D O G O V O R No. ________

for subscription service software products firms 1C:

Moscow “___”______________200__

Alfa-Systems LLC, hereinafter referred to as the “Contractor”, acting on the basis of the Charter on the one hand and _______________________, hereinafter referred to as the “Customer” represented by __________________________________, acting on the basis of the Charter, on the other hand, when jointly referred to as the “Party”, have entered into this Agreement as follows:

1. THE SUBJECT OF THE AGREEMENT

1.1. The Contractor undertakes to provide services for subscription services for 1C: Customer software products (hereinafter referred to as the “Products”), and the Customer undertakes to accept and pay for the services rendered.

1.2. The list of Products, as well as the number of scheduled and emergency (unscheduled) visits of the Contractor's employees to the Customer's facilities are specified in the “Subscriber Service Agreement Protocol” (Appendix to this Agreement).

2. OBLIGATIONS OF THE PARTIES

2.1. The Contractor undertakes:

Within the monthly limit and within the terms agreed with the Customer, provide services for subscription services (hereinafter referred to as the “Services”) of the Customer’s Products

Maintain in working condition the Products that are on subscription service;

Update the Customer's Products within 2 weeks from the date of the official release of the update;

Timely inform the Customer about the planned departures of their employees to the Customer's facilities;

2.3. Services provided by the Contractor in excess of the established monthly limit are agreed upon by the Parties additionally.

2.4. The Parties undertake not to disclose information recognized by each of the Parties as confidential

3. COST OF SERVICES AND PROCEDURE OF PAYMENT

3.1. The cost of the Services and the procedure for their payment are determined by the "Protocol of negotiation of the contractual cost" (Appendix to this Agreement).

3.2. Payment for the Services rendered to the Customer is carried out on the basis of invoices issued by the Contractor within the following terms:

Monthly subscription services - until the 15th day of the current month;

Services rendered on single requests in excess of the number of emergency (unscheduled) departures specified in Appendix No. 1 - until the 5th day of the month following the current one.

3.3. Payment for additional software Products is made within 3 banking days from the date of invoicing.

4. RESPONSIBILITIES OF THE PARTIES

4.1. The Parties shall be liable for non-fulfillment or improper fulfillment of obligations under this Agreement in accordance with the legislation of the Russian Federation.

4.2. If the Customer has not paid the cost of the Services agreed upon by the Parties or has not paid in full within the terms specified in clause 3.1 of this Agreement, then he pays the Contractor a penalty in the amount of 0.5% for each day of delay in payment, but not more than 10% of the amount of the debt .

4.3. If the Contractor has not provided the Services within the terms agreed by the Parties, then he shall pay the Customer a fine in the amount of 10% of the amount of the monthly subscription fee.

4.4. The date of accrual of penalties (penalties or other sanctions) for violation of the terms of the Agreement is the day the claims are recognized by the guilty Party in writing or on the basis of a court decision that has entered into force.

4.5. Payment of a penalty or a fine does not relieve the Parties from fulfilling their obligations under this Agreement.

5. FORCE MAJOR

5.1. The Parties are released from liability for partial or complete failure to fulfill obligations under this Agreement, if this failure was the result of force majeure circumstances that arose after the conclusion of this Agreement, as a result of circumstances emergency which the Parties could not foresee or prevent.

5.2. Upon the occurrence of the circumstances specified in clauses 5.1, each Party must notify the other Party in writing within 5 (five) days. The notice must contain data on the nature of the circumstances, as well as official documents certifying the existence of these circumstances and, if possible, assessing their impact on the ability of the Party to fulfill its obligations under this Agreement.

5.3. If one of the Parties does not send or untimely sends the notice provided for in paragraph 5.2, then it is obliged to compensate the other Party for the losses incurred by it.

5.4. In the event of the occurrence of the circumstances provided for in clauses 5.1, the deadline for the Party to fulfill its obligations under this agreement is extended in proportion to the time during which these circumstances and their consequences are in effect.

5.5. If the circumstances listed in clause 5.1 and their consequences continue to operate for more than two months, the Parties conduct additional negotiations to identify acceptable alternative ways performance of this agreement.

6. PRIVACY

6.1. The terms of this Agreement and agreements (protocols, etc.) to it are confidential and not subject to disclosure.

6.2. The parties accept all necessary measures so that their employees, agents, successors, without the prior consent of the other Party, do not inform third parties about the details of this Agreement and its annexes.

7. TERM AND PROCEDURE FOR TERMINATION OF THE AGREEMENT

7.1. The Agreement comes into force from the moment of its signing by both Parties.

7.2. The term of the Agreement is one year. Upon the expiration of this period, the Agreement is automatically extended for another period, unless either Party notifies the other Party in writing, at least one month before the expiration of the current term of this Agreement, of its intention not to renew it.

7.3. Early dissolution of this Agreement may take place by agreement of the Parties or on the grounds provided for by applicable law Russian Federation, with compensation for losses incurred.

8. OTHER TERMS

8.1. The Agreement may be amended or supplemented by agreement of the Parties.

8.2. In all other respects not provided for by this Agreement, the Parties shall be guided by the current legislation of the Russian Federation.

8.3. Disputes and disagreements under this Agreement shall be considered in the manner prescribed by the relevant laws of the Russian Federation.

This Agreement is made in two copies having equal legal force, one copy for each of the Parties.

Attached to the Agreement:

1. Appendix - “Subscriber Service Agreement Protocol” on one sheet.

2. Appendix - “Protocol for negotiating the contractual value” on one sheet.

All annexes are an integral part of this Agreement.

9. ADDRESSES AND DETAILS OF THE PARTIES

EXECUTOR	CUSTOMER
Alfa-Systems LLC
Jur. Address: Moscow, st. Shcherbakovskaya,
TIN/KPP: /
r/s: in, Moscow
OKVED: 72.40
	/_________________/
	“ ___ “ _____________ 200__

Appendix

To Agreement No. _______ dated “___” __________ 2004

Subscriber Service Agreement Protocol

1. The list of Software products of 1C: subject to subscription services under the Agreement:

	Name			Note

2. In order to perform work on subscription services for 1C Software Products listed in clause 1 of this Protocol, the Parties have agreed to set a monthly working time limit in the amount of ________ man-days. For this contract 1 [person-day]=8[acad. hour]=8x45[min].

3. To resolve the issues of restoring the functionality of the 1C software products listed in clause 1 of this Protocol, the Parties have reached an agreement to establish:

· monthly limit of emergency trips in the amount of _______, with a total duration of not more than ______ standard hours;

EXECUTOR		CUSTOMER
		/_____________________/
		“___” _____________ 200__

Appendix

to Agreement No. ________ dated “___” __________ 2004

Protocol for negotiating the contract price

Alfa-Systems LLC, hereinafter referred to as the "Contractor", . B, acting on the basis of the Charter, on the one hand, and ________________________________, hereinafter referred to as the “Customer” represented by ________________________________________________, acting on the basis of the Charter, on the other hand, have agreed that the cost of subscription service for 1C Software Products is _____ rubles (including VAT 18%) monthly..

EXECUTOR		CUSTOMER
		/_____________________/
“___” _____________ 200__		“___” _____________ 200__

for support of software products in a person acting on the basis of , hereinafter referred to as " Executor”, on the one hand, and in the person acting on the basis of , hereinafter referred to as “ Customer”, on the other hand, hereinafter referred to as the “Parties”, have concluded this agreement, hereinafter “ Treaty" about the following:

1. THE SUBJECT OF THE AGREEMENT

1.1. The Customer instructs, and the Contractor assumes obligations to maintain software products (hereinafter referred to as PP): "", registration number: .

1.2. Support includes the following services:

1.2.1. settings of the main parameters of the software;

1.2.2. modification, adjustment and completion of the software in relation to the needs of the Customer;

1.2.3. updating releases of configurations and program files of software;

1.2.4. consultations on working with software with the departure of the Contractor to the territory of the Customer;

1.2.5. remote support (without leaving the territory of the Customer);

2. RIGHTS AND OBLIGATIONS OF THE PARTIES

2.1. The Contractor undertakes to provide services in accordance with the list provided for in clause 1.2 of this Agreement. These services are provided by the Contractor only if the Customer complies with all the requirements of the Software License Agreement specified in clause 1.1 of this Agreement.

2.2. The Parties are obliged to agree on the date and time of the departures of the Contractor's specialist to the Customer at least one working day before the departure.

2.3. The Contractor's specialist is obliged to arrive at the Customer on the appointed day and time.

2.4. If it is necessary to postpone the date and / or time of the meeting, the Parties are obliged to inform each other about this no later than a working day before the scheduled meeting.

2.5. The Contractor undertakes to provide the services provided for by this agreement on weekdays, from Monday to Friday, from 10:00 to 20:00, but not more than 8 (eight) hours. Hours outside these limits are considered overtime. If the Customer needs to provide services by the Contractor during overtime, as well as on weekends and holidays, payment is made at higher rates in accordance with clause 4.6 of this Agreement.

2.6. The Customer undertakes to promptly accept and pay for the services rendered by the Contractor in the amount and terms provided for in Section 4 of this Agreement.

2.7. The Contractor has the right to suspend the provision of services under this Agreement if the Customer fails to comply with the terms of payment (see section 4 of this Agreement).

2.8. The Contractor has the right to independently determine the forms and methods of rendering services, based on the terms of this Agreement and the conditions created by the Customer for the provision of services by the Contractor. At the discretion of the Contractor, the provision of services under the Agreement may be carried out outside the territory of the Customer.

2.9. In the event the Contractor leaves for the territory of the Customer, the Customer undertakes to provide the Contractor with one computer-equipped workplace necessary for the provision of services provided for by this Agreement. The computer must have access to the supported software and the following configuration: .

2.10. The Customer has the right at any time to check the progress and quality of the services provided by the Contractor, without directly interfering in its activities.

2.11. The Customer undertakes to sign the Work Time Sheets to the Contractor as they are provided by the Contractor.

2.12. During the operation of the SP, the Customer is obliged to create an archival copy of the database and the registration log specified by the SP on a daily basis in order to exclude data loss due to reasons beyond the control of the Parties.

2.13. An archival copy specified in clause 2.12 of this Agreement is created and stored by the Customer on a magnetic medium other than the medium working base data.

2.14. The Customer should not take actions aimed at attracting the Contractor's specialists to work with the Customer with the transfer to them to work, both as a full-time employee and as a part-time employee.

3. RECORDING OF WORKING TIME AND SERVICES RENDERED

3.1. Accounting for working time and services rendered, specified in clause 1.2 of this Agreement, is maintained by the Parties by compiling Work Time Sheets (hereinafter referred to as LURT).

3.2. The LURV contains the following information:

• date of provision of services;
• the name of the Contractor's specialist who provided the services;
• list of services rendered, including remote consulting;
• the amount of working time spent;
• remarks about the shortcomings of the services provided.

3.3. The presence of the Customer's signature in the LURV means the Customer's acceptance of the services rendered by the Contractor and confirms the amount of the Contractor's working time spent on the provision of services, payable by the Customer. When specifying the duration of the work of the Contractor's specialist in LURVs, rounding is done to the nearest 0.5 hour upwards.

3.4. At the end of the calendar month, the Parties draw up an Acceptance Certificate for Services Rendered (hereinafter referred to as the Certificate), which, on the basis of the Working Time Sheets, reflects all services rendered, the amount of working time spent and the cost of services rendered, determined in the manner prescribed in Section 4 of this Agreement .

3.5. At the request of the Customer, the Contractor shall attach to the Certificate of Acceptance of Services Rendered a Report on Services Rendered, which contains:

• list of services rendered in the reporting month;
• list of services carried over to the next month;

The form of the document is presented in Appendix No. 2 to this Agreement.

3.6. If there are claims against the Contractor, the Customer is obliged, within working days from the date of receipt of the Act, to provide the Contractor with a written reasoned refusal to accept the services rendered. The grounds for refusing to accept the services provided under this Agreement may be the failure to comply with the requirements directly specified in the Application, as well as the comments on the shortcomings in the services provided in the LURVs. After receiving a written reasoned refusal of the Customer to accept the services rendered, the Customer and the Contractor draw up an Act with a list of necessary improvements and deadlines agreed by the Parties, or the Contractor provides the Customer with a justification for the impossibility of eliminating these shortcomings.

3.7. In the event that the Customer fails to provide, within the period specified in clause 3.6 of this Agreement, a written reasoned refusal to sign the Act and failure to comply with the requirements of clause 3.4. of this Agreement, it is considered that the Contractor has handed over, and the Customer has accepted the services rendered in accordance with the Act in full without claims, and the Customer is obliged to make final settlements with the Contractor no later than working days from the date of receipt of the Act.

3.8. The customer, who discovered within days after the acceptance of the services of the Contractor, deviations from the terms of this Agreement or other shortcomings that could not be established upon acceptance (hidden shortcomings), is obliged to notify the Contractor about this.

3.9. If the Customer's claims are justified, the Contractor shall, on its own and at its own expense, eliminate the shortcomings and shortcomings of the services provided.

4. COST OF SERVICES, PROCEDURE AND TERMS OF PAYMENT

4.1. The actual cost of services rendered within a calendar month under this Agreement is determined on the basis of the Work Time Sheets signed by the Parties.

4.2. The cost of one hour of working time of the Contractor's specialist is rubles. The amount of VAT is not subject to VAT (on the basis of Articles 346.12 and 346.13 of Chapter 26.2 of the Tax Code of the Russian Federation).

4.3. Settlements between the Customer and the Contractor are made in rubles, on the basis of invoices issued to the Customer by the Contractor at the end of the calendar month.

4.4. Payment of invoices is made by the Customer within working days from the date of invoicing by the Contractor by bank transfer Money to the Contractor's bank account. The payment obligation is considered to be duly fulfilled at the moment the payment amount is credited to the Contractor's settlement account.

4.5. Rate for overtime(clause 2.5), for services rendered by the Contractor on weekends and holidays upon request and in agreement with the Customer, as well as for emergency calls is equal to: .

4.6. The change in the cost of the working hour of the Contractor's specialist is agreed with the Customer and is fixed in the Supplementary Agreement to this Agreement signed by both Parties.

5. TERM OF THE CONTRACT

5.1. The agreement comes into force from the moment of signing and is valid until "" 2019.

5.2. This Agreement is automatically extended for the next year, if none of the Parties has declared in writing its intention to terminate or limit the term of the Agreement.

5.3. This Agreement may be terminated by mutual agreement of the Parties with a written notice of at least days in advance, or in the manner prescribed by the current civil legislation of the Russian Federation.

6. RESPONSIBILITIES OF THE PARTIES

6.1. Provided that the Customer fulfills its obligations, the Contractor is responsible for the professional and high-quality provision of the services provided for in this Agreement.

6.2. The Contractor guarantees the Customer that, during the term of this Agreement, in the event of a failure in the software settings created by the Contractor during their operation, all services to restore the program's performance will be performed by the forces and at the expense of the Contractor. The reason is the confirmation of the failure by re-demonstrating a similar situation to the Contractor on the database restored from the backup copy.

6.3. The Contractor is not responsible for the failure of the software in the part that was not configured by the Contractor. In this case, all diagnostics and restoration services of the software product are performed at the expense of the Customer.

6.4. The Contractor is not responsible for the irrecoverable destruction of databases on the Customer's computers resulting from power failures, equipment failures, failure to follow user instructions (hereinafter referred to as UI) created by the Contractor or set out in the user manual specified in clause 1.1 of this Agreement, as well as for failure to comply By the customer of archival copying of databases or registration log.

7. PRIVACY

7.1. The Parties undertake not to disclose confidential information about each other and about their economic activity, technical developments, as well as not to use to the detriment of each other the information received as part of the implementation of this Agreement, both during the validity period and after the completion or termination of this Agreement. Any information regarding financial, commercial, technical (incl. regulatory and technical) the provisions of the Parties or information that is expressly called confidential by the Parties and is indicated in the List of Confidential Documents provided to the other Party.

7.2. The Parties shall be liable to each other within the framework of the current legislation for the unauthorized transfer to third parties of confidential information specified in clause 7.1 of this Agreement.

8. INTELLECTUAL PROPERTY

8.1. The Parties agree that from the moment of signing this Agreement, all rights in relation to the methods, algorithms, program code, methods and techniques developed and used by the Contractor to obtain the results of work under this Agreement belong to the Contractor without limitation of time and territory.

9. FORCE MAJEURE

9.1. The Parties are released from liability for partial or complete failure to fulfill their obligations under this Agreement, if their fulfillment is hindered by an extraordinary and insuperable circumstance under the given conditions (force majeure).

9.2. By force majeure, the Parties understand such circumstances as: earthquakes, fires, floods, other natural disasters, epidemics, accidents, explosions, hostilities, as well as changes in legislation that resulted in the impossibility of the Parties to fulfill their obligations under the Agreement.

9.3. If force majeure circumstances arise that impede the fulfillment of obligations under this Agreement by one of the Parties, it is obliged to notify the other Party immediately after the occurrence of such circumstances, while the deadline for fulfilling obligations under this Agreement is postponed in proportion to the time during which such circumstances were in effect.

9.4. If force majeure circumstances operate for consecutive months and do not show signs of termination, this Agreement may be terminated by the Customer and the Contractor by sending a notice to the other Party.

10. DISPUTES RESOLUTION

10.1. All disputes and disagreements that may arise between the Parties on issues that have not been resolved in the text of this Agreement will be resolved through additional negotiations by mutual agreement of the Parties.

bilateral treaty

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We will draw up a contract for subscription services 1c with the participation of a notary. This type of agreement is necessary for large transactions or if there are doubts about the integrity of the partner. The notary checks the “purity” of the transaction, fixes the voluntariness of the agreement, the adequacy of the parties, the understanding by the parties of their rights and obligations. It is drawn up on a special form and certified by the seal of a notary.

Agreement for the maintenance of 1C systems No. ___ dated "___" __________ 200_, VECTOR IT LLC, represented by CEO Malyshkina A.G., hereinafter the Contractor, acting on the basis of the charter, on the one hand, and _______________________________________________________, represented by ________________________________________________________________, hereinafter the Customer, acting on the basis of _________________________, on the other hand, have concluded this agreement as follows: 1. Subject of the agreement 1.1 . The Customer instructs, and the Contractor assumes the performance of maintenance work on the customer's 1C systems. 1.2. Under this agreement, the Customer's workplaces are serviced at: _________________________________________________________________________, in the amount of ____ workplaces. 1.3. The Contractor can carry out additional programming for a fee, including the creation of new reports, programming downloads and processing, and other expansion of the functionality of 1C databases. 1.4. The Contractor is an authorized partner of the 1C company, and can provide documents confirming the right of the Contractor to carry out maintenance of 1C systems. 2. Obligations of the Contractor 2.1. The Contractor is obliged to provide the following services for servicing 1C configurations: a). Providing advice on work in the 1C program. b). Updating configurations and shells of the program, as new releases are released. Including installation of new releases of programs and configurations, as well as installation of new reporting forms. in). Diagnosis of program errors and their elimination. G). Negotiating with the company "1C" if necessary, clarify the features of accounting in the 1C program. e). Consultations for accountants and other users on optimal accounting in the 1C program. e). Preparation of databases for backup, including automatic. g). Solving issues related to uncomfortable work in the 1C program, such as: slow operation of databases, periodic "freezes" of the 1C shell and others. h). Solving issues related to the incorrect operation of the database, such as: the inability to post a document, double and overfill postings, minus, and others. and). Database administration, in particular, user rights management. to). Working with logs, including providing the Customer with information about the work of his employees in the database (who and when worked with which documents). l). Collaboration with the Customer's system administrator in the field of backup settings and other related issues. 2.2. The Contractor undertakes to provide the Customer with the opportunity to control the quality of service. 2.3. The Contractor undertakes to provide the Customer with at least two phones to resolve urgent issues, including at least one mobile phone, to resolve issues that may arise during non-working hours. 2.4. The Contractor undertakes to take all necessary measures to ensure the smooth operation of the Customer's 1C systems. 2.5. The Contractor undertakes to assign a personal programmer to the Customer. The Contractor reserves the right to send another programmer to the Customer to solve an urgent problem, after prior agreement with the Customer. 2.6. The Contractor undertakes to ensure the safety of information received and processed during the maintenance of 1C databases, not to disclose the data obtained during the maintenance of 1C databases. 3. Obligations of the Customer 3.1. The customer undertakes to monitor the observance by users of the rules of operation when working with the 1C system. In particular, the Customer undertakes to restrict access rights to persons who do not have sufficient qualifications. 3.2. The Customer undertakes to provide the Contractor with access to 1C systems for carrying out the work provided for in this Agreement. 3.3. The Customer undertakes to carry out the scheme of semi-automatic or automatic backup of 1C databases agreed with the Contractor. 3.4. The customer undertakes to use only licensed software in his work. The Contractor is not responsible for the use by the Customer of unlicensed copies of the Software. 3.5. The Customer undertakes to transfer to the Contractor a subscription fee under this agreement, on the basis of invoices issued by the Contractor, in the amount of _____ rubles per month from one workplace, for ___ workplaces, total _____________________________________________________________ rubles per month, until the 05th day of the paid month. 3.6. The Customer undertakes to transfer the programming fee to the Contractor advanced settings, if any, are ordered by the Customer, based on terms of reference, acts of work performed and invoices. 4. Programming additional settings 4.1. Additional settings are considered to be changes to 1C programs that are not required for the normal functioning of the program, but serve to expand the functionality of the program, or to increase comfort and speed up the program, including: a). Creation of additional reports. b). Creation of new printed forms of documents and a significant change in existing printed forms of documents. in). Creation of data uploads to other 1C databases, Excel or other programs. G). Programming data loading from Excel or other programs. e). Programming fundamentally new program functions, for example, accounting for serial numbers of goods or calculating wages employees based on output. e). Another extension of the functionality of 1C configurations. 4.2. Before programming the settings, the programmer draws up a technical task and submits it to the Customer for signature. If the preparation of the terms of reference takes one hour or more, the preparation of the terms of reference is paid separately. 4.3. When drawing up a technical task, it fixes the number of standard hours that a programmer will need for programming and introducing additional settings. After signing the terms of reference by the programmer and the representative of the Customer, this amount can no longer be changed, even if the programmer actually spends more time. 4.4. Programming of additional settings and preparation of technical specifications is paid at the rate of 1C: Enterprise 7.7. - 1200 rubles per standard hour, 1C: Enterprise 8.0. - 1500 rubles per standard hour. 5. Conditions for termination and extension of the contract, as well as changes in the terms of the contract. 5.1. The contract may be terminated ahead of schedule, on the basis of a letter requesting termination of the contract sent by one of the parties at least one month before the required date of termination of the contract. 5.2. The contract may also be terminated in the following cases: a) by mutual agreement of the parties; b) by decision of the arbitration court; c) due to a systematic violation by the Contractor of the terms of the contract; d) due to a systematic violation by the Customer of the terms of the contract; e) in the event of force majeure. 5.3. The number of jobs served and the amount of monthly subscription services may be changed on the basis of an additional agreement signed by the parties. 6. Liability of the parties 6.1. The Customer, in the event of a delay in any of the payments for a period of more than one month, pays a penalty in the amount of 0.1% per day from the overdue amount for each day of delay, if the Contractor submits invoices in a timely manner. 6.2. For untimely provision of qualified programmer assistance to the Customer, the Contractor pays a penalty in the amount of 5% of the monthly subscription fee for each calendar day of delay. 6.3. Penalties are paid within 10 days after their presentation, on the basis of invoices. 6.4. The payment of penalties established by this agreement does not relieve the parties from fulfilling their obligations under this agreement. 7. General conditions 7.1. All issues not covered by this agreement shall be resolved by agreement of the parties. 7.2. Both parties will take all measures to resolve disagreements and disputes that may arise under this agreement or in connection with it, through negotiations. 7.3. If it is impossible to resolve disputed issues through negotiations, the parties apply to Court of Arbitration St. Petersburg. 7.4. This agreement comes into force on "___" ___________ 200_ and is valid until December 31, 2009. In the event that neither party declares termination of the agreement by the end of the agreement, it is considered extended for the next calendar year. 8. Details of the parties Contractor: TIN/KPP: 000000000000/000000000000 account: 00000000000000000000 code: 0000000000000000000 Federal Commercial Bank "Petersburg Bank" (CJSC) Saint-Petersburg BIC: 000000000000 St. 0,0 street ., d.11 General Director of VECTOR IT LLC _________________ (____________ __.__.) Customer: TIN/KPP: ____________________ c/c: _________________________ c/c: _________________________ _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ _____________________________ _________________ (__________)