The form and content of the contract for the sale of real estate. Civil Code of the Russian Federation, 2018. Enterprise sale agreement

Under the contract for the sale of real estate, the seller undertakes to transfer to the buyer's ownership a land plot, building, structure, apartment or other real estate, and the buyer undertakes to accept this property and pay the price determined by the parties for it (clause 1 of article 549, clause 1 article 454 of the Civil Code).

The contract for the sale and purchase of real estate is consensual, onerous, mutual. The seller of immovable property may be the owner of immovable property or a person specially authorized by him by virtue of the law or contract. The contract for the sale of real estate must be concluded in writing by drawing up one document signed by the parties. Failure to comply with the established form entails its invalidity (Article 550 of the Civil Code). The contract for the sale of real estate (with the exception of the contract for the sale and purchase of residential premises) is considered concluded from the moment the parties sign a single document, which formulates all its essential conditions. The transfer of ownership of real estate from the seller to the buyer is subject to state registration. In the absence in the contract of a clause on the distribution of costs for state registration of the transfer of ownership, these costs should be borne by the seller.

The essential conditions of the real estate sale contract include the conditions on the subject of the contract and on the price of the real estate itself. When concluding a contract, special attention should be paid to identifying the object by determining the location of real estate on the corresponding land plot or as part of other real estate. It should be noted that if the seller of the building is not the owner of the land plot on which it is located, the same rights to use the corresponding part of the land plot and under the same conditions as that belonged to the seller are transferred to the buyer.

Based on the characteristics of various categories of real estate, the law defines special rules for their purchase and sale:

1. If land plots are subject to sale and purchase, then they must first go through the state cadastral registration, and also not be withdrawn or restricted in circulation (Art. 27 of the Land Code). Moreover, the seller is obliged to provide the buyer with information about the encumbrances of the land plot and restrictions on its use.

2. There are features of the sale of residential premises, which consist in the fact that the contract for the sale of residential premises is subject to state registration and is considered concluded from the moment of such registration (clause 2 of article 558 of the Civil Code), an essential condition of the contract for the sale of a house, apartment, part of a residential building or an apartment, other housing in which persons live, who, in accordance with the law, retain the right to use this premises after purchasing it by the buyer, there is a list of these persons indicating their rights to use the residential premises being sold (clause 1 of article 558 of the Civil Code), and that the sale of residential premises in which minor members of the owner's family live is allowed only with the consent of the guardianship and guardianship authority (clause 4 of article 292 of the Civil Code). Also, if we are talking about the acquisition of ownership of premises in an apartment building, then a share in the right of common ownership of common property in the house (stairs, elevators, attics, basements, a land plot with elements of landscaping and improvement, etc.) passes to the acquirer.

Under the contract for the sale of real estate (contract for the sale of real estate), the seller undertakes to transfer to the buyer's ownership a land plot, building, structure, apartment or other real estate, and the buyer undertakes to accept this property and pay the price determined by the parties for it (clause 1 of Art. 549, clause 1 of article 454 of the Civil Code).

The essential terms of the real estate sale agreement include the terms of the subject of sale and the price of the real estate being sold.

The law requires that in the contract for the sale of real estate data must be specified that allow to definitely identify the real estate subject to transfer to the buyer under the contract, including data that determine the location of real estate on the relevant land plot or as part of other real estate. In the absence of the specified data in the contract, the condition of the real estate sold and subject to transfer is considered inconsistent, and the contract is not concluded.

V difference from a sales contract of movable property, the contract for the sale of real estate must contain a condition on the price of real estate agreed by the parties in writing. In the absence of a condition on the price, the contract for the sale of real estate is considered not concluded (clause 1 of article 555 of the Civil Code). As a general rule, the price of immovable property located on a land plot agreed by the parties includes the price of the corresponding part of the land plot transferred with this immovable property or the right to it (clause 2 of article 555 of the Civil Code). However, this rule is dispositive.

Property price in the contract for the sale of real estate can be determined by the parties in various ways. In cases where the price of real estate is set per unit of its area or other indicator of its size, the total price of such real estate to be paid is determined on the basis of the actual size of the real estate transferred to the buyer (clause 3 of article 555 of the Civil Code).

The main responsibility the buyer under the contract for the sale of real estate, along with the obligation to accept the purchased real estate, is the obligation to pay for it. The form, procedure and method of payment are determined by the parties to the agreement independently. The law allows payment of purchased real estate in installments and on credit, as well as prepayment.

In the absence in the contract of a clause on the distribution of costs for state registration of the transfer of ownership, these costs should be borne by the seller.

The contract for the sale of real estate is concluded in writing by drawing up one document signed by the parties.

Non-compliance the form of the contract for the sale of real estate entails its invalidity. The transfer of ownership of real estate under an agreement for the sale of real estate to the buyer is subject to state registration.

Enterprise sale agreement

Under the contract for the sale of the enterprise, the seller undertakes to transfer the ownership of the buyer to the enterprise as a whole as a property complex (Article 132 of the Civil Code of the Russian Federation), with the exception of rights and obligations that the seller is not entitled to transfer to other persons (paragraph 1 of Article 559 of the Civil Code of the Russian Federation).

The separation of the contract for the sale of an enterprise as an independent type of a contract for the sale of real estate is due to the specifics of the subject - the enterprise as a property complex used for entrepreneurial activity.

The contract for the sale of an enterprise is consensual, onerous, reciprocal.

The object of this agreement is an enterprise as a property complex. The structure of the enterprise as a property complex includes all types of property intended for its activities, including land, buildings, structures, equipment, inventory, raw materials, products, rights of claim, debts, as well as the rights to designations that individualize the enterprise, its products, work and services (brand name, trademarks, service marks), and other exclusive rights. Other property and non-property elements can be included in the structure of the enterprise by law or contract.

The parties to the contract are the seller - an individual or legal entity that has ownership of the property complex under consideration, and the buyer - as a rule, an individual - an entrepreneur or legal entity, which may own a property complex of a certain purpose.

The requirements for the form of the contract for the sale of an enterprise should be regarded as special. Firstly, these are instructions on the actual form of the contract and its registration, and secondly, instructions on the documents attached to the contract, the list of which is exhaustive. Failure to comply with both those and other requirements entails the invalidity of the contract.

Delivery agreement: concept, types and elements

Under the supply agreement, the supplier - the seller engaged in entrepreneurial activity, undertakes to transfer, within a specified time or time frame, the goods produced or purchased by him to the buyer for use in entrepreneurial activity or for other purposes not related to personal, family, household and other similar use.

This agreement is consensual, reimbursable and reciprocal.

The supply most often includes a supply agreement for state needs, an energy supply agreement, a contracting agreement.

The elements of the supply agreement are as follows: parties, subject, price, term, form and procedure for concluding, the content of the agreement.

The parties to the contract are persons engaged in entrepreneurial activity, i.e. according to Art. 2 Civil Code commercial organizations (sometimes non-commercial) or citizens - individual entrepreneurs.

The subject of the contract is, as a rule, things defined by generic characteristics. The buyer's rights include the right to replace defective goods, make up for shortages from other persons, attributing the costs of their purchase to the supplier. Individually defined things cannot be the subject of a contract. The price of the contract is determined by agreement of the parties (except for those types of goods in respect of which state regulation of prices is carried out).

The deadline for the fulfillment of obligations to transfer the goods and pay for it is also established by agreement of the parties.

The form of the contract is written, which in practice is drawn up, as a rule, by the signing and drawing up of one document by the parties. The content of the contract consists of the obligations of the parties (the supplier is to transfer the goods to the buyer with all the necessary accessories and documents in the agreed quantity, assortment and set, of the established quality, free from the rights of third parties, in proper packaging or containers, and the buyer to accept the goods and pay for it).

Supply of goods for state needs

The supply of goods for state needs is carried out on the basis of a state contract for the supply of goods for state needs, as well as contracts for the supply of goods for state needs concluded in accordance with it.

State needs are recognized as the needs of the Russian Federation or the constituent entities of the Russian Federation determined in accordance with the procedure established by law, provided at the expense of budgets and extra-budgetary funding sources.

A state contract for the supply of goods for state needs is a kind of a supply contract and in this sense can be characterized as a reimbursable, 105 nonsense and mutual contract.

Under the state contract for the supply of goods for state needs, the supplier (executor) undertakes to transfer the goods to the state customer or, at his direction, to another person, and the state customer undertakes to ensure payment for the delivered goods.

The state contract is concluded on the basis of the order of the state customer for the supply of goods for state needs, accepted by the supplier (executor).

For a government customer who has placed an order accepted by a supplier (executor), the conclusion of a government contract is mandatory. The conclusion of a contract is mandatory for the supplier (executor) only in cases established by law, and on condition that the state customer will compensate for all losses that may be caused to the supplier (executor) in connection with the performance of the contract.

If an order for the supply of goods for state needs is placed through a tender, the conclusion of a contract with the supplier (executor), announced the winner of the tender, is mandatory for the state customer.

In the cases provided for by law, the state customer has the right to completely or partially refuse the goods, the delivery of which is provided for by the state contract, subject to compensation to the supplier for losses caused by such a refusal.

Contracting agreement

Under a contracting agreement, a producer of agricultural products undertakes to transfer the agricultural products he has grown (produced) to a procurer - a person who purchases such products for processing or sale.

This agreement is consensual, onerous and bilateral.

Specific to the contract are the parties and the subject of the contract. A seller under a contracting agreement can be not only agricultural commercial organizations and peasant (farmer) farms, for which the production and sale of agricultural products is an entrepreneurial activity, but also citizens who produce agricultural products in household plots, garden plots and summer cottages. The buyer (procurer) is a person who purchases agricultural products for subsequent processing or sale, i.e. for business use.

Under a contracting agreement, only those agricultural products are sold that are grown (produced) by the seller, in the quantity and range stipulated by the contract. This can be products of the future harvest or those already available from the manufacturer at the conclusion of the contract. Under a supply agreement, both manufactured and purchased products can be sold.

Under a contracting agreement, agricultural products are sold that have not undergone any processing. Processed agricultural products are industrial products that are sold under a supply agreement or under a retail sale and purchase agreement.

Energy supply contract

An energy supply contract is a public contract.

Under the power supply contract, the energy supplying organization undertakes to supply the subscriber (consumer) through the connected network, and the subscriber undertakes to pay for the received energy, as well as to comply with the regime of its consumption provided for by the contract, to ensure the safety of operation of the energy networks under its control and the serviceability of the devices and equipment used by it connected with energy consumption.

The power supply contract is concluded with the subscriber if he has a power receiving device that meets the established technical requirements, connected to the grids of the power supply organization, and other necessary equipment, as well as ensuring energy consumption metering.

This is a contract consensual, since the rights and obligations of the parties arise from the moment the contract is concluded and the supplying organization undertakes to supply energy to the subscriber during the contract; in addition, it is a paid and reciprocal contract and is classified as a public contract.

The parties to this agreement are the energy supplying organization and the subscriber. Energy supplying companies are considered to be commercial organizations that sell produced or purchased electrical and (or) thermal energy to consumers.

A subscriber under an energy supply agreement (energy buyer) may be legal or individual. Entity can receive energy either for direct consumption or for resale. Citizens, as a rule, they conclude an electricity supply contract in order to obtain energy for household consumption. However, the contract may provide for the use of energy and to ensure entrepreneurial activity.

The Civil Code does not contain special requirements for the form of an energy supply agreement. Therefore, in its execution, the general provisions on the form of transactions must be observed. When concluding an energy supply contract with a subscriber - a legal entity, a simple written form is required. The contractual relationship is formalized by "actual connection" in the prescribed manner to the connected network (clause 1 of article 540 of the Civil Code). The actual connection is preceded by the submission by the citizen of an application from the power supply organization, inspection of his wiring, sealing of the meter, etc., after which, if their compliance with the current technical requirements is established, the power supply organization opens a personal account in the name of the subscriber and hands him a "checkout book" for an extract payment documents for the used electricity. Break in serving, termination or restriction of energy supply are possible: - by agreement of the parties; - if the unsatisfactory condition of the subscriber's power plants threatens an accident or poses a threat to the life or safety of citizens; - if necessary, take urgent measures to prevent or eliminate an accident in the system of the power supply company.

Case N 11-B02-49

(extract)

K. applied to the court with a claim against E., a relative of L., to recognize the purchase and sale transaction of the land plot and buildings as valid and to recognize the ownership of these objects, substantiating the requirements as follows. In June 1999, between her and L., an agreement was reached on the sale of the land plot in the consumer society of the horticultural partnership (POST) "Vesna-2" with the buildings located on it for 35 thousand rubles and in August 1999 - on the transfer of the garden house ownership. On July 19, 1999, L. issued the plaintiff a power of attorney to represent her interests in collecting documents for the sale of a garden house and a land plot. K. paid a certain monthly amount to pay for the house according to receipts, transferred 25 thousand rubles in total, and pledged to pay the remaining amount after the conclusion of the purchase and sale agreement. However, on June 21, 2000, after completing all the documents, she learned that on June 5, 2000 L. had died. On December 1, 2000, the plaintiff applied to the notary's office and deposited the money due from her to the notary's deposit, in connection with which she believed that her obligations had been fulfilled in full.

By the decision of the Justice of the Peace of the Tukayevsky District of the Republic of Tatarstan dated November 13, 2001, the claims were denied.

By the appeal decision of the Tukayevskiy District Court of the Republic of Tatarstan dated December 10, 2001, the decision of the magistrate was canceled, and a new decision was made to satisfy the claims.

On August 21, 2002, the Presidium of the Supreme Court of the Republic of Tatarstan upheld the appeal decision, and the protest of the Deputy Chairman of the Supreme Court of the Russian Federation, in which the question of canceling the appeal decision was raised, was dismissed.

The Judicial Collegium for Civil Cases of the Supreme Court of the Russian Federation on October 8, 2002, the protest of the Deputy Chairman of the Supreme Court of the Russian Federation about the cancellation of the appeal decision and the decision of the Presidium, leaving the decision of the magistrate in force, was satisfied on the following grounds.

Canceling the decision of the magistrate and making a new decision to satisfy the claim, the court of appeal referred to the fact that the agreement on the sale of the garden plot with buildings was actually executed by the parties, this is confirmed by the evidence presented in the case, in particular L.'s statement of July 13, 1999. , in which she asked to be expelled from the members of the horticultural partnership in connection with the sale of K.'s garden plot, as well as K.'s application from the same date about her admission to the POST "Vesna-2" POST.

One cannot agree with this conclusion of the court.

By virtue of Art. 30 of the Federal Law of April 15, 1998 N 66-FZ "On horticultural, vegetable gardening and dacha non-profit associations of citizens" an annuity agreement or an agreement of lifelong maintenance with a dependent, as well as voluntarily abandon these plots.

An instruction from the court of the supervisory instance that L. applied to the gardening partnership to exclude her from the partnership, and the plaintiff applied for her admission to the POST, paid the debts in taxes and contributions, and therefore the sale and purchase agreement can be considered prisoners, cannot be recognized as legitimate, since the case does not contain the minutes of the general meeting of the gardening partnership on the exclusion of L. from the members of the partnership and the acceptance of K.

In addition, by virtue of Art. 550 of the Civil Code of the Russian Federation, the contract for the sale of real estate is concluded in writing by drawing up one document signed by the parties (clause 2 of article 434). Failure to comply with the form of the contract for the sale of real estate entails its invalidity.

In accordance with Art. 554 of the Civil Code of the Russian Federation, the contract for the sale of real estate must contain data that makes it possible to definitely establish the real estate to be transferred to the buyer under the contract, including data that determine the location of real estate on the corresponding land plot or as part of other real estate.

In the absence of this information in the contract, the condition of the immovable property to be transferred is considered not agreed by the parties, and the corresponding contract is not considered concluded.

In Art. 555 of the Civil Code of the Russian Federation stipulates that in the absence of a condition on the price of real estate agreed in writing by the parties in the contract, the contract on its sale is considered not concluded.

According to Art. 556 of the Civil Code of the Russian Federation, the transfer of real estate by the seller and its acceptance by the buyer are carried out according to a deed of transfer signed by the parties or other transfer document.

The case file does not contain any documents confirming that the transaction took place. The evidence presented can only indicate the intention of the parties to conclude a contract for the sale and purchase of a land plot and a garden house.

In such circumstances, there were no grounds provided for by law for canceling the decision of the magistrate to dismiss the claim, the court decision should be recognized as legal, and the appeal decision and the decision of the presidium must be canceled, leaving the decision of the first instance court in force.

By dog-ru real estate sales the seller undertakes to transfer the real estate to the buyer's ownership, and the buyer undertakes to accept this property according to the deed of transfer and pay for it a sum of money determined by the parties.

By real estate purchase and sale agreement (in the real estate sale agreement) the seller undertakes to transfer to the buyer's ownership the land plot, building, structure, apartment or other real estate

The rules apply to the sale of enterprises unless otherwise provided by the rules on the contract for the sale of an enterprise.

JURID. CHARACTERISTIC

The consensual

Onerous

Bilateral

Mutual

THE PARTIES

The seller is the owner of the property, acting directly or through his representative (this also applies to the owners of the corresponding property rights to real estate).

Purchase.

The parties to the agreement can be any subjects of law on the side of both the seller and the buyer.

Peculiarities: if the seller is a state or municipal unitary enterprise with the right of economic management or operational management, then he has limited rights to dispose of property and not entitled to sell without the consent of the owner... The institution can only alienate immovable property, which was acquired at the expense of income from activities permitted by the charter.

When selling real estate in the course of privatization, there are special rules stipulated by the legislation on privatization.

Thing - real estate... It is a distinctive feature, which made it possible to distinguish this type of dog-ra K-P. Immovable things - everything that is firmly connected to the ground, i.e. objects, moving them without disproportionate damage to their purpose is impossible (land plots, isolated water bodies, forests, buildings, enterprises, sea vessels subject to state registration, etc.). incl. ships

Essential condition - price and item

The contract for the sale of a land plot should also indicate its encumbrances and restrictions on use. In the absence of this data, the property condition is considered not agreed by the parties, and the contract is not concluded.

Form- written by drawing up one document signed by the parties. Failure to comply is invalid.

The parties are required to register only the transfer of ownership of the property. Not necessarily carried out simultaneously with the transfer of real estate under the deed.

Registration the transfer of rights to property is subject, and not an agreement, which is considered concluded from the moment of its signing by the parties. Produced by institutions justice in the Unified State Register in accordance with the law on registration of rights to real estate. Wears open nature: the body is obliged to provide information about any property to any person who has presented an identity card and a written application, and to a legal entity - documents confirming the registration of a legal entity and the powers of its representative.

The execution of the contract by the parties before registration (the property was transferred to the buyer, who paid the seller the price set by the contract) is not a basis for changing their relations with third parties.

In the event that one of the parties evades state registration of the transfer of ownership of real estate, the court has the right to make a decision on state registration of the transfer of ownership:

At the request of the other party,

At the request of the bailiff-executor in cases stipulated by the legislation of the Russian Federation on enforcement proceedings,

A party that unreasonably evades state registration of the transfer of ownership must compensate the other party for losses caused by the delay in registration.

Price- an essential condition, in the absence of a dog-r it is considered not concluded. When selling property located on a land plot, the established price of this property includes the price of the corresponding land plot, unless otherwise provided by law or contract. The contract can only indicate the price per unit of area, while the total price of the property is determined based on its actual size.

Obligation of the seller — transfer of real estate to the buyer.

Buyer's responsibilities do not require detailed characteristics, since are usual for any contract K-P, with the exception of the obligation to accept immovable property under a deed of transfer

Both are responsible for registering the transfer of ownership.

Transfer of real estate the seller and its acceptance by the buyer are carried out according to the signed by the parties deed of transfer or other transfer document.

Unless otherwise provided by law or contract, the seller's obligation to transfer the property to the buyer is considered fulfilled. after the delivery of the property to the buyer and the signing by the parties of the corresponding transfer document. Acceptance by the buyer of real estate that does not comply with the terms of the contract is not a basis for releasing the seller from liability for improper performance of the contract.

Under the contract for the sale of real estate to the buyer simultaneously with the transfer of ownership of it, the rights to that part are transferred land plot , which she is busy and needs to use it.

In the case when the seller is the owner of the land plot on which the property being sold is located, the buyer is transferred land ownership occupied by such real estate and necessary for its use, unless otherwise provided by law.

Sale of real estate located on a land plot that does not belong to the seller by right of ownership, allowed without agreement the owner of this site, if this does not contradict the conditions for using such a site established by law or agreement.

When such real estate is sold, the buyer acquires the right to use the relevant land plot on the same terms as the seller of the real estate.

Land Code N 136-ФЗ dated October 25, 2001 establishes the principle of the unity of the fate of land plots and objects firmly connected with them, according to which all objects firmly connected with land plots follow the fate of land plots, with the exception of cases established by federal laws.

When transmission seller to buyer real estate that does not meet the terms of the contract on its quality , the rules of article 475 apply: If the defects of the goods were not specified by the seller, the buyer has the right, at his choice, to demand from the seller:

A commensurate decrease in the purchase price;

Gratuitous elimination of deficiencies within a reasonable time;

Reimbursement of their expenses for the elimination of deficiencies.

In the event of a significant violation of the quality requirements, the buyer has the right at his choice: to refuse to fulfill the contract and demand the return of the money paid for the goods. The terms during which the consequences occur can be specified in the contract or law, if not established, reasonable ones are applied.

Residential property sale contracts

An essential condition of the contract for the sale of a residential building, apartment, part of a residential building or apartment in which the persons live, retaining the right to use in accordance with the law this dwelling AFTER purchase by the buyer is a list of these persons with an indication of their rights to use a living space for sale.

The contract for the sale of residential premises is subject to state registration and is considered concluded from the moment of such registration.

The contract for the sale of residential premises differs from other contracts for the sale of real estate in that the residential premises, regardless of who owns it, can only be used for its intended purpose - for the residence of citizens. The intended use cannot be changed in the sales contract at the discretion of the parties.

The Constitution, which says that no one can be arbitrarily deprived of the right to housing.

Such persons include:

Family members of the owner of the dwelling (Article 292 of the Civil Code),

The tenant of the dwelling and the citizens permanently residing with him (Articles 675 and 677 of the Civil Code),

Citizens who are sub-tenants within the term of the sublease, but no longer than the term of the lease agreement (Article 685 of the Civil Code).

If at the time of sale there are no persons living in the dwelling whose rights follow the dwelling, then the contract must state this directly.

Restrictions related to the alienation of residential premises in which minor members of the owner's family live: sale is allowed only with the consent of the guardianship and guardianship authority.

Enterprise sale agreement.

Federal Law of July 21, 1997 N 122-FZ "On state registration of rights to real estate and transactions with it"

Company as an object of rights - Property Complex used for entrepreneurial activities is recognized as real estate.

The structure includes all types of property intended for its activities, including:

Land,

Buildings, structures,

Equipment,

Inventory,

Products,

Business reputation,

Claim rights,

As well as the rights to designations that individualize the enterprise, its products, works and services (company name, trademarks, service marks), and other exclusive rights, unless otherwise provided by law or contract.

By enterprise sale agreement the seller undertakes to transfer to the buyer's ownership the enterprise as a whole as a property complex (Article 132), with the exception of rights and obligations that the seller is not entitled to transfer to other persons.

LEGAL CHARACTERISTICS

Consensual,

Compensated,

Mutual.

Entrepreneurial

An object- an enterprise as a property complex, and not as a legal entity.

Exclusive rights to the means of individualization of the enterprise, products, works or services of the seller (commercial designation, trademark, service mark), as well as the rights belonging to him on the basis of license agreements to use such means of individualization transferred to the buyer, unless otherwise provided by the contract.

The seller's rights obtained by him on the basis of a license to engage in the relevant activity are not subject to transfer to the buyer of the enterprise unless otherwise provided by law or other legal acts... The transfer of obligations to the buyer as part of the enterprise, the fulfillment of which by the buyer is impossible in the absence of a license, does not release the seller from them to the creditors. For non-performance, the seller and the buyer are jointly and severally liable to the creditors.

In practice, it is necessary to distinguish several areas of application of the group of norms by the mechanism of legal regulation:

Sale of state and municipal enterprises, carried out in the process of privatization;

Sale of the enterprise in connection with the bankruptcy of the debtor;

Realization of enterprises by private owners among themselves and in the sale of private enterprises to the state.

Parties:

Seller - legal entity and individual entrepreneur who owns the property complex,

Buyer - legal entity and individual entrepreneur, who may own a property complex of a certain purpose.

Essential terms of the contract - item and price

FORM:

1) is in writing by drawing up one document signed by the parties with the obligatory attachment of documents to it

Failure to comply with the form of the contract for the sale of an enterprise shall entail its invalidity.

2) before signing the contract, the following documents must be drawn up and reviewed by the parties:

Inventory act,

Balance sheet,

The opinion of an independent auditor on the composition and value of the enterprise,

A list of all debts included in its composition, indicating creditors, the nature, size and timing of their claims.

The agreement is subject to state registration immediately after the transfer and is considered a prisoner from its moment.

The composition of the enterprise consists of tangible and intangible elements. The composition and value of the enterprise are determined in the contract on the basis of a complete inventory of the enterprise, carried out by the seller in accordance with the Methodological Guidelines for the Inventory of Property and Financial Liabilities, approved by the Order of the Ministry of Finance.

The property, rights and obligations specified in the documents are subject to transfer by the seller to the buyer, unless otherwise provided by agreement of the parties.

Term of the contract sales are not specifically standardized by law and are established by agreement of the parties.

Obligations of the seller : transfer the goods to the buyer in a certain quantity, set, of the established quality and free from the rights of 3 persons, transfer of the enterprise to the buyer under the deed of transfer, state registration of the transfer of ownership.

Buyer's responsibilities : payment of the received enterprise; taking actions necessary for the seller to be considered as having fulfilled his obligation to transfer the enterprise (he cannot unreasonably refuse to sign the deed of transfer and state registration of property rights).

To protect the rights of creditors, a procedure is provided: creditors for obligations included in the sold enterprise must be present before it is transferred to the buyer notified in writing of its sale by one of the parties to the contract for the sale of the enterprise.

The notification must be individualized, i.e. it is unacceptable to use a publication in the media as a notification. the parties to the contract for the sale of the enterprise must ensure that there is adequate evidence of the fulfillment of their obligation (notice of notification).

The creditor who did not inform the seller or the buyer in writing about his consent to the transfer of the debt, has the right within 3 months from the date of receipt of the notice of the sale of the enterprise, require:

1) termination or early performance of the obligation and compensation by the seller for the losses caused by this;

2) recognition of the sales contract as invalid in whole or in the relevant part.

A creditor who has not been notified of the sale of the enterprise may present claim for satisfaction within 1 year from the day when he learned or should have learned about the transfer of the enterprise by the seller to the buyer.

After the transfer of the enterprise to the buyer, the seller and the buyer bear joint responsibility for debts included in the transferred enterprise, which were transferred to the buyer without the consent of the creditor.

TRANSFER OF THE ENTERPRISE

The transfer of the enterprise by the seller to the buyer is carried out according to the deed of transfer, which indicates:

Data on the composition of the enterprise and on the notification of creditors about the sale,

Information on the identified shortcomings of the transferred property

The list of property, the transfer obligations of which have not been fulfilled by the seller due to its loss.

Preparation of the enterprise for the transfer, including the preparation and submission of the deed of transfer for signing, is obligation of the seller and carried out at his expense, unless otherwise provided by the contract.

Chapter 30. PURCHASE AND SALE

§ 7. Sale of real estate

Article 549. Contract for the sale of real estate

1. Under the contract for the sale of real estate (contract for the sale of real estate), the seller undertakes to transfer to the buyer's ownership a land plot, building, structure, apartment or other real estate.

2. The rules provided for by this paragraph shall apply to the sale of enterprises insofar as not otherwise provided by the rules on the contract for the sale of an enterprise (Articles 559 - 566).

Article 550. Form of contract for the sale of real estate

The contract for the sale of real estate is concluded in writing by drawing up one document signed by the parties (paragraph 2 of Article 434).

Failure to comply with the form of the contract for the sale of real estate entails its invalidity.

Article 551. State registration of the transfer of ownership of real estate

1. The transfer of ownership of real estate under an agreement for the sale of real estate to the buyer is subject to state registration.

2. The execution of the contract for the sale of real estate by the parties prior to state registration of the transfer of ownership is not a basis for changing their relations with third parties.

3. In the event that one of the parties evades state registration of the transfer of ownership of real estate, the court has the right at the request of the other party, and in cases provided for by the legislation of the Russian Federation on enforcement proceedings, also at the request of the bailiff-executor, make a decision on state registration of the transfer of rights property. A party that unreasonably evades state registration of the transfer of ownership must compensate the other party for losses caused by the delay in registration.

Article 552. Rights to a land plot upon sale of a building, structure or other real estate located on it

1. Under the contract for the sale of a building, structure or other real estate, the buyer simultaneously with the transfer of ownership of such real estate is transferred the rights to the land plot occupied by such real estate and necessary for its use.

2. In the event that the seller is the owner of the land plot on which the real estate to be sold is located, the ownership right to the land plot occupied by such real estate and necessary for its use is transferred to the buyer, unless otherwise provided by law.

3. The sale of real estate located on a land plot that does not belong to the seller by right of ownership is allowed without the consent of the owner of this plot, if this does not contradict the conditions for using such a plot established by law or agreement.

When such real estate is sold, the buyer acquires the right to use the relevant land plot on the same terms as the seller of the real estate.

Article 553. Abolished.- Federal Law of June 26, 2007 No. 118-FZ.

Article 554. Definition of the subject in the contract for the sale of real estate

The contract for the sale of real estate must contain data that make it possible to definitely establish the real estate to be transferred to the buyer under the contract, including data that determine the location of real estate on the corresponding land plot or as part of other real estate.

In the absence of these data in the contract, the condition of the immovable property to be transferred is considered not agreed by the parties, and the corresponding contract is not considered concluded.

Article 555. Price in the contract for the sale of real estate

1. The contract for the sale of real estate must stipulate the price of this property.
In the absence in the contract of a condition on the price of real estate agreed by the parties in writing, the contract for its sale shall be deemed not concluded. In this case, the rules for determining the price provided for by paragraph 3 of Article 424 of this Code shall not apply.

2. Unless otherwise provided by a law or the contract for the sale of real estate, the price of a building, structure or other real estate located on a land plot established therein includes the price of the corresponding part of the land plot transferred with this real estate or the right to it.

3. In cases where the price of real estate in the contract for the sale of real estate is set per unit of its area or other indicator of its size, the total price of such real estate subject to payment is determined based on the actual size of the real estate transferred to the buyer.

Article 556. Transfer of real estate

1. The transfer of real estate by the seller and its acceptance by the buyer are carried out according to the deed of transfer signed by the parties or other transfer document.

Unless otherwise provided by law or contract, the seller's obligation to transfer the real estate to the buyer is considered fulfilled after the delivery of this property to the buyer and the parties signing the corresponding transfer document.

Evasion of one of the parties from signing a document on the transfer of real estate on the terms stipulated by the contract is considered the seller's refusal, respectively, to fulfill the obligation to transfer the property, and the buyer - the obligation to accept the property.

2. Acceptance by the buyer of real estate that does not comply with the terms of the contract for the sale of real estate, including in the case when such a discrepancy is stipulated in the document on the transfer of real estate, is not a basis for releasing the seller from liability for improper performance of the contract.

Article 557. Consequences of the transfer of immovable property of inadequate quality

In the event that the seller transfers to the buyer real estate that does not comply with the terms of the contract for the sale of real estate on its quality, the rules of Article 475 of this Code shall apply, with the exception of the provisions on the buyer's right to demand the replacement of goods of inadequate quality with goods that comply with the contract.

Article 558. Features of the sale of residential premises

1. An essential condition of the contract for the sale of a residential building, apartment, part of a residential building or apartment in which the persons who retain, in accordance with the law, the right to use this residential premises after purchase by the buyer, is a list of these persons indicating their rights to use the residential premises being sold.

2. The contract for the sale of a residential building, apartment, part of a residential building or apartment is subject to state registration and is considered concluded from the moment of such registration.

3. The specifics of the purchase and sale of residential premises that meet the conditions for classifying them as economy-class housing established by the authorized federal executive body are determined by law.

Civil Code of the Russian Federation. Table of contents: