Documentation of

commercial contracts
INC
GUNTUR
GURUPRASAD.P
STAMP DUTY
 The law of affixing stamps to various
documents is governed by the Indian stamp
act 1899 . Stamp duty payable on instrument
is determined by the inclusion of document
either in central or state list.
Requirement of valid stamping
 Time of stamping
 Adjudication of deficiency
 Endorsement and supplemental deeds
 Registration
Types of stamps
 Revenue stamps
 Special adhesive stamps
 Other documenting stamps
 Embossed/engraved stamps
 Non judicial stamp papers
Important clauses in commercial
contracts
 Description of parties
 Recitals of the subject
 Consideration
 Covenants and undertaking
 Signatures and attestations
LEX FORI is the law
 It means the ‘law of the forum’. It signifies
that the proper law applicable in enforcing
contracts is deemed to be the law of the
country according to whose laws the
contracting parties wish to be governed. If
such intention does not exit the applicable law
is objectively determined as the law of the
country with which the contract is primarily
concerned
FORCE (vis) MAJEURE
 It is a common clause in contracts which
decides the rights and liabilities of the
contracting parties and relieves them of their
duties accordingly on the happening of certain
events during the course of executing the
terms of a contract. VIS MAJEURE is
French word for greater force, and
means the ACT OF THE GOD
Force Majeure
 It is a common clause in contracts which
essentially frees one or both parties from
liability or obligation when an extraordinary
event beyond the control of the parties such as
war, strike, riot, crime, and act of god (flood,
earthquake, volcanic eruptions) prevails on
one or both parties from fulfilling their
obligations under the contract
NOTICE
 Notice is the legal concept describing a
requirement that a party be aware of legal
process affecting their rights, obligations or
duties. it may be describe as an official
communication of a legal action or one's
intent to take an action.
For ex- a notice to quit is a written
notification given either by the tenant to the
landlord or vice-versa
Arbitration clause
 The advantages for including arbitration
clause in commercial agreements are that it is
prompt, and therefore, inexpensive, way of
resolving business disputes and suitable for
present day commercial transactions.
Arbitration assures that the dispute is decided
by a person who is familiar with the
commercial context in which the dispute
arose
Checklist for the standard clauses
Price and currency indexes
Preamble Force Majeure and hard ship clause
Parties Default
Definitions Termination and expiration
Offer and acceptance Assignment
Obligations Options
Conditions Intellectual property rights
Indemnification Confidentiality and non compete
Exoneration Penalties and liquidated damages
Environmental responsibilities Delay
Security Non waiver clause
Delivery Notice clause
Insurance Publicity clause
Risk of loss Language clause
Require activity Choice of law and venue