Under the contract of rent, one party (the rent recipient) provides the other party (the rent payer) with property, and the rent payer undertakes the duty to periodically pay the recipient a certain amount, or to provide money for its maintenance in a different form (Article 583 of the CC of the RF).
Under donation contract the donor shall, without consideration:
transfer, or undertake to transfer something to the ownership of the recipient;
transfer, or undertake to transfer to the recipient, property rights of the donor or a third person;
release, or undertake to release the recipient from the property obligation towards the donor or a third person (Article 572 of CC of the RF).
The contracts of sale, barter, and rent are compensated contracts. The only uncompensated contract in this category is the contract of donation. It should be taken into account that donations between commercial organizations are expressly prohibited under Clause 1 of Article 575 of the CC of the RF.
2.2. Contracts of Transferring the Property for Use
The CC of the RF specifies the following contracts of property use: lease, rental of housing premises, and gratuitous use. With the transfer of the property under these contracts, the lessee obtains the legal title to that property. The rights of the rent payer are protected by proprietorial means through vindicative and negatory claims (Article 301304 of the CC of the RF). Furthermore, the rent payer has the right to protect the property, even from its owner (Article 305 of the CC of the RF).
Chapter 34 of the CC of the RF is dedicated to the regulation of the lease. Under the lease agreement (contract for the lease of property), the lessor shall undertake to furnish (for a charge) the leaseholder with property, for temporary possession and use, or for temporary use (Article 606 of the CC of the RF).
The provisions governing the rent of premises can be found in Chapter 35 of the CC of the RF. Under a rent contract of housing premises, one party the owner of the housing premises or an authorized person (the lessor), undertakes the duty to provide (for payment) the other party (the lessee) with housing premises for possession and use for housing purposes (Article 671 of the CC of the RF). The difference between this contract and the lease contract is the object, which is being transferred to the possession of the counterparty. In this contract the object can only be used as housing premises.
The gratuitous use is governed by Chapter 36 of the CC of the RF. Under the contract for gratuitous use, one party (the lender) undertakes to transfer, or transfers something for gratuitous use by the other party (the borrower). The latter undertakes to return the object of the contract in the same condition with due account for normal depreciation, or in the condition stipulated in the contract (Article 689 of the CC of the RF). Commercial organizations do not have the right to lend property for gratuitous use to their founders, shareholders, directors, members of management, or control bodies.
2.3. Contracts on Providing Services and Performing Works
2.3.1. Contracts on Performing Works
The CC of the RF regulates two types of work contracts: contracts of work for hire (Chapter 37 of the CC of the RF), and contracts of scientific research works, experimental designs, and technological works (Chapter 38 of the CC of the RF).
Under the contract of work for hire, one party (the contractor) undertakes the duty to do certain work at the order of the other party (the customer), and to transfer the results to the customer within the established period of time. The customer, on the other hand, undertakes the duty to accept the results of the work, and to pay for it (Article 702 of the CC of the RF). There are several types of work for hire contracts: consumer work, construction work, design and exploratory work, and work for state and municipal needs. These specific types of contracts are regulated in Chapter 37 of the CC of the RF.
Chapter 38 of the CC of the RF incorporates the regulation of two types of contracts: contracts of scientific research, and contracts of experimental designs and technological works. Under a contract for the performance of scientific research work, the performer undertakes the duty to conduct scientific research, based on a technical order of the customer. Under a contract for the performance of experimental design and technological work, the performer undertakes the duty to develop a model of a new manufacture, draft documentation for it, or for a new technology. In both contracts, the customer undertakes the duty to accept the work and to pay for it.
2.3.2. Contracts on Providing Services
Several chapters of CC of the RF govern the contracts of providing different kinds of services: carriage, freight forwarding, insurance, storage, delegation, commission, entrusted management of property, bank deposits, bank accounts, and agency.
The rules of Chapter 39 of the CC of the RF (contracts of compensated services) apply to the contracts which are not specifically regulated in the code. In particular, the rules of this chapter apply to the provision of medical, auditing, consulting, and information services, as well as to the services related to education and tourism.
3. Common Types of Contracts
3.1. Contract of Sale
3.1.1. General Rules
The general provisions on the contract of sale can be found in Articles 454491 of the CC of the RF. These provisions subsidiarily apply to individual types of contracts of sale, if the CC of the RF does not provide specific rules for those contracts. The general provisions govern the main rights and obligations of the parties, the quality and assortment requirements, transfer of the right of ownership, and the risk of accidental loss of goods.
The description of goods is an essential term in the contract of sale. This term is deemed to be agreed on if the contract allows for the determination of the name and quantity of goods. According to Article 455 of the CC of the RF, a contract may be concluded for the purchase and sale of goods that the seller has on hand, at the time of the conclusion of the contract, as well as of goods which will be made or acquired by the seller in the future. Furthermore, the general rules on the ability of goods to be circulated, provided in Article 129 of the CC of the RF, shall also be complied with. According to Article 456 of the CC of the RF, the quantity of the goods subject to transfer to the buyer can be stipulated in units or with monetary expression. The term on the quantity of goods can be agreed on by means of establishing in the contract a procedure for such a determination.
The price of the contract is not an essential term for contracts of sale (with the exception of contracts of real estate sale). If the price of the contract is not stipulated in the contract and cannot be implied from the other terms of the contract, the payment of goods shall be made in the amount that is usually paid in comparable circumstances for similar products (Clause 1 of Article 485 of the CC of the RF, Clause 3 of Article 424 of the CC of the RF).
The quality of goods shall correspond to the terms of the contract. In the absence of such terms, the seller shall transfer to the buyer goods that are appropriate for the use which that sort of goods is typically intended for. The consequences of the transfer of goods of improper quality are set forth in Article 475 of the CC of the RF. If the defects of goods are not substantial, the buyer shall have the right, at their choice, to demand either proportionate reduction of the purchase price, or uncompensated elimination of the defects of goods within a reasonable period of time, or compensation of expenses for the elimination of such defects. In case of a substantial breach of the requirements on the quality of goods, the buyer shall have the right, at their choice, to refuse to perform the contract of sale and to demand the return of the amount paid for the goods, or to demand the replacement of goods of improper quality with those corresponding to the terms of the contract.
The seller has the duty to transfer goods that are free from the rights of third parties, with the exception of cases when the buyer agreed to accept goods which are burdened with the rights of third parties (Article 460 of the CC of the RF). The breach of this duty gives the buyer the right to demand a reduction of the price of goods, or the termination of the contract of sale, unless it is proven that the buyer knew or should have known of the rights of third parties to these goods.
In case the third parties have withdrawn the goods from the buyer on the grounds that arose before the performance of the contract of sale, the seller shall be obligated to compensate the buyer for inflicted losses, unless the seller proves that the buyer knew or should have known of the existence of these grounds.
3.1.2. Contract of Retail Sale
The contract of retail sale is governed by Articles 492505 of the CC of the RF. This contract is distinguished by the following characteristics:
1) the seller is a person conducting entrepreneurial activity in the sphere of retail sale of goods;
2) the purchased goods are meant for personal, family, domestic, or another use that is not connected with entrepreneurial activity.
The contract of retail sale is a public contract. Therefore, the seller does not have the right to give preference to one person over another with respect to the conclusion of a public contract. The price and the other terms of the contract shall be identical for all buyers.