What are the important terms of a contract?

The following are the important sections of a contract:

1. Deliverables and timelines – the deliverables to be mentioned in detail along with clear timelines. Extension of timelines in certain cases.

2. Term and termination – Term of the agreement and extensions, if any, and termination rights of both parties, including provision for the termination in case of breach

3. Licensing terms – nature of license and rights being licensed for a particular duration

4. Consideration, taxes, payment terms – payment tranches and payment mechanism, interest on delayed payments

5. Indemnity and limitation of liability – violation of third-party intellectual property rights (infringement of copyright) or breach of other laws may be applicable to either party, capping of your liability to a certain amount.

6. Dispute resolution mechanism and jurisdiction – whether arbitration is to be preferred or not.

7. Force Majeure – in case of occurrences beyond the control of parties, the recourse to be taken by parties without the imposition of costs on either party.

In certain cases, an organisation may want to execute a confidentiality agreement with you before proceeding with discussions on the deal. The provisions of the confidentiality agreement that you need to pay attention to are:

a. Definition of Confidential Information

b. Exclusions

c. Survival clause

d. Damages

e. Jurisdiction