative offices carrying out activity on the territory of Russian Federation, which are approved by Russian Government Resolution No 455 dated 22nd July 2006 and Order of Russian Foreign Ministry and Finance Ministry dated 9th April 2007).
3.4. In case of late payment the Contractor shall be entitled to apply penalties of up to 0.1% for each day of delay, but not more than 3% of the outstanding amount.
4. TERM OF THE AGREEMENT, ITS MODIFICATION AND TERMINATION PROCEDURE
4.1. Настоящий Договор вступает в силу с даты подписания его обеими Сторонами. Настоящий Договор заключается сроком на один год с автоматической пролонгацией, если за месяц до истечения срока ни одна из сторон письменно не уведомит о расторжении.
4.1. This Agreement shall be effective from the date of its signature by both Parties. This Agreement is valid for one year and shall be deemed automatically extended unless either Party notifies the other in writing of its decision to terminate the Agreement one month prior to the expiration date.
4.2. All the amendments and supplements to this Agreement shall be made in writing.
4.3. The Contractor reserves the right to unilaterally change the cost of the provided services by notifying the Customer through his personal account.
4.4. This Agreement may be terminated by mutual agreement of the Parties. The unilateral termination of this Agreement shall be possible in the cases and manner prescribed by the law of the Russian Federation.
5.RESPONSIBILITY OF THE PARTIES
5.1. The Parties shall be responsible for the failure to fulfill obligations or improper fulfillment of obligations under this Agreement in accordance with the legislation of the Russian Federation.
5.2. The Contractor shall not be responsible for errors or invalidity of the documents or data provided by the Customer.
5.3. All the unconfirmed orders shall be fully (100%) refunded.
5.4. The Contractor shall not be responsible for acts of government bodies, namely, airport security, customs or border control services.
6. FORCE MAJEURE
6.1. The Parties shall not be liable for the failure to perform or improper fulfillment of obligations under this Agreement in case of force majeure circumstances which include natural disasters, accidents, fires, mass riots, revolutions, acts of war, legislative acts, government decrees and mandates coming into force that directly or indirectly prohibit the types of activities specified in the Agreement, prevent from performing their functions by the Parties under the Agreement, and other circumstances independent of the will of the Parties.
6.2. The Party that has become the object of force majeure shall immediately notify the other Party about the incident in writing.
6.3. The case of force majeure shall be certified by the conclusion of the relevant state bodies.
7. DISPUTE SETTLEMENT PROCEDURE AND MISCELLANEOUS
7.1. All disputes hereunder shall be settled by the Parties through negotiations. In case of failed negotiations, the Parties shall follow the Russian law, and also, should it be not possible to settle the dispute voluntarily due to objective reasons, it shall be transmitted for consideration to the Arbitration Court at the Chamber of Commerce of the Russian Federation according to its regulations.
7.2. The fact of concluding the Agreement, as well as other information given by the Parties to each other for the purposes of this Agreement shall be considered confidential and not be disclosed to third parties (except for the cases stipulated by the applied legislation). It shall be possible to provide the information to Sheremetyevo International airport JSC for the purposes of this Agreement. The obligation to maintain confidentiality shall remain effective within five years after the termination of this Agreement .
7.3. The Parties shall recognize the legal validity of the documents sent by e-mail or made electronically equally with the written ones provided that they were sent from the number or e-mail address specified in this Agreement. Also the Parties have agreed that they shall recognize the facsimile reproduction of the signatures of the authorised representatives of the Parties made on the Agreement, its supplement agreements or other documents related to this Agreement by copying means (under Paragraph 2 of Art. 160 of the Civil Code of the Russian Federation), except for the financial documents.
7.4. All the supplement agreements and appendixes to this Agreement shall be considered its integral part.
7.5. The agreement is made in Russian in two original copies each of which has the equal legal effect for each Party.