Month: September 2023

DIFFERENCE BETWEEN AGREEMENTS AND CONTRACTS AGREEMENT When a person offers something to someone else, and the concerned person accept the proposal with equivalent consideration, this is known as agreement. When two or more person agreed upon same thing in the same way. In short it is defined as the contract which lack enforceability by law is known as agreement.  Types of agreement are as under: Void Agreement Wagering Agreements Contingent Agreement Voidable Agreement Illegal agreement Implied Agreement Express Agreement Example: Harsh and Harshita decided to go for shopping on Saturday. Harsh did not come for shopping, and this resulted in the waste of Harshita’s time. Now Harshita can’t compel Harsh for the damages as the decision to go for shopping is not a contract but a mutual agreement. CONTRACT A legally enforceable agreement for doing or not doing an act is known as contract.  A contract must contain offer and acceptance, intention of creating legal obligation, adequate and unconditional consideration. Types of contracts are as under: Void Contract Voidable Contract Contingent Contract Express Contract Implied Contract Bilateral Contract Unilateral Contract Executory Contract Executed Contract Example: Siddharth promises his friend to pay his debt, and the agreement was in writing as well as registered. This is a valid agreement and can be enforceable.                                         DIFFERENCE BETWEEN CONTRACTS AND AGREEMENTS Basis for Comparison Contracts Verbal Agreements Meaning When an agreement is enforceable by law, it becomes a contract When a proposal is accepted by a person to whom it is made, with requisite consideration Section Section 2 (h) of Indian Contract Act, 1872 Section 2(e) Indian Contract Act, 1872 Elements Agreement and enforceability Offer and acceptance Scope Narrow Wide Consideration There must be a consideration Agreement can be made without any consideration Preferred mode Contract must be in writing Agreements may be made in orally or in writing Legality There is a legal obligation in every contract Legal obligation may or may not be included in verbal agreement One in other All contracts are agreements But all agreements need not to be a contract Clarity & Details Can provide specific and detailed terms and conditions Relies on memory and subjective interpretation Modification Amendments or modifications may require written consent Can be modified verbally, but proving the modification may be difficult Legal Protection Offer greater legal protection and clarity in case of disputes or breaches Lack of written evidence may make it challenging to resolve disputes or prove the terms Complexity Suited for complex agreement that require detailed provision Suitable for simpler or informal agreements Professionalism Indicate a high level of professionalism Less formal and may indicate a more casual approach Also Check : Franchise Agreements Ritu

HOW TO REGISTER A TRADEMARK IN THE USA WHAT IS TRADEMARK? A trademark serves as a means for individuals and businesses to distinguish their goods and services from others in the market. It can take the form of a brand name, logo, phrase, or word, and is a valuable asset that needs legal protection through intellectual property rights. In the United States, the registration and administration of trademarks are overseen by the US Patent and Trademark Office (USPTO). While federal registration through the USPTO is the primary avenue for trademark protection, individual states also offer their own trademark registration systems. State-level registrations typically provide limited protection within a specific geographical area. On the other hand, federal registration provides comprehensive protection across the entire United States, offering broader recognition and legal benefits. 2. WHO CAN APPLY FOR A TRADEMARK? In the United States, any individual or entity that meets the eligibility requirements can register a trademark. The bellow mentioned parties are eligible to apply for a trademark in the USA: Individuals: Any person who uses a mark in connection with their goods or services can register a trademark. This includes individuals who operate businesses as sole proprietors or entrepreneurs. Corporations and Companies: Business entities, such as corporations, limited liability companies (LLCs), partnerships, and other legally recognized organizations can register a trademark to protect their brands. Foreign Entities: Foreign individuals or entities that use or intend to use a trademark in commerce within the United States can also register a trademark. It’s worth noting that foreign applicants are required to have a U.S.-licensed attorney represent them in most cases. Non-Profit Organizations: Non-profit organizations that use or plan to use a trademark in connection with their goods or services are eligible to apply for trademark registration. Government Entities: Government agencies or departments can also apply for trademark registration if they use a mark to distinguish their goods or services. 3. WHAT CAN BE TRADEMARKED? In the United States, a wide range of elements can be trademarked to protect a brand’s identity and distinguish its goods or services from others. The following are examples of what can be trademarked: Brand Names: A brand name, such as Nike or Coca-Cola, can be trademarked to provide exclusive rights to use that name in connection with specific goods or services. 2. Logos and Symbols: Unique logos, symbols, or graphic designs that represent a brand or its products can be trademarked. For example, the Apple logo or the Nike “swoosh” symbol. Slogans and Taglines: Catchy slogans, memorable phrases, or taglines associated with a brand can be trademarked. Such as “A to Z” for Amazon or “Das Auto” for Volkswagen. Product Packaging: Distinctive product packaging, such as the shape of a Coca-Cola bottle or the design of a Pringles can be trademarked to protect the unique visual elements that consumers associate with a particular brand. Product Names: Names given to specific products or services can be trademarked. For instance, the name “iPad” is a registered trademark for Apple’s tablet device. Sounds: Unique sounds or rings that are used to identify a brand, such as the Intel “bong” sound or the NBC chimes, can be trademarked. Colors: In certain circumstances, specific colors can be trademarked when they are closely associated with a brand and have acquired distinctiveness, such as the Tiffany blue color. Fragrances: Rare or distinctive scents used in connection with products such as perfumes or air fresheners can possibly be trademarked. Additionally, the element should not be commonly used to describe the goods or services or directly describe a characteristic or quality of the goods or services. Generic and descriptive elements typically do not qualify for trademark protection. 4. WHAT IS THE PROCEDURE FOR APPLYING FOR TRADEMARKS IN THE USA? The procedure for register a trademark in the United States includes some steps. Below mentioned is an overview of the registration process: Before filing an application, it is advisable to conduct a thorough trademark search to ensure that your desired mark is available and does not conflict with existing trademarks. This search can be performed independently using the USPTO’s trademark database or with the assistance of professional search firms. Determine whether you will be filing based on the actual use of the mark in commerce or on the intent to use the mark in the future. This will depend on your specific circumstances and whether the mark is already in use at the time of filing. Complete the Trademark Electronic Application System (TEAS) form, providing accurate information about the applicant, the mark itself and the goods or services associated with the mark. File the trademark application electronically through the USPTO’s Trademark Electronic Application System (TEAS) and pay the required filing fee. The fee amount will depend on the filing basis and the number of classes of goods or services included in the application. Once the application is submitted, it will be assigned to a trademark examiner at the USPTO. The examiner will review the application for compliance with legal requirements and assess potential conflicts with existing marks. If any issues or objections arise, they will be communicated through an Office Action. If you receive an Office Action, you must respond within the specified timeframe, typically within six months, addressing any objections or issues raised by the examiner. If you do not respond then it may result in rejection of the application. If the application is approved by the examiner, it will be published in the USPTO’s Official Gazette for a specified period, typically 30 days. During this time, third parties can oppose the registration if they believe it infringes on their existing rights. If no opposition is filed, the application proceeds to the next step. If there are no successful oppositions, or if the application was based on intent to use and the mark has been used in commerce, the USPTO will issue a Notice of Allowance. You will need to submit evidence of actual use of the mark or file a request for an extension of..

RULES AND REGULATIONS IN IMPORT EXPORT BUSINESS Legal Metrology Act, 2009:  Legal Metrology Act, 2009 along with Legal Metrology (Packaged Commodities) Rules, 2011 provides rules and regulations in import export business relating to standard units to be used for weights and measurement of goods. Every unit of weight or measure shall be in accordance with the metric system based on the international system of units. Using or keeping any weight or measure otherwise than in accordance with the provisions of the said Act is an offence. Further the rules require every manufacturer, packer and importer who pre-packs or imports any commodity for sale, distribution or delivery to get him registered under these Rules. 2 Goods and Services Tax (GST): GST laws were enacted in the year 2017 to subsume various other indirect taxes. GST is levied on supply of goods and services. Supply is further classified as Inter-state supply (Where supply is made in different state) or intra state supply (Where supply is made within the state). Imports or export of goods is also considered as interstate supply, since the movement of goods is from area outside the state. As per section 24 of CGST Act, 2017 which lays down grounds for compulsory registration states that any person involved in inter-state supply shall obtain registration under GST irrespective of his turnover. 3 Customs Act, 1962 and Customs Tariff Act, 1975: The customs act, 1962 provide for rules and regulations in import export business to control import and export activity in India, whereas the Customs Tariff Act, 1975 provides applicable import duties or export duties on the goods. The customs act also provides regulation related to registration for Custom brokers governed under Customs Brokers Licensing Regulations, 2018 4 Foreign Exchange Management Act, 1999:  FEMA or Foreign Exchange Management Act, 1999 along with its rules and regulations in import export business  governs foreign investment made in India or foreign investment made from India. Foreign investment are categorized into two forms i.e., approval route and automatic route. Activities falling under approval route require prior approval from RBI whereas on the other hand activities under automatic route do not require any prior approval of RBI. However reporting of foreign investment in mandatory in all the cases. Further FEMA also imposes several restrictions on citizens of country that share land border with India such as Pakistan, China, Bangladesh, etc.   5 Foreign Trade Policy: FTP or Foreign Trade Policy 2023 has recently been issued by Ministry of Commerce and Industry. FTP is a policy that incentivizes exports from India by providing them various government incentives and benefit. The 2023 policy aims at making India a 2 Trillion USD export market by the year 2030.  The FTP further mandates every person involved in import or export activity of goods to get an Import Export Code (IEC) whose validity is lifetime. 6 General laws: Various general laws such as Companies Act, 2013, Income tax act, Consumer Protection Laws, Information technology act etc., would in general be applicable on all the companies. Such acts might be applicable only on occurrence of specific event. Also different labor laws and code might also be applicable to the person depending upon requirements as prescribed under different act. These are the rules and regulations in Import Export Business. Also Check : How to Export to Dubai From India Ritu

Introduction Contracts For small businesses to safeguard their interests and ensure a positive working relationship with their clients, navigating the legal aspects of client contracts is essential. No company is immune to legal concerns; small businesses must abide by the same regulations as the multinational businesses. Some Components of Client Contracts for small businesses Client contracts  for small businesses also known as (service contracts, service agreements, or client agreements) and it constitute a vital component for your company for a number of reasons. They line up you and your client’s desired objectives; They lay out in detail every aspect of your working arrangement; They shield your business from potential legal action. The Fundamental Steps That You Have To Execute In Order To Draft a Straightforward Client Contract That Contains All of the Required Information for Your Service Agreement. Know the Basics: Become familiar with the basic components of a contract, including offer, acceptance, consideration, and the desire to establish legal relations. All of this data will assist you in efficiently creating and reviewing contracts. Include Both Parties’ Information: The parties to the contract shall be identified by their full names, addresses, and contact information. This makes the contract enforceable and avoids confusion. Define the Terms and Scope of the work: The work’s scope, deliverables, and deadlines must all be specified precisely and any other terms and restrictions. It’s vital to be as detailed as you can when describing the obligation you have been and the expectations on both sides Termination and Renewal: Insert clauses outlining the conditions under which either party may terminate the agreement as well as the necessary notice time. If applicable, take into account all relevant factors including clauses for contract extension or renewal. Consider Including an Arbitration Provision: In the event of a disagreement relating to the Agreement, the decision will be made by a neutral third party after hearing testimony from both parties such as litigation, arbitration, or mediation. The jurisdiction and venue for resolving disputes should be specified in a clause. Review and Update Contracts: Consistently check that your contract templates reflect changes in your company’s operations and adhere to all applicable laws. Contracts should be updated as needed to account for new risks and changing conditions. Have the contract signed by both parties: Only when both parties have signed a contract is it considered legally binding. Therefore, after your contract is ready, make sure to sign it and get your client’s signature before continuing with the contract. These are the seven quick recommendations for contracts for small business that, ideally, will prevent you from getting involved in time-consuming and expensive legal disputes. Your company has a decent chance of a profitable future devoid of significant legal difficulties as long as you adhere to these tips! Also see : Common Mistake to avoid in Contracts for small businesses Ritu

What are business contracts? When it comes to small business contracts, there are different types of agreements and in those agreements avoiding common mistakes is crucial for a smooth and successful operation. From clearly defining terms to seeking legal review, attention to detail can save you from future disputes and protect your business interests. Despite how strong their legal teams are, organisations of all sizes frequently make contract management errors. Mistakes in contract management persist throughout the contract lifecycle, ranging from unclear language to little visibility. Once these errors become routine, it is challenging to undo them, especially for a growing company. These errors can impede the growth of sales if they are not corrected. Because contracts are essential to acknowledging income, any hitches in your contract procedure could have a significant negative impact on your bottom line.   USING UNCERTAIN LANGUAGE AND TERMS WITHIN CONTRACTS Consistency in contract drafting is one of the most typical contract management errors seen in firms. This typically refers to the inconsistent usage of specific language, which can lead to the introduction of unauthorised language and words into commercial contracts, creating doubt and confusion. It can also manifest as commercial teams adding new contract clauses that increase risk unnecessarily and produce inconsistency among legal agreements. INCOMPLETE AND VAGUE TERMS Contracts should clearly outline the rights, obligations, and expectations of both parties. Incomplete and vague terms in a business contract refer to clauses or provisions that lack specificity or fail to adequately address key aspects of the agreement. These terms can create confusion, ambiguity, and potential disagreements between the parties involved. Examples include using ambiguous language, omitting essential details, or leaving out important obligations and responsibilities. It is important to ensure that all terms in a contract are clear, specific, and comprehensive to avoid misunderstandings and promote a clear understanding of each party’s rights and obligations. LACK OF LEGAL REVIEWS  It’s important to have contracts reviewed by a qualified attorney to ensure compliance with applicable laws and regulations. Failing to seek legal advice could result in unenforceable clauses or potential legal issues down the line.  FAILING TO UPDATE THE CONTRACTS As business conditions change, it’s important to review and update contracts accordingly. Ignoring contract updates can result in outdated terms that no longer reflect the current needs or realities of the business. NEGLECTING PAYMENT TERMS AND CONDITIONS Clearly Indicate in writing the amounts, dates, and modes of payment that have been agreed upon. It can be beneficial to include late payment fines or interest rates for past due payments to encourage prompt payments and safeguard your company’s financial interests. DEPENDING ON VERBAL AGREEMENTS Depending on verbal agreements in business contracts can be risky, as it leaves room for misinterpretation and disputes. It is essential to put important terms and conditions in writing to provide clarity, ensure enforceability, and establish a documented record of the agreed-upon terms for future reference. POOR FORMATTING AND NOT DOING PROOFREADING Poor formatting and neglecting proofreading in small business contracts can undermine professionalism and lead to misunderstandings or even legal issues. Take the time to format the contract properly, use clear headings, and ensure consistent font styles and sizes. Additionally, thoroughly proofread the contract to catch any errors, ambiguities, or inconsistencies before finalizing it, as these can impact the clarity and enforceability of the agreement. NEGLECTING SIGNIFICANT OBLIGATIONS AND MISSING DEADLINES Neglecting significant obligations and missing deadlines in small business contracts can result in breached agreements, strained relationships, and potential financial or legal consequences. It is crucial to carefully identify and clearly define all key obligations and deadlines in the contract, ensuring that both parties are aware of their responsibilities and have a clear timeline for fulfilling them. Regularly reviewing and tracking deadlines can help avoid oversights and ensure timely completion of contractual obligations. Without a strong contract monitoring system in place across your entire organisation, crucial commitments are missed, teams fail to meet essential contract deadlines, and contract compliance becomes a true nightmare. THE LACK OF CLARITY IN THE DEFINITION CLAUSE The lack of clarity in the definition clause of a business contract can create confusion and ambiguity regarding the meanings of key terms used throughout the agreement. It is important to ensure that the definition clause clearly and precisely defines all relevant terms, avoiding vague or overly broad language. By providing explicit definitions, both parties can have a shared understanding of the terminology used, minimizing the risk of misunderstandings and disputes. FAILURE TO SPECIFY DELIVERABLES AND TIMELINES A business contract’s lack of clear deliverables and deadlines can result in misunderstandings, delays, and even non-performance. The precise goods, services, or deliverables that must be provided by each party must be spelt out in detail. Furthermore, adding clearly stated completion or delivery timeframes makes sure that both parties are aware of the anticipated timescale and may make plans appropriately. You can create clear expectations, lessen uncertainty, and encourage accountability for timely and adequate performance by laying out deliverables and deadlines in the contract.  IGNORING TERMINATION AND DISPUTE RESOLUTION CLAUSES Ignoring termination and dispute resolution clauses in a business contract can leave both parties vulnerable to difficulties and legal complications if conflicts arise or if the contract needs to be terminated. It is essential to include provisions that clearly outline the process for terminating the contract and provide mechanisms for resolving disputes. By taking care of these aspects upfront, you can create a framework for cooperative resolution and reduce the likelihood of strained relationship in the future. FAILURE TO INCLUDE NON-DISCLOSURE OR CONFIDENTIALITY CLAUSE If the contract involves sensitive information or trade secrets, it’s crucial to include provisions that protect confidential information from being shared or used without consent. Failure to include non-disclosure or confidentiality clauses in a business contract can expose sensitive information and trade secrets to unauthorized disclosure or misuse. It is crucial to identify the confidential information that needs protection and include provisions that outline how it should be handled, shared, and safeguarded. By incorporating non-disclosure or confidentiality..