In short. Read a business contract the way a judge will read it three years from now, in the middle of a dispute. That's how a contract review lawyer in Delhi ought to look at it. Advocate B.K. Singh begins with four questions. Who exactly is on the other side, and can the person signing commit it? When does your money legally fall due? How can either party get out? Where would a fight be heard? Most reviews take two to five working days. Send the draft with your purchase orders and emails before you sign. Not after the first payment goes missing.
Is this your situation?
- A buyer's legal team emailed its standard agreement on Thursday and wants it back, signed, by Monday.
- You're about to send goods worth several lakh on 60 days' credit to a buyer you've met twice.
- The draft names a company you've never heard of. Turns out it's a sister concern of the one you actually deal with.
- There's an arbitration clause seated in Mumbai, or a Bengaluru jurisdiction clause, or a penalty clause, and you aren't sure what any of it means for you.
- You run a micro or small enterprise and the payment terms stretch well past 45 days.
- Last time you signed something like this, the buyer held back a payment and the contract didn't help you one bit.
- You're a startup with your first big enterprise client. Losing the client would hurt. Losing the money would hurt more.
What a contract review lawyer in Delhi should actually be checking
A good review answers one question. If this deal goes bad, can you get your money, or your remedy, quickly, in a court you can reach, using this document and your invoices? Everything else comes second. Grammar doesn't decide cases. Nor does formatting, or how long the recitals run. Payment triggers do, and so do the identity of the parties, the exit rights and the dispute clause.
Advocate B.K. Singh reads a draft in a fixed order. Parties and signature block first. Then the money. Then termination and damages, then the dispute clause, and only after that, everything else. The order comes from years in court, not from drafting. In the recovery and contract suits that reach the firm, what hurts the client most nearly always sits in one of those four places. It's rarely in the clauses businesses spend their negotiating time fighting over.
This page walks through that method, so you can do some of it yourself before sending a draft to any contract review lawyer in Delhi. It's meant for suppliers, service firms, distributors and startups signing someone else's paper, which is where most businesses that later need to recover money start out. If the contract's already signed and the fight has begun, go to our page on claiming damages for breach of contract instead.
Check one: who are you really contracting with, and can the signatory bind it?
Line one of the agreement names the party you're contracting with. Advocate B.K. Singh puts that name beside three others: the one on the purchase orders, the one on the GST invoices, and the holder of the bank account that pays you. They differ more often than you'd guess. We've seen businesses supply a household-name brand for two years, sue, and discover the contract was really with an under-capitalised subsidiary or a freshly formed LLP that owns nothing. Checking takes minutes. The MCA portal shows the CIN, registered office, incorporation date, paid-up capital, directors and whether the company is active. On the GST portal you can see if the GSTIN in the draft really belongs to that entity. And whether it's live.
Next comes authority to sign. Nobody can bind a company unless the company has said so, normally through a board resolution or a power of attorney, and on a big contract it's fair to ask for a copy. Partnership firms raise a different point. Check whether the firm is registered with the Registrar of Firms, because Section 69 of the Indian Partnership Act, 1932 bars an unregistered firm from suing a third party on a contract. That bites hardest when you are the firm. Proprietorships are simplest. Name the proprietor as an individual, trading under the business name, so any decree clearly lands on an actual person.
New counterparty? A small one? Part of a group that shuffles money between companies? In any of those cases, try to get a guarantee from a promoter or the parent company. Section 128 of the Indian Contract Act, 1872 makes the guarantor liable to the same extent as the principal debtor, unless the guarantee itself sets a limit. Getting one page signed on day one is easy. Chasing a director personally after default is not, because in the ordinary course a private limited company's directors don't answer for its debts.
Check two: what exactly have you promised to deliver?
Most payment fights start life as delivery fights. The buyer rarely says it won't pay. It says the goods were off-spec, the software wasn't accepted, the work isn't finished. So the second check is whether the contract describes what you owe in a way that someone who wasn't in the room can measure later. A specification sheet attached as an annexure helps. So does a list of deliverables with dates, and an acceptance procedure with a deemed acceptance clause (goods treated as accepted if no written rejection arrives within seven days of delivery, for example). Those close off most of the arguments before they start.
Check the annexures are actually there. Again and again we find contracts that send you to Annexure B for prices and Annexure C for service levels, and the signed copy has neither. A court goes by what was signed. You can still prove a price schedule that sits in an email thread, of course. You've just given the other side a point it never needed to have.
Scope changes cause the other big headache, in IT, fit-out and construction above all. If the job is likely to change as it goes, write down how a change gets requested, priced and approved, and say that an email from a named person is enough to approve it. Otherwise that extra work someone asked for over the phone turns into a claim you must prove from nothing. Painful, and avoidable.
Check three: when does your money legally fall due?
A clause that just says "payment within 60 days" doesn't tell you when the 60 days start. From the invoice? Delivery? Acceptance, or upload on the buyer's vendor portal, or the day the buyer's own customer finally pays up? Whichever it is decides when interest begins and when limitation starts ticking. Advocate B.K. Singh highlights every trigger in the draft and then asks the client something blunt. For each invoice, will you be able to prove the trigger happened, on paper? A trigger like "certification by the project manager" is a trap if the project manager simply never certifies. The money then never becomes due.
Watch for clauses that eat into what you're paid without saying so. Set-off is the usual one. Drafted widely, it lets the buyer knock off anything it claims against you, under this contract or any other. Retention is another, where a slice of each bill is held until a defects period ends, and the defects period has no fixed end. Then there's pay when paid, which makes your payment wait until the buyer's own client pays it. That's the buyer's credit risk landing on you. The law doesn't forbid any of these. We'd still narrow each one: set-off only for sums admitted in writing, retention released on a fixed date, no back-to-back condition at all.
Registered micro and small enterprises get extra protection under the MSMED Act, 2006. Section 15 says the buyer must pay within the period agreed, and that the agreed period can't exceed 45 days from acceptance or deemed acceptance. Miss it and Section 16 kicks in, with compound interest at three times the bank rate notified by the Reserve Bank of India. The contract can't switch that off. So a 90-day clause doesn't cost you the right, but it does hand the buyer something to argue about. Ask for 45 days instead. And put an interest rate of your own into the agreement as well, because it helps any later claim under Section 34 of the Code of Civil Procedure. Our guide on how much interest you can claim on unpaid dues goes into that.
There's one last test he puts the money clauses through. Imagine suing on this contract plus your invoices under Order XXXVII of the Code of Civil Procedure, which allows a summary suit for a debt or liquidated demand arising on a written contract. Whether that works depends on the drafting. If the price is fixed, the due date is clear and there's some clean way for the buyer to acknowledge what it owes, a summary suit is there when you need it. Leave the payment terms woolly and you're looking at a regular suit and a full trial instead.
Which laws decide whether a clause will actually hold?
Sections 27 and 28, Indian Contract Act, 1872
Section 27 makes agreements in restraint of a lawful trade void. That's why sweeping non-compete clauses that bind a business after the contract ends often can't be enforced. Section 28 voids any clause that stops a party enforcing its rights through ordinary legal proceedings, cuts down the limitation period, or wipes out rights when a set period expires. Arbitration clauses are expressly saved.
Sections 73 and 74, Indian Contract Act, 1872
Section 73 gives compensation for loss that arose naturally from the breach, or that both sides had in mind when they contracted. Section 74 covers a sum the contract names as payable on breach. In Kailash Nath Associates v. Delhi Development Authority (2015) the Supreme Court held that the named sum is a ceiling. The court awards reasonable compensation up to it, and where loss can be proved, it has to be proved.
Section 10A, Information Technology Act, 2000
A contract isn't unenforceable just because it was made electronically, through an exchange of emails, say, or a click-accept on a portal. Electronic signatures recognised under the Act are valid. To prove electronic records in court you'll need a certificate under Section 63 of the Bharatiya Sakshya Adhiniyam, 2023.
Stamp and registration laws
Each state has its own stamp law and its own rates, and Delhi, Uttar Pradesh and Haryana all differ. You pay under the law of the state where the agreement is executed. If nobody paid the duty, the agreement still survives. A seven-judge bench of the Supreme Court said so in December 2023, adding that it can't go into evidence until duty and penalty are paid. Separately, Section 17 of the Registration Act, 1908 makes registration compulsory for a lease of immovable property from year to year or for more than a year.
Section 20, Code of Civil Procedure, 1908
Suits can be filed where the defendant resides or carries on business, or where the cause of action arose in whole or in part. Parties may agree to restrict disputes to one of the courts that already has jurisdiction. What they can't do is give jurisdiction to a court that lacks it (Swastik Gases v. Indian Oil Corporation, Supreme Court, 2013).
Check four: what happens when something goes wrong?
Termination clauses in standard vendor agreements tend to be lopsided. The buyer can walk away for convenience on 30 days' notice. The supplier can terminate only for non-payment, and only after a 60-day cure period, a written notice and an escalation meeting. We don't insist on perfect symmetry. A smaller party rarely gets it. What we look for is narrower. Can the supplier stop supplying once payments are overdue beyond a fixed period, without being in breach itself? And does termination by either side leave payment for work already done untouched?
Liquidated damages are the pre-agreed sums payable for delay. Uncapped, they're dangerous. One percent of the order value for each week you're late sounds small, until a big order slips by two months and your whole margin is gone. Ask for a ceiling expressed as a percentage of the order value. Next, read the limitation of liability clause alongside the indemnity. A cap on the supplier's liability that leaves indemnities outside it doesn't protect much. And your indemnity should cover losses your own default causes, not whatever claim some third party chooses to bring against the buyer.
Whether your termination letter or legal notice counts as properly given depends on the notice clause. Read it. Is the address current? Is a person named? Does email count? Businesses relocate all the time. If the buyer moved from Okhla to Gurugram last year and your notice went by registered post to Okhla, you've given its lawyer a technical point to argue, and one line in the contract would have prevented it.
Check five: where will a dispute be heard, and by whom?
He reads the dispute clause last. It's frequently the clause that decides whether a claim is even worth pursuing. Picture a Delhi supplier owed Rs 18 lakh who signed up to the exclusive jurisdiction of courts in Bengaluru, or to a three-member tribunal seated in Mumbai. The claim may simply cost more to run than it's worth. So we don't ask which clause is ideal in theory. We ask which forum you can actually use.
If there's an arbitration clause, read the appointment wording slowly. A clause letting one party name the sole arbitrator by itself won't survive. The Supreme Court said so in Perkins Eastman (2019), and in 2024 a Constitution Bench, in Central Organisation for Railway Electrification v. ECI-SPIC-SMO-MCML, held that unilateral appointment clauses offend equality. Look for two more things. First, a seat, because the seat fixes which court supervises the arbitration. Second, an institution such as the Delhi International Arbitration Centre. For wording that works, see our guide on drafting a DIAC arbitration clause.
Arbitration or a court suit? That's a separate decision, and it turns on claim size, whether you'll need urgent relief, and who has to be bound. His way of making that call is set out in choosing between arbitration and a commercial suit. The seven clauses that most often decide cases are taken one at a time in business contract clauses that decide court cases later, so we won't repeat them here.
Stamp, signatures, versions, annexures: the dull paperwork that decides admissibility
Good drafting won't save you if, at the first hearing, the signed copy can't be found or can't be admitted. Get the stamping done at execution or before. In Delhi that's mostly e-stamp certificates now. Where you sign in Delhi and the other side signs in Haryana, work out which state's duty applies, and if you can't be sure, pay the higher. An unstamped agreement can be let in later once duty and penalty are paid, true. It still costs you hearings, at exactly the moment you want the judge thinking about your claim.
Initial every page and sign the last, at the very least. Every annexure needs a signature or initials too. Scan one clean signed copy the day it's signed, with the date and place of execution written in. For e-signed contracts, download and keep the platform's audit trail.
People underestimate version control. Negotiate by email and you'll often have three drafts in circulation, and the one that gets signed is the second, not the final. Before you sign, put the final draft beside the last agreed version and go through them line by line. If the other side returns a signed copy that doesn't match what was agreed, say so in writing that day. Silence, followed by carrying on with the work, can be read as acceptance.
How a contract review with Advocate B.K. Singh's team runs
This is the usual run for a vendor, supply, service or distribution agreement. A short purchase order on standard terms takes less. A joint venture or long-term supply deal takes more.
Send the draft and the background
Share an editable copy of the draft, the covering email from the other side, and a few lines about the deal: what you're supplying, the value, the credit period, and what you care about most commercially. Throw in any purchase orders and quotations already exchanged, since they often say something different from the draft.
Party and authority check
We look up the other side on the MCA and GST portals, confirm the entity name and address, and note whether to ask for a guarantee or an authority document. Anything odd, such as a subsidiary incorporated last month, gets flagged before we even read the clauses.
Clause review, in litigation order
Money, termination, damages, indemnity and the dispute clause come first, then the rest. We grade each issue: worth walking away over, worth pushing for, or fine to accept.
Marked-up draft and a short note
You get the draft with tracked changes, plus a short note in plain language explaining each change and why it matters. It's written so you can forward it to the other side's commercial team if you want to.
Help with the negotiation
If the other side pushes back, we suggest fallback wording. Most large buyers will accept a cap on liquidated damages, a fixed date for releasing retention and limits on set-off, even when they won't touch anything else in their template.
Execution check
Before anyone signs, we compare the final version with the agreed draft, check the stamp duty and confirm the signing formalities. A scanned signed copy should come back to you, and to us for the file.
Fees for a review are talked through at the first conversation and agreed in writing before work starts. How that works is set out in how fees are discussed and agreed with the team.
What a weak clause can cost you later, in time and money
| Weak spot in the contract | Where it comes back to bite | Usual delay it adds (no promise) | Costs involved (other than lawyer's fee) |
|---|---|---|---|
| Wrong or thinly funded counterparty | At execution, when the named entity turns out to own nothing | Months to years; sometimes nothing is recovered | Court fee already paid on the suit (ad valorem under the state schedule; check the current figure), with little to show for it |
| Vague payment trigger | In the written statement, as a dispute over when money fell due | Usually turns a summary suit into a regular suit with a full trial | The same court fee, but more hearings and evidence costs |
| Unstamped or unsigned annexure | When documents are tendered in evidence | A few hearings to put right | Deficit stamp duty plus penalty under the state stamp law |
| Far-away exclusive jurisdiction | At filing, when deciding where to sue | Travel, and coordinating with counsel in another city, on every date | Court fee under that state's schedule, plus travel |
| Invalid unilateral arbitration clause | When the arbitrator is appointed or the award is challenged | A Section 11 petition to the High Court, often several months | Court fee on the petition; arbitrators' fees under the agreement or the institution's schedule |
| No agreed mediation or escalation route | Before a commercial suit, Section 12A mediation is mandatory anyway unless you're seeking urgent relief | Three months, extendable by two with consent | Mediation fee fixed by the Legal Services Authority under the 2018 Rules; check the current schedule |
Papers to send along with the draft
About the deal
- The draft agreement in Word or some other format we can edit
- Purchase orders, quotations, rate contracts or letters of intent you've already exchanged
- Emails or WhatsApp messages that record what was agreed on price, quantity and credit period
- Any earlier contract with the same party, signed or not
About the other side
- Its full legal name, GSTIN and address exactly as they appear on its purchase orders
- Names and designations of the people you deal with, and of whoever will sign
- Any group company that places orders or makes payments
- Any guarantee, security cheque or advance on offer
About your own business
- Your Udyam registration certificate, if you're a micro or small enterprise
- The partnership deed and registration certificate, if you're a firm
- The board resolution or authority for whoever signs on your side
- Your standard terms of sale or service, if you have any
Where would a dispute under this contract be filed?
Picture the courtroom before you sign. It isn't gloom. It shows you whether the jurisdiction clause works for you or against you. Once a business dispute is worth Rs 3 lakh or more, the Commercial Courts Act, 2015 sends it to a commercial court. Delhi splits these by value. Claims up to Rs 2 crore are tried by the District Judge (Commercial Court), sitting at Saket, Tis Hazari, Karkardooma, Rohini, Dwarka or Patiala House depending on the district, while bigger ones go to the Commercial Division of the Delhi High Court. That ceiling may move. The Delhi High Court's Full Court recommended in July 2026 that the district limit go up to Rs 10 crore, but the law has to be amended first, so look at the limit afresh when a dispute actually comes up.
Across the border it works a little differently. Ghaziabad, Gautam Buddh Nagar (Noida), Gurugram and Faridabad each have a court designated as the Commercial Court for the district, and appeals lie to the Allahabad High Court from the UP districts and to the Punjab and Haryana High Court from the Haryana ones. Which court is open to you turns on two things: Section 20 of the Code of Civil Procedure, and whatever your jurisdiction clause says. Say you're a Noida supplier with a Delhi buyer. You'd normally want Delhi or Noida named, since both may have jurisdiction already. A clause pointing at some third city where nobody works is the one to resist.
Our page on which commercial court will hear your case goes through valuation and territory properly. For contract review the practical point is short. If a clause would make you sue far from where you do business, negotiate it, or price the extra cost into the deal.
How the review changes for suppliers, service firms, startups, MSMEs and larger companies
Goods suppliers and manufacturers need to look at acceptance and rejection timelines, the point at which risk and title pass, and whether they can stop supplying when payments are overdue. One line deeming goods accepted is probably worth more to a supplier than anything else in the contract. Service and IT firms should focus on how milestones are defined, how sign-off works, change requests and intellectual property. Many client templates hand over all IP the moment it's created, payment or no payment. So when the client stops paying, the vendor has nothing left to withhold.
Startups dealing with large enterprises rarely get to rewrite the template. We don't burn goodwill trying. Instead the review picks the two or three points a startup can realistically win: usually a cap on liability, a payment trigger linked to the invoice and not to the buyer's internal approvals, and a jurisdiction the founders can actually get to. Micro and small enterprises need their Udyam number recorded in the contract, and nothing in it that cuts across the 45-day rule. The MSME Facilitation Council route is covered in detail on our network site arbitrationlawyer.in.
Larger companies buying from dozens of vendors have the opposite worry. They need their own template to be enforceable and consistent, properly stamped, with a dispute clause that doesn't run into the unilateral appointment rulings. For them we often review the template once and then hand the procurement team a short checklist.
Across Delhi, Uttar Pradesh and Haryana, the main practical differences at the contract stage are stamp duty, which each state fixes for itself, and where the courts sit. Check the current stamp schedule of the state where the agreement is executed.
A made-up example: the auto parts maker and the standard vendor agreement
What follows is invented, for illustration only. A Mayapuri manufacturer of brake components is offered a three-year supply deal by a Gurugram company that assembles two-wheeler parts for a bigger brand. The buyer's 26-page vendor agreement lands on a Friday afternoon. They want it signed by Monday.
Review throws up four problems. First, the party named isn't the company that's sent purchase orders all year. It's a sister company, newly incorporated, with Rs 1 lakh of paid-up capital. Second, payment falls due 90 days after "quality clearance", which isn't defined anywhere. Third, liquidated damages run at two percent of order value per week of delay, with no ceiling. Fourth, disputes go to a sole arbitrator picked by the buyer's managing director, with Pune as the seat.
Since the manufacturer is registered as a small enterprise, the mark-up leans on that. It asks for the established company to sign, or at least guarantee its sister company. It adds a line that goods count as accepted unless rejected in writing within ten days of delivery. It moves payment to 45 days after acceptance, matching the MSMED Act. It caps liquidated damages at ten percent of the late order. And it sends disputes to arbitration under the DIAC rules, with New Delhi as the seat.
The buyer agrees to the guarantee, deemed acceptance, the cap and 45 days. On arbitration it holds its ground and keeps its own clause, though it drops unilateral appointment and lets DIAC appoint. So the manufacturer signs knowing exactly what it gave up. Real negotiations can go any number of ways. What this one shows is how far four questions, asked in order, shifted the risk over three years.
Mistakes we keep seeing in contracts that are already signed
- Signing the group company's paper without noticing. Years later the decree runs against an entity with nothing in its name. Check the name and CIN on page one against your purchase orders.
- Treating the purchase order as the contract. Lots of purchase orders carry the buyer's terms on the back, or by reference to a website. Your quotation's terms can get overridden without anyone having read either set.
- Leaving the payment trigger to the buyer's internal process. "Payment after approval by the finance team" really means payment whenever the finance team feels like it.
- Agreeing to unlimited set-off. The buyer deducts its disputed claims from your undisputed invoices, and you end up suing for money that was never genuinely in dispute.
- Handing over IP before payment. In software and design work, ownership should pass on full payment. Not on creation.
- No signed copy on your side. It happens more than you'd think. The only signed original sits with the other side and the client has an unsigned PDF.
- Ignoring the notice clause. A legal notice sent to an address or email the contract doesn't name invites a technical objection, and that can eat up the first months of a case.
When isn't business contract vetting worth paying for?
Not every contract needs a lawyer. A one-off order of modest value, from a buyer you've dealt with for years, on terms you've accepted many times over, rarely justifies paying for business contract vetting. Neither do non-negotiable platform terms, the kind large marketplaces or cloud providers use, which you either accept or walk away from. For those, a short in-house checklist does the job: party name, payment trigger, credit period, dispute venue.
Review earns its cost when the value is big relative to your business. Or when the credit period is long, the counterparty is new or part of a group, the term runs for years, or the contract creates obligations that outlive it, such as exclusivity, a non-compete or an IP assignment. It's also worth getting your own standard terms reviewed once. Then every quotation and invoice you send carries terms that help you if a buyer defaults.
Give renewals a quick look even when nothing seems different. Buyers update templates without flagging the changes. A renewal signed in a rush can quietly swap a Delhi jurisdiction clause for an arbitration clause seated somewhere else.
Can a contract be fixed after you've signed it?
Yes, up to a point. Both sides can sign a written addendum at any time, and many contracts say amendments must be in writing anyway. If the other party won't sign anything formal, a clear email exchange agreeing a new payment term, price or delivery schedule can still be proved in court. It's weaker evidence than a signed amendment. And it may run into an "entire agreement" or "no oral modification" clause.
Conduct counts too. If both sides have always worked to 30-day payments despite a 90-day clause, a court may look at that course of dealing. But leaning on conduct means leaning on evidence the other side will dispute. If something important is wrong in a signed contract, fix it in writing at the next natural chance: a renewal, a fresh purchase order, a price revision.
And if a payment problem has already started, don't sit waiting for an amendment. Gather your invoices, delivery proof and correspondence. Think about a legal notice and the routes on our breach of contract page and in our guide on supply contract disputes.
What to do before you sign
Before signing, get the draft as a Word file and give yourself three working days or more with it. Match the other side's name, CIN and GSTIN to your purchase orders. Mark up the clauses that matter: payment trigger, credit period, set-off, retention, liquidated damages, termination and disputes. Then choose your battles. Two or three points you really care about will get you further than twenty. Fighting every clause usually wins nothing.
Our guide on what to bring to a first meeting with Advocate B.K. Singh lists the papers that speed a review up. Whoever you go to, a contract review lawyer in Delhi works only with what's on the desk. Send the emails and purchase orders along with the draft.
If you'd like the draft and your correspondence read before you sign, share them with Advocate B.K. Singh's team through the contact page.
Frequently asked questions
How long does a contract review take in Delhi?
A standard supply, service or distribution agreement usually takes two to five working days. It depends on the length, and on how much background you send. If it's urgent, the main clauses can be looked at faster. Long-term or multi-party agreements take longer.
Is a contract signed by email or e-signature valid in India?
Yes. Under Section 10A of the Information Technology Act, 2000, forming a contract electronically doesn't make it unenforceable. Hold on to the email chain or the e-signature platform's audit trail. Proving the contract will need that, plus a certificate under Section 63 of the Bharatiya Sakshya Adhiniyam.
What if my business contract was never stamped?
No, it's still a valid contract. What it can't be is evidence, until stamp duty and penalty are paid, and a seven-judge bench of the Supreme Court said so in 2023. Usually you fix it by paying the shortfall and the penalty under the state stamp law. Doing it right at signing costs less, and saves time.
Can the buyer change the terms through its purchase orders?
It can try. If its purchase orders carry their own terms and you accept them by supplying, those terms may become part of the contract. Put a clause in the main agreement saying it prevails over purchase order terms. That shuts the argument down.
Should a small supplier insist on a Delhi jurisdiction clause?
It's worth asking for if you trade from Delhi and the buyer is here too, or deals with you here. Any dispute then stays close to home. There's a limit, though. A clause can't create jurisdiction where none exists. All it can do is pick one court out of those that already have it. If the buyer refuses Delhi, push back hard on any city where neither of you has a presence.
Can a director personally guarantee a supply contract?
Yes, and it's common. The guarantee can sit inside the supply contract or be a separate deed signed by the director or promoter. Section 128 of the Indian Contract Act makes the guarantor answerable to the same extent as the company, unless the guarantee limits it. No guarantee, and the director generally isn't personally on the hook for company debts.
Does the 45-day MSME rule apply if my contract says 90 days?
Yes, if you're registered as a micro or small enterprise and you're supplying goods or services. Section 15 of the MSMED Act won't let the agreed credit period run past 45 days from acceptance or deemed acceptance, so the longer period doesn't bind you on that point. After that, interest at three times the RBI bank rate starts running regardless of what you signed. One caution. Check when you registered, and the current position on later registrations, before you rely on it.
Can I get my standard terms of sale reviewed instead of each contract?
Yes. For a business that sells to lots of customers on its own quotations and invoices, it's often the better use of money. A reviewed set of standard terms, printed on your quotations and invoices, gives you the same position on interest, payment and jurisdiction in every deal.
Advocate B.K. Singh
Founder of B.K. Singh & Associates. MCA, LL.B., LL.M. More than twenty years in practice before the Supreme Court, the Delhi High Court, district and commercial courts in Delhi NCR, and tribunals.
This guide explains the law in general terms and is not legal advice. For advice on your own papers, contact the team.