Why is an additional agreement to the contract drawn up - sample, conditions, features

The essence of the additional agreement

Practice shows that after some time, the provisions of the contract lose their relevance; individual clauses do not correspond to the real state of affairs. For these reasons, there is a need to adjust the relations between the subjects of the business agreement. To legitimize the changes, an additional agreement is drawn up, the essence of which is as follows:

• addition to the content of the main agreement;
• elimination of certain points of the previously signed agreement;
• making changes to the previous wording of the document.

An additional agreement is an agreement and at the same time a transaction. This document is subject to the same design requirements as a stand-alone agreement. The same applies to the rules for concluding a transaction.

Despite all the similarities between the contract and the additional agreement, the second document does not exist on its own, but is an integral part of the first.

Approximate structure

The agreement to amend the contract is drawn up according to the following scheme:

• name of the document (additional agreement);
• preamble – names of the parties, indication of their status (buyer, seller, supplier, etc.);
• a list of the additions and changes made, indicating the dates, name and number of the new agreement;
• whether the new or amended terms apply retroactively or apply only to the future;
• the date from which the new or amended clauses are effective;
• number of copies having equal validity;
• date of signing, details and seals of the parties.

The document is generated in a number of copies depending on the number of persons participating in the agreement.

Requirements for document preparation

The main condition for the correct drafting of an additional agreement is a discussion of the interpretation of each clause by both parties.
The document must contain the following information:

• place and date of compilation;
• number and number of the main agreement to which the addendum is attached;
• a preamble containing information about the subject of the agreements and the legislative basis for the activities of each of the parties;
• main text with adjustments made;
• paragraphs of the main document subject to changes;
• characterization of the agreement as a special part of the contract (here it should be noted that the possibility of adjustment is allowed only if another agreement is drawn up);
• details of both parties and their signatures.

example of an additional agreement in .doc (Word) format From the moment of signing, the addition acquires the status of a legal document along with the main agreement. The agreement must be drawn up only in writing; the number of copies must correspond to the number of copies of the main document.

Some types of additional agreements require state registration, only then do they acquire legal force.

The essence of the document

An additional agreement is a written decision of the parties to change existing agreements.
The key purpose of the document is to adjust the essential provisions of the contract or completely terminate or terminate them. However, the Civil Code of the Russian Federation does not contain a specific definition of this term. Despite this, numerous regulations contain references to this category of documentation. Since the additional agreement is aimed at changing the provisions of the original agreement, therefore, the procedure for its preparation is subject to the rules on transactions and obligations (Articles 153, 420, 450 of the Civil Code of the Russian Federation). Thus, an additional agreement is determined by three key features:

1. Only applies to a valid agreement. In simple words, it is impossible to draw up an additional agreement to extend the term of the contract under an already “closed” contract. Only a valid document can be renewed. If the contract has already expired, a new government contract will have to be concluded; drawing up an additional agreement in this case is pointless.
2. It is considered invalid if it is drawn up in connection with an invalid contract. So, if the original contract was declared invalid, regardless of the reasons, drawing up an additional agreement does not give it legal grounds. However, if the additional agreement is declared invalid, then this circumstance does not apply to the provisions of the main contract.
3. The document adjusts only those conditions and agreements that are described in it. In other words, from the moment the additional agreement comes into force, new provisions begin to apply, but only in relation to the circumstances that were specified in the new document. But the conditions that have not been adjusted continue to operate in the old, original order. For example, an additional agreement on the extension of the contract only adjusts the terms, but the calculation procedure and the rules for determining the value of the contract do not change, since such adjustments were not made to the additional agreement.

Please note that the document itself is recognized as a transaction, but at the same time is an integral part of the original contract. It should also be taken into account that if there is an additional agreement, it will be valid for the entire duration of the original contract. For example, if an additional agreement was concluded to the main contract, which changed the settlement procedure, then when the main agreement is extended, the additional agreement will also be valid for the entire period.

When should a document be registered?

Additions to the agreement that do not require state registration:

• to lease agreements for a period of up to 12 months;
• on changes to the rent;
• changing the bank details of one or both parties.

All other cases can be considered as mandatory for registration.
To make sure whether registration of a document is necessary, it is better to contact an experienced lawyer who will analyze the terms of the main agreement and draw the right conclusion. In addition, if necessary, she will help in collecting documents and implementing the registration procedure. If the signed agreement requires state registration or certification by a notary, then the addition to it is subject to the same requirements.

Concept and varieties

The provisions of any agreement can be changed and supplemented while maintaining the basic structure of the transaction. Modern legislation does not disclose what an annex to a contract is and what legal force it has. In practice, this document is understood as provisions recorded in the same form as the transaction itself, revealing and clarifying its features.

If the transaction between the parties is not a one-time transaction, then in most cases the agreement on essential terms, such as price, delivery time, quantity and volume, is carried out by signing annexes. Depending on the changes made to the contract, the following types are distinguished:

• defining essential conditions (this group includes provisions without which the transaction does not exist, for example, for delivery this is the cost, the deadline for fulfilling obligations, and for purchase and sale - the quantity and range of goods);
• establishing samples and forms (this type is relevant for the active interaction of the parties in the process of fulfilling rights and obligations, using the example of an appendix to the contract, the following forms are distinguished: applications, claims, specifications and the procedure for filling them out);
• clarifying provisions or the procedure for performing work (this type is used, for example, when approving drawings of manufactured parts under a contract transaction in order to fix all the parameters).

The above division into categories is not legislative and was formed in the process of practical application. Due to the development of legal relations, groups are supplemented and changed. Applications, by their legal nature, like specifications, are documents that cannot exist independently.

Read more: “We clarify the requirements in the specification for the service agreement.”

Invalidation of the additional agreement

This document may lose legal force and become invalid in the following cases:

• If the main contract is declared legally untenable.
• If representatives of the parties (one or both) do not have the right to sign.
• Without notarization, the addition is considered invalid. This option is acceptable if the main agreement is notarized.

There are other reasons for non-recognition of legal status. It is necessary to strictly comply with all requirements for the preparation of the main document.

The need to compile

The need to conclude and sign such annexes can arise for a variety of reasons; it directly depends on the specifics of the concluded agreement.

The most common situations requiring this procedure are listed below:

1. Changing the period during which the main document has legal force.
2. Changing the face shape of one of the parties.
3. Changing the surname of an individual who is one of the parties.
4. Changing the deadlines during which one of the parties agreed to pay a certain amount or perform a certain amount of work, if the other party has no objections.
5. Reducing or increasing the amount that appears in the contract.
6. Reducing or increasing the price of a product if it is one of the subjects of the contract.
7. The emergence of new requirements or significant changes to the terms of the agreement that were previously agreed upon by the parties.
8. The need for one of the parties to carry out additional work.

Legalized additions to the employment contract

An employment contract is evidence of the legal relationship between the employer and the contractor.
This document is subject to changes more than others. For example, an employee has completed a probationary period or improved his qualifications, the employer decides to increase his remuneration, and the employment contract indicates the previous payment of 35 thousand rubles. This is a good reason to make changes. To legitimize them, an additional agreement is drawn up. In the text part of the addition, the following entry is made: “Amendments are made to clause 1.4 of the employment contract: “The employee’s monthly payment is 40 thousand rubles.”

If the subject of the employment contract is the performance of work of increased responsibility, such a document must undergo a notarization procedure. In turn, the additional agreement requires the same assurance.

example of an additional agreement on changing the rate for teachers in .doc (Word) format This video presents a sample of an additional agreement to an employment contract using a “live” example, and also talks about the features of drawing up and concluding this document.

What kind of document is this

To record changes in the employment contract or introduce new provisions into its content, an additional agreement is used in personnel records management. For its conclusion, a number of conditions must be simultaneously met:

• the contract must be valid at the time of signing the addendums;
• mutual agreement of the parties has been reached.

The contract between the employee and the employer is concluded once, all further changes to it are made by additions through written agreements to it. Article 57 of the Labor Code of the Russian Federation establishes the rule for the use of additional agreements as a form of natural development of relations with the employer. All significant changes are initiated by the employer, employee or regulatory body upon his proposal. They are included in any part of the contract in the manner prescribed by Article 72 or 74 of the Labor Code of the Russian Federation.

In a generalized form, possible innovations are grouped in the additional agreement to the employment contract as follows:

Addendum to the lease agreement

To legitimize the terms of the property lease, a corresponding document is concluded.
It provides for the rights and obligations of both parties. An important point is financial issues regarding the cost of rent. Often, the landlord can change the conditions: the amount of rent, terms, duration. For example, representatives of a lease transaction lasting 3 years (this period is fixed in the main agreement) discuss the landlord’s proposals to extend the lease, come to a common opinion and decide to change the terms of the agreement. Amendments are being made to the additional agreement: “Clause 3.4 of the lease agreement is amended: “The rental period for the premises is 5 years.”

Changes can be of a different nature, for example, a decision to eliminate some items that are no longer relevant or to supplement missing conditions.

example of an additional agreement to a rental agreement in .docx format (Word)

Contract form

The law requires additional registration. an agreement to a contract to change the terms in the same form in which the original contract was concluded. If it is in writing without registration, then it is enough to sign the paper, and the changes take effect at the same moment.

If the document was drawn up by a notary, changes are considered made if his signature is present.

If registration of the transfer of rights under a transaction is required, then the changes are considered to come into force from the moment the registration entry is made in the register of rights.

If the rules for drawing up a contract have changed, then the changes are made in accordance with the new legislative acts. The legality of the old treaty continues to be assessed from the point of view of the acts in force when it was signed.

Additional agreement on termination of the contract

As a rule, the contract specifies the duration of its validity; it can range from several months to several years.
However, due to unforeseen circumstances, it becomes necessary to terminate the contractual relationship. When drawing up the main document, a clause should be included on the possibility of early termination by signing an additional agreement. For example, a situation has arisen between the subjects of labor relations when one of the parties initiates a break in the agreement: the employee wants to resign early for a good reason. He reports this to the employer, who is in his position and supports his decision. In order for the employment relationship to be legally suspended, it is necessary to draw up an additional agreement to sever the agreement. example of a termination agreement in .doc format (Word)

Interesting nuances

If we consider a sample agreement to amend a contract, then always:

• an individual number is indicated;
• changing the parties to the contract is not allowed;
• there is no need to completely rewrite the entire text of the document.

The numbering of contracts is done to systematize information on the published documentation. The first additional agreement is assigned No. 1, the second – No. 2, etc.

A change in the composition of participants is considered to be a replacement of the person entering into the agreement. If a legal entity is a party, then the participation of a new representative signing a document on its behalf is not considered a replacement. If we are talking about an individual entrepreneur, then the entry of a new person is already qualified as a replacement of a party to the obligation.

If the law does not prohibit changes in the composition of participants, then it is first formalized, and then adjustments are made to the clauses of the agreement.

The main feature of the additional agreement is its close connection with the main agreement. Termination or invalidation of the main contract leads to the same consequences for the additions and changes made.

At the same time, it is possible that changes or additions will be recognized in court as not complying with the law. The case is initiated by filing a lawsuit in court.

Drawing up an addendum to the contract and prolongation of the contract

The subject of such an agreement is the fulfillment of the task by the contractor given by the customer.
The first undertakes to complete the work efficiently within the agreed time frame. The second is to pay a specific amount for a completed order. During the period of validity of such a contract, events may occur that affect the deadlines, for example, due to a failure in the supply of materials or due to illness of the contractor. Both subjects discuss the current situation and sign a document in which they change the content of the clause on the deadline for completing the work, for example: “Amend to clause 4.2: “Complete the work by May 30, 2021.” This document belongs to the category of contract extension. It is used in cases where the parties to the agreements do not meet the deadlines specified in the main document. sample additional agreement to a work contract in .doc format (Word) sample additional agreement on the extension of an agreement in .doc format (Word)

In what cases will it be necessary to draw up an additional agreement?

Quite often, existing agreements between the parties lose their relevance for numerous reasons. These include legislative adjustments, an unstable economic situation, a systematic rise in prices, and much more. Consequently, partners often have to adjust the terms of agreements and contracts. Even a minor change in the company’s details requires timely changes to the concluded contracts.

So, let’s determine the circumstances under which the execution of an additional agreement is necessary:

1. The existing agreements are no longer relevant, and the parties decided to update them. In this case, specific clauses or even sections of the current contract are adjusted. The new conditions come into effect from the moment the document is signed.
2. Carrying out a transaction requires the introduction of additions, instructions, and requirements that were omitted in the original version of the contract. For example, it is necessary to introduce conditions regarding the requirements for the quality of goods that were omitted when concluding the transaction.
3. There is a need to exclude certain provisions from the contract. For example, according to the terms of the transaction, the supplier can ship the goods in only one batch, but now the shipment can be divided into several parts.
4. The details of the parties have been changed. For example, one of the parties has changed its legal form, name, or the current account or servicing bank has changed. In this case, an additional supplement is simply necessary. It is permissible to draw up new details as an appendix to the additional agreement to the contract.
5. Changing the contract price, as well as adjusting the payment procedure, also requires documentation. You will also have to draw up an additional document if the term of the contract changes.
6. There is a need to terminate existing agreements or, in simple words, terminate an existing contract. In this case, you will have to enter into an agreement to terminate the state contract.

Please note that in terms of labor relations between the employer and the employee, similar requirements for drawing up additional agreements apply. So, if the terms of employment are changed or terminated by agreement of the parties, then it is simply necessary to draw up a sample additional agreement to the employment contract.

Adjustment of the supply agreement

The supply contract is drawn up for a long-term period, both parties agree on uninterrupted supply of goods from the supplier and unconditional acceptance from the customer.
As a rule, such relationships are typical for large businesses. In the course of its development, all sorts of changes occur, new models appear on the product market. The customer, who is also a businessman, decides that the previous list of supplied goods must be adjusted and some types must be abandoned. He informs the supplier about his decision and during business negotiations they sign an additional agreement to make adjustments to the main contract, in particular, the cancellation of the clause on the supply of a specific item of goods: “Clause 4.2 is amended: “List of goods supplied” (and then there is a list with the exception of specified type of product). sample additional agreement to the contract for the supply of motor vehicles and special equipment in .doc (Word) format

Freedom of contract

The parties are not deprived of the right to freedom of contract; the other party has the right to refuse to make changes. Exceptions are provided for directly by regulations. This includes the Civil Code, laws, and by-laws. The last group is the rules and regulations adopted at the government level and regulating the procedure for concluding contracts in any area (for example, in the electric power industry).

The normative act may also provide for a sample agreement to amend the contract. If its advisory nature is not indicated, then it becomes mandatory for use.

Amendments to the purchase and sale agreement

Most often, such documents are concluded between private individuals when purchasing real estate or vehicles.
Although such transactions between legal entities cannot be ruled out. When directly transferring the object being sold to the buyer, unforeseen situations may arise. For example, the acquiring party, during a preliminary inspection, did not notice some parts with the condition of which she did not agree. The participant expresses his opinion and sets conditions: eliminate the misunderstanding, reduce the price, or he refuses the purchase. The seller, for his part, either fulfills the first condition or accepts the terms of termination of the transaction. If there is a mutual agreement to eliminate the deficiencies, both parties draw up an additional purchase and sale agreement. It records the change in deadlines and the seller’s obligations to eliminate problems.

The seller may agree to reduce the price, then the subject of an additional document will be a change in the selling price.

In the latter case, it is necessary to sign an addendum to the main agreement on termination of the transaction.

sample of an additional agreement on changes in value to a real estate purchase and sale agreement in .docx format (Word) The conclusion of an additional agreement is a common type of business relationship. Due to the fact that events arise in life that entail the need to adjust the terms of the contract, it is this type of document that can legitimize these changes.

Compilation rules

When concluding additional agreements, it is important to comply with a number of certain rules, since their violation may lead to the fact that the document will not have legal force and will not come into effect.

The main provisions affecting the correct drafting are given below:

1. The agreement must begin with the title of the document , which is located in the middle at the top of the very first sheet.
2. The text of the stated conditions and changes made must be drawn up correctly so as not to cause any misunderstanding or the possibility of double interpretation.
3. A clear sequence of changes must be observed ; it is important to have references to specific clauses of the main agreement, which will preserve the structure of the document and facilitate its general understanding.
4. If the changes made relate to monetary amounts , quantity of goods or other numerical indicators, it is important to use the word “numbers”, and it is recommended to duplicate all digital information in words.
5. In some situations, it is not necessary to adjust a previously concluded agreement , but to make certain fundamentally new additions. Information about this must be indicated in the concluded agreement.
6. If there are too many changes being made, it can be much simpler and more rational to conclude a new contract taking into account all the adjustments made, which will greatly facilitate its understanding. In this case, it is necessary to indicate the date when all the stated additions were adopted with reference to the previous document, while the signed act will also take the form of only an additional annex, despite such a nuance.
7. When setting out all the changes , it is necessary to clarify that points that were not mentioned in the compiled application and were not subject to any adjustments by representatives of both parties also remain in force. This will avoid misinterpretation, possible violations and subsequent litigation.
8. At the end of the document, it is mandatory to indicate not only the date of signing, but also the date from which all accepted and recorded changes come into force.
9. All pages of the concluded document must be numbered if there are more than one.

Civil contract (sample GPC)

The legislator has provided workers with many guarantees, such as disability benefits, paid vacations, and maternity leave. For an employee, GPC agreements are often also beneficial in that they can generate more income and allow them not to depend on the work schedule.

At the same time, a civil law agreement (CLA) is fraught with many pitfalls, primarily for the employer.

When a dispute arises between the customer and the contractor, the court qualifies the GPC agreement as a labor agreement, with all the ensuing negative consequences for the employer.