In supply, money often moves before the goods. The contract should say what counts as delivery: a waybill date, a border crossing, or a signature at the buyer’s warehouse.
Where to start
A prepayment with no refund rule is the usual hole. State the delivery window, what delay means, and when the buyer can ask for the money back. For import, say who pays freight, duty and insurance, and when risk of damage passes.
What to check
Quality needs a specification, a claim window and a remedy: replace, discount or return. Do not mix supply and a works contract in one blur: installation has a different liability from the goods themselves.
Money and timing
Checking the supplier before a large prepayment is separate from drafting, but a perfect refund clause is useless if there is nobody to claim from. Supply drafting starts from UAH 2,500. A review starts from UAH 1,500.
Supply: where the money usually disappears
In a supply contract the subject is not “goods as per invoice” if the invoice does not exist yet. You need a specification: name, quantity, unit, characteristics, what is included. Without it, “they delivered the wrong thing” becomes an argument about what was ordered. Write who carries, who insures, and when risk and title pass to the buyer. Until that is written, goods damaged in transit can remain the problem of the party who has already paid.
Read quality and time limits together with the sanctions. “A reasonable time” is not a date. A delay with no penalty, and a penalty of one percent a day with no cap, are both bad extremes. There should be an acceptance window: how many days the buyer has to report a shortage, what counts as a hidden defect, who pays for an expert. Return of the advance if the goods are never handed over is better written now. If the supplier is abroad, add Incoterms, customs, currency and governing law. That review starts from UAH 3,000. A simple domestic contract of up to five pages starts from UAH 1,500. Drafting starts from UAH 2,500.
- The specification is an annex, not “as discussed in chat”.
- Delivery basis and the passing of risk are named.
- There is a window for quantity and quality claims.
- The price is fixed or the change formula has a ceiling.
- Penalties are capped and not stacked three times under different names.
Before signing, put the specification, the invoice and the contract in one pack. A mismatch between those sums is the first mark in a review.
