The Journey of Agreement to Contract.
All contract are agreements but not all agreements are contracts. The legality and enforcement point differentiates the agreement and contract.
In business world contract plays vital role and let us discuss ingredients or checklist contract.
Check list for Contracts-
1. Title –Business purchase, employment etc
2. Parties-Name and address
3. Date-execution and enforcement date if there is such event
4. Recitals- How and why parties came together-Brief background-to clarify the need-it acts like preamble of the agreement
5. Term and conditions-
Good or business purchase, how it can be delivered, who and when. Payment of money, what date, what mode –cheque, draft, online transfer etc
6. Notice-in case of non delivery or delay, non performance or breach how it can be communicated. To whom it to be addressed.
7. Termination- When agreement stands terminated-on performance, by breach of one party, or Force majeure.
8. Boilerplate clauses-Assignment, Severability, Waiver, Non compete, confidentiality, non solicit clauses and jurisdiction –which law is applicable and in case of dispute how it can be resolved, mention the detailed procedure to avoid the dilema. Remedies if any mentioned in contract.
9. Indemnification
10. Representation and warranties
11. Assignment
12. Signatures of the parties
13. Required stamp duty to be paid
14. Registration
15. Attestation
Every clause has great value and need to be analysed, discussed, clarified while drafting to achieve the intended purpose of parties.
Feel free to contact me for Contract queries.
Author : Nirmala Patil Advocate
