Why drafting matters more than litigation

A document is a contract under Section 10 of the Indian Contract Act, 1872 only if it has free consent, lawful consideration, lawful object and capacity of parties. But most disputes arise not from those big four — they arise from ambiguous drafting, missing termination clauses, weak indemnity, undefined force majeure, and silent jurisdiction. Good drafting prevents 80% of the litigation our office sees.

What we draft

Sale and conveyance deeds; agreements to sell; lease and rent agreements; gift deeds; family settlement and partition deeds; partnership deeds under the Indian Partnership Act, 1932; LLP agreements under the LLP Act, 2008; founders / shareholder agreements; employment, consultancy and contractor agreements; NDAs and non-compete; franchise and distributor agreements; loan and mortgage documents; vendor and supply agreements; SaaS and software licence agreements; MoUs; trust deeds; HUF declarations; and wills.

Stamp duty and registration — Rajasthan specifics

Rajasthan Stamp Act, 1998 sets duty by article. Sale deed — 6% + 1% surcharge of market value; lease — variable based on tenure and rent; gift — 6% (1% for blood relatives in some categories); partition between coparceners — concessional; MoU and NDA — ₹500 each. Registration is mandatory under Section 17 of the Registration Act, 1908 for sale, gift, lease above 1 year, partition, mortgage (other than equitable), and transfer of immovable property worth ₹100+.

Indemnity, dispute resolution, governing law — the clauses that decide cases

Three clauses save or sink contracts: (i) indemnity — Sections 124–125 Contract Act — must spell out triggers, cap, period; (ii) dispute resolution — mediation tier, arbitration seat and rules (we usually anchor arbitration at Kota or Jaipur, governed by the Arbitration and Conciliation Act, 1996); (iii) governing law and jurisdiction — Indian law, Kota courts subject to any arbitration clause.

Family settlement deeds

Family settlements are recognised as a special class — Kale v. DDC (1976) 3 SCC 119 — and do not require registration if oral and immediately followed by possession. But where they record division of immovable property in writing, registration is mandatory under Section 17(1)(b) of the Registration Act, 1908. Drafting must establish family relationship, bona fide dispute or apprehended dispute, and arrangement aimed at peace.