Practice Area

Contract Drafting & Review

Bespoke commercial agreements engineered for risk and revenue.

Overview

A well-drafted contract is the cheapest insurance policy a business will ever buy. We draft, redline and negotiate agreements that allocate risk with precision — using clear language, layered remedies and exit mechanics that survive courtroom scrutiny.

Our drafting desk works alongside our litigation team — meaning every clause we draft is informed by what gets fought over in Delhi High Court and beyond. Boilerplate is treated with the same seriousness as commercial terms, because that is what gets fought over.

We work with founders, listed companies, MSMEs and overseas counterparties. Whether you need a single MSA reviewed by tomorrow morning or a complete contract template suite for your Indian operations, our turnaround discipline is among the firm's strongest.

Agreements We Routinely Draft

  • Master Services Agreements (MSA), SaaS & technology licensing
  • Shareholder Agreements (SHA), Share Purchase Agreements (SPA), Joint Ventures
  • Distribution, franchise, agency, vendor & supply contracts
  • Employment, ESOP, consultancy & confidentiality agreements
  • Real-estate transaction documents — agreements to sell, conveyance, leave & licence
  • Cross-border services and outsourcing contracts with India-specific carve-outs
  • Construction, EPC and project finance documentation

Our Drafting Philosophy

We use plain English where it works, technical precision where it must. Each clause carries an internal annotation noting its purpose, risk and litigation history. Boilerplate is treated with the same seriousness as commercial terms — because that is what gets fought over. Our redlining playbook layers risk allocation, remedies, indemnity caps and dispute resolution into clauses that survive courtroom scrutiny.

Review & Redlining

  • Risk heat-maps with red/amber/green flags
  • Negotiation playbook tailored to your bargaining position
  • Indemnity caps, limitation of liability and insurance alignment
  • Compliance with Indian Contract Act, Specific Relief Act, FEMA & sectoral rules
  • Stamp duty calculation and registration advisory

Industry-Specific Templates

  • Tech & SaaS: data processing addendums, SLAs, IP carve-outs, source-code escrow
  • Manufacturing: supply, distribution, franchising with anti-competition compliance
  • Healthcare: clinical trial agreements, DPDP Act compliance, telemedicine
  • Real estate: JDA, area-sharing, RERA-compliant agreements to sell
  • Media: licensing, cinematographic acquisition, music publishing

Cross-Border Drafting

We routinely draft contracts where one party is Indian and the counterparty foreign. Key issues: governing law (Indian Contract Act vs. foreign law), dispute resolution (Indian arbitration vs. SIAC/ICC), FEMA-compliant payment mechanics, and stamp duty under the Indian Stamp Act and applicable State Schedules. We coordinate with foreign counsel where needed.

Statutes & Regulations

Key laws governing this practice.

Indian Contract Act, 1872
Specific Relief Act, 1963 (post-2018 amendment)
Sale of Goods Act, 1930
Indian Stamp Act, 1899 + State Stamp Acts
Registration Act, 1908
FEMA, 1999 + RBI regulations

Who This Is For

Audiences we typically advise in this area.

  • Founders structuring shareholder and ESOP agreements
  • B2B companies with high-volume vendor and customer contracts
  • Cross-border deals requiring India-specific carve-outs
  • Real estate JDA and conveyance documentation
  • MSMEs needing contract template suites

Recent Outcomes

Anonymised matter highlights.

Cross-Border MSA Closed in 72 Hours

Indian SaaS client onboarding US enterprise customer. MSA, DPA and SLA reviewed, redlined and signed within 3 business days — preserving deal momentum.

SHA Engineered for Promoter Protection

Promoter-controlled company taking growth capital. Drafted SHA with reserved matters, drag-tag mechanics, and exit waterfall — promoter retained operational control.

Outcomes are matter-specific. Past results are not a guarantee of future performance.

Why K & K

Strategic differentiators in this practice.

  • Contracts that anticipate disputes — informed by our litigation desk.
  • Industry-specific templates: tech, manufacturing, healthcare, real-estate.
  • 24–72 hour turnaround for standard reviews on retainer.
  • Stamping, registration and FEMA compliance handled in-house.

Frequently Asked

Questions our clients ask first.

Serving Delhi NCR & Beyond

Our office at A-197, LGF, Defence Colony, New Delhi 110024 is the operating base for clients across Delhi NCR — Gurgaon, Noida, Faridabad, Ghaziabad — and pan-India through a vetted local-counsel network. We routinely appear at Saket, Patiala House, Tis Hazari, Karkardooma, Rohini and Dwarka District Courts; the Delhi High Court; and the Supreme Court of India.

Begin a Conversation

Discuss your contract drafting & review matter with our partner desk.

Chat with us