The Civil Code of the Russian Federation(with the Additions and Amendments of February 20, August 12, 1996,
October 24, 1997, July 8, December 17, 1999, April 16, May 15,
November 26, 2001, March 21, November 14, 26, 2002,
January 10, March 26, November 11, December 23, 2003)
Chapter 52. Agency Service
Article 1005. The Brokerage Contract
1. Under the brokerage contract one party (agent) shall undertake for remuneration to perform legal and other actions on the instruction of the other party (principal) on his own behalf, but at the expense of the principal or on behalf and at the expense of the principal. In a transaction made by the agent with a third person in his own name and at the expense of the principal, the agent shall acquire rights and become to be bound, although the principal has been named in the transaction or entered in direct relations with a third party for the execution of the transaction.
In a transaction made by the agent with a third person on behalf and at the expense of the principal, the rights and obligations shall arise for the principal.
2. In cases where the brokerage contract concluded in written form provides for the agent's general obligations for making deals on behalf of the principal, the latter shall have no right in his relations with third persons to refer to the lack of requisite obligations by the agent, unless he proves that the third person knew or should have known about the limitation of the agent's obligations.
3. The brokerage contract may be concluded for an indefinite period or without an indication of its validity term.
4. The law may provide for the specific aspects of particular types of the brokerage contract.
Article 1006. The Bonus of the Agent
The principal shall be obliged to pay to the agent the bonus in the amount and in the order established by the brokerage contract.
If the brokerage contract does not provide for the amount of the nobis of the agent and the latter cannot be estimated on the basis of he contractual terms, the bonus shall be subject to payment in amount, specified in keeping with Item 3 of Article 424 of this Code.
In the absence of contractual terms on the procedure for the payment of the agent's bonus, the principal shall be obliged to pay the bonus during a week since the time of the submission of a report by the agent to him for the past period, unless a different procedure for the payment of the bonus follows for the substance of the contract or the business turnover customs.
Article 1007. The Restriction of the Rights of the Principal and the Agent by the Brokerage Contract
1. The brokerage contract may provide for the principal's obligation not to conclude similar brokerage contracts with other agents acting on the territory defined by the contract or to refrain from the independent activity on this territory, which is analogous to the activity that makes up the subject of the brokerage contract.
2. The brokerage contract may provide for the agent's obligation not to conclude with other principals similar contracts, which shall be executed on the territory coinciding in full or in part with the territory indicated in the contract.
3. The terms and conditions of the contract, by virtue of which the agent shall have the right to sell goods, perform works or render services for an exclusively definite category of buyers (customers) or exclusively for the buyers (customers) who have their place of location or residence on the territory defined by the contract, shall be void.
Article 1008. Reports by the Agent
1. During the performance of the brokerage contract the agent shall be obliged to submit his reports to the principal in the order and in the time-limits which are provided for by the contract. In the absence of appropriate terms and conditions in the contract, reports shall be submitted by the agent to the extent of the execution of the contract by him or upon the expiry of the validity term of the contract.
2. Unless otherwise stipulated by the brokerage contract, the agent's report shall be enclosed with necessary proof of the expenses incurred by the agent at the expense of the principal.
3. The principal who has objections to the agent's report shall be obliged to communicate them to the agent within 30 days since the day of receipt of he contract, unless the agreement of the parties stipulates a different period of time. Otherwise the report shall be deemed to be accepted by the principal.
Article 1009. The Sub-agency Contract
1. Unless otherwise stipulated by the brokerage contract, the agent shall have the right to conclude a sub-agency contract with another person for the purpose of executing the contract, being liable for the actions of the sub-agent to the principal. The brokerage contract may provide for the agent's obligation to conclude a sub-agency contract with or without an indication of concrete terms and conditions of such contract.
2. The sub-agent shall have no right to conclude with third parties transactions on behalf of the principal under the brokerage contract, except for the cases where in conformity with Item 1 of Article 187 of this Code, the sub-agent may act on the basis of substitution. The procedure and consequences of such substitution shall be determined according to the rules, provided for by Article 976 of this Code.
Article 1010. The Termination of the Brokerage Contract
The brokerage contract shall cease in consequence of:
the refusal of one of the parties to execute the contract concluded without fixing the period of the completion of its validity;
the death of the agent, the recognition of him as legally unfit, specially incapable or missing;
the recognition of the individual businessman who is an agent as insolvent (bankrupt).
Article 1011. The Application of the Rules for Contracts of Agency and Commission to the Relations of Agents
The rules provided for by Chapter 49 or Chapter 51 of this Code shall be applied accordingly to the relations following from the brokerage contract depending on the fact whether the agent acts under the terms and conditions of this contract on behalf of the principal or in his own name, unless these rules contradict the provisions of this Chapter or the substance of the brokerage contract.
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