Contracts, MoUs, NDAs, terms

Category: Legal Services. From ₹4,999. Typical timeline: 3–7 days.

Overview

Legal agreements govern every commercial relationship a business enters into — from vendor contracts and employment offer letters to founder agreements, NDAs and terms of service — and a poorly drafted clause on termination, liability or jurisdiction can cost far more than the drafting fee ever would. Kanoons drafts and vets agreements to reflect the actual commercial understanding between parties, uses enforceable language under the Indian Contract Act, 1872, and flags one-sided or ambiguous terms before signature.

Who needs it

• A startup signing its first vendor or customer contract and wanting balanced terms
• An employer issuing offer letters, appointment letters or consultancy agreements
• A business receiving a contract from a counterparty and wanting it reviewed before signing
• Two founders wanting a shareholders or founders agreement to cover exit and IP ownership

Eligibility

• Any individual, proprietorship, partnership, LLP or company entering a contractual relationship
• Startups needing founder agreements, NDAs, ESOP letters or vendor contracts
• Businesses needing standard templates (terms of use, privacy policy, employment offer letter) for repeat use

Documents required

• Details of parties (name, address, PAN/CIN)
• Commercial terms agreed in principle (scope, price, timelines, payment terms)
• Any existing draft or term sheet exchanged with the counterparty
• Specific clauses the client wants included or excluded

Process

1. Instruction call — Understand the commercial deal, parties involved and any deal-breakers before drafting begins.
2. First draft — A draft agreement is prepared covering scope, payment, termination, indemnity, confidentiality and dispute resolution.
3. Client review — Client reviews the draft and flags changes or points for negotiation with the counterparty.
4. Revision & finalisation — Draft is revised based on feedback and negotiation with the other side, then finalised for signature.
5. Execution support — Guidance on stamping, e-signature or wet signature and any registration requirement.

Government fees

• Stamp duty: Varies by state and agreement value — typically ₹100–₹500 for standard commercial agreements, higher for property-related agreements

Professional fee

Starts at ₹4,999 per agreement depending on complexity and number of revision rounds; covers drafting or review, one round of negotiation support and a final execution-ready version.

Timeline

Standard agreements are turned around in 3–5 working days; complex multi-party agreements or those involving heavy negotiation can take up to 7 working days.

Deliverables

• Execution-ready draft agreement in Word and PDF
• Clause-by-clause explanatory note in plain English
• Stamping and execution guidance

Frequently asked questions

Is an unstamped agreement valid in India?

An unstamped or under-stamped agreement can be inadmissible as evidence in court until the deficient stamp duty and penalty are paid, though it does not automatically make the contract void.

Can an agreement be signed digitally?

Yes, agreements can be executed via electronic signature under the Information Technology Act, 2000, except for a small category of documents like wills and negotiable instruments that require physical signature.

Do NDAs need to be registered?

No, NDAs and most commercial agreements do not require registration unless they create or transfer an interest in immovable property.

Common mistakes

• Using a generic template downloaded online without adapting jurisdiction and governing law clauses
• Leaving termination notice periods or exit consequences undefined
• No clear dispute resolution clause, leading to litigation in an inconvenient forum
• Missing or inadequate stamp duty, weakening enforceability in court

Penalties for non-compliance

• An unstamped agreement can attract a penalty of up to 10 times the deficient stamp duty in some states before it can be used as evidence
• Poorly drafted indemnity or liability clauses can expose a business to open-ended financial liability
• Absence of a valid arbitration clause forces disputes into slower civil court litigation

Legal references

• Indian Contract Act, 1872 — governs formation, validity and enforcement of contracts
• Indian Stamp Act, 1899 and state stamp acts — govern stamp duty on agreements
• Information Technology Act, 2000 — governs validity of electronic signatures and contracts
• Specific Relief Act, 1963 — governs remedies like specific performance and injunction