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HIPP GUIDELINES FOR DRAFTING AND  EXECUTION OF CONTRACTS

GUIDELINES FOR. DRAFTING AND EXECUTION OF CONTRACTS. 

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HIPP- GUIDELINES FOR DRAFTING AND EXECUTION OF CONTRACT IN HIPP

[Audio] In this module we are going to cover the following topics:. 

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CHECK POINTS WHILE DRAFTING ANY AGREEMENT

STEPS INVOLVED IN PRINTING AND SIGNING ANY CONTRACT

PROCESS TO SUBMIT A CONTRACT TO UPLOAD IN HIPP REPOSITORY

CONTRACTS REQUIRED TO BE UPLOADED INTO HIPP REPOSITORY

In this module we are going to cover the following topics:

When Agreement becomes a Contract:. An Agreement having following attributes becomes a contract:. 

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An Agreement having following attributes becomes a contract:

[Audio] Let us know the process to execute an agreement in HIPP……. 

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Parties ascertain the scope of services.  The contracting department either provide the draft or request to prepare the draft for the agreed terms.  In both the circumstances  the Legal Department  provide the draft or vet the draft, keeping the best interest of HIPP.

Contracting Department then forward the duly drafted or vetted agreement to the other party for their acceptance.  Before forwarding the draft agreement to the other party, comments or observations which are internal to HIPP should be resolved and removed first.

In case other party has some counter observations on the comments made by HIPP, the same shall be considered by the Contracting Department and simultaneously forwarded to Legal Dept.  for  further consideration of any legal implications.

When HIPP and the other party reach to an accord for the observations, if any,  and all terms and conditions of the agreement are finalized up to the satisfaction of the contracting Dept.,  a final draft is executed and uploaded to HIPP contract repository.

Steps involved to create an Agreement in HIPP

[Audio] Following things should be paid attention to, while preparing an agreement. (Read All)
let us learn few more things about. 

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Thus, the entire process is concluded into three major steps :

DRAFTING AND VETTING. HIPP- GUIDELINES FOR DRAFTING AND EXECUTION OF CONTRACT IN HIPP. 

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[Audio] Following things should be paid attention to, while preparing an agreement. (Read All)
let us go through it one by one. 

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Major check points while drafting any Agreement

STAMP PAPER. VALUE OF STAMP PAPER. The value of stamp paper for Lease Agreements should be in accordance with respective State Stamp Acts. Lease agreements having a term more than one year or to be renewed after every 12 months are required to be registered. It is advisable to execute agreements, which are not required to be registered, on a stamp paper of Rs. 100.. 

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The value of stamp paper for Lease Agreements should be in accordance with respective State Stamp Acts. 
 Lease agreements having a term more than one year or to be renewed after every 12 months are required to be registered. 
 It is advisable to execute agreements, which are not required to be registered, on a stamp paper of Rs. 100.

The stamp paper should be dated either same as the date of execution or prior to the date of execution of an agreement.
 In case the agreement is to be made effective retroactively, we can use the stamp paper of current date by mentioning the date of execution same as stamp paper date and put effective date as per the requirement ( any previous date).

The stamp paper should be bought  In case the other party is an individual, from a place where he/she resides; or in case the other party is a Company, where the head office/registered office of the company is located; or Where the property to be taken on lease is situated.

SCENARIO. MOHAN SAN EXECUTED A CONTRACT DATED 01.04.2023 ON A STAMP PAPER DATED 02.04.2023.. 

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MOHAN SAN EXECUTED A CONTRACT DATED 01.04.2023 ON A STAMP PAPER DATED 02.04.2023.

The date of Stamp paper cannot be after the date of execution of the Contract.. 

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MOHAN SAN EXECUTED A CONTRACT DATED 01.04.2023 ON A STAMP PAPER DATED 02.04.2023. SCENARIO

The date of Stamp paper cannot be after the date of execution of the Contract.

SCENARIO. A LEASE AGREEMENT IS TO BE EXECUTED FOR AREA SALES OFFICE JAIPUR. THE OTHER PARTY HAS ITS REGISTERED OFFICE IN KOLKATA AND HEAD OFFICE IN CHENNAI. PRITI SAN BOUGHT A STAMP PAPER FROM GREATER NOIDA AND EXECUTED THE CONTRACT.. 

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A LEASE AGREEMENT IS TO BE EXECUTED FOR AREA SALES OFFICE JAIPUR.  THE OTHER PARTY HAS ITS REGISTERED OFFICE IN KOLKATA AND HEAD OFFICE IN CHENNAI. PRITI SAN BOUGHT A STAMP PAPER FROM GREATER NOIDA AND EXECUTED THE CONTRACT.

The Stamp Paper should be bought from either of the following places : 1) KOLKATA 2) CHENNAI 3) JAIPUR. 

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The Stamp Paper should be bought from either of the following places : 1) KOLKATA                         2) CHENNAI                 3) JAIPUR

A LEASE AGREEMENT IS TO BE EXECUTED FOR AREA SALES OFFICE JAIPUR.  THE OTHER PARTY HAS ITS REGISTERED OFFICE IN KOLKATA AND HEAD OFFICE IN CHENNAI. PRITI SAN BOUGHT A STAMP PAPER FROM GREATER NOIDA AND EXECUTED THE CONTRACT.  SCENARIO

[Audio] Now lets consider the issues faced by us while uploading your document to repository:
All Agreements must have their NFA separately attached with it.. 

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Other check points while drafting an agreement:

DETAIL OF THE PROPERTY : The Title Deed and other related documents should be verified before contracting.

DETAIL OF THE OPPOSITE PARTY: Form of Business of the other party should be mentioned, whether it is a company, individual, partnership etc.

CONSIDERATION TO BE PAID: The amount to be paid as consideration and mode thereof should be clearly written to avoid any ambiguity.

SECURITY DEPOSIT: The amount to be paid as security deposit, mode of paying the security deposit, date when security was deposited and whether the same will hold good for any future renewal of contract, should be mentioned to avoid any future dispute regarding the deposit.

DURATION  OF NOTICE AND TERMINATION: In case of termination or early termination of the contract, the duration of notice period and the processes, rights and liabilities of both the parties should be clearly mentioned, keeping in view the interest of HIPP.

SETTLEMENT OF DISPUTE: the dispute, if any, between the parties  should at the first place be settled amicably, however, in case no resolution is arrived at, matter should be settled in accordance with provisions of the Arbitration and Conciliation act, 1996.

JURISDICTION OF COURTS: The jurisdiction should be preferred at New Delhi.

PRINTING AND SIGNING. HIPP- GUIDELINES FOR DRAFTING AND EXECUTION OF CONTRACT IN HIPP. 

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Printing and Signing can be divided in three major steps:. 

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Printing and Signing can be divided in three major steps:

All three major areas are summerised herein below:. 

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A hand holding a pen and signing a contract

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Before printing get the agreement thoroughly checked

Resolve and Remove all comments, spaces and changes made in track mode.

Each page of the agreement must be initialled by both the parties along with stamp, if any.

The last page of the agreement should have full signature and bear stamp of both the parties, if any.

The signature of witness should also be there for both the parties.

Agreements are simultaneously required to be  notarized at the place of execution by a notary public.

All three major areas are summerised herein below:

UPLOADING CONTRACTS TO THE HIPP REPOSITORY. HIPP- GUIDELINES FOR DRAFTING AND EXECUTION OF CONTRACT IN HIPP. 

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UPLOADING CONTRACTS TO THE HIPP REPOSITORY

Purpose of submitting the Contracts into the Repository. 

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Purpose of submitting the Contracts into the Repository

Provides prior intimation of expiration of any Contract.

All renewals of the contract, if any, are also available at one place.

All Vendors and Transactions comes under one roof.

Helps to verify the amount and other payment terms.

Submission of Contract into the repository helps in following ways:

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Pre-requisites of submission of the Contract for uploading in the HIPP Repository

COVERING
 Every contract must carry its covering before submission to the repository.  All details should be filled as per the particulars. Such as:    - Nature of the Contract    - Term of the Contract    - Payment to be made    - Details of the person    submitting the Contract etc.

ANTI-BRIBERY COVENANT
 Along with NDA, Anti-Bribery Covenant should also be signed between the parties, before entering into the main Agreement.  The detail of Anti-Bribery Covenant is also required to be provided in the covering.

NON- DISCLOSURE AGREEMENT (NDA)
 Before entering into the main Agreement, parties must execute NDA. Date of NDA should also be mentioned in the covering before submission.

Both NDA and Anti-Bribery are required to be executed once and need not to be re-executed while renewing any Contract.

Both NDA and Anti- Bribery is preferred to be executed on stamp paper, however these can be executed on plain paper, duly signed and stamped, if any, by the parties/party.

Besides these, any contract sent for signing to head office or for uploading to repository, should be supported with a duly approved NFA.

NFA should have following details:. A clipboard with a pen Description automatically generated. 

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CONSIDERATION TO BE PAID, INCLUDING   MAINTENANCE ETC.

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[Audio] Now lets consider the issues faced by us while uploading your document to repository:
All Agreements must have their NFA separately attached with it. AGREEMENTS EXECUTED ON LETTER HEADS WILL NOT BE ACCEPTED AND UPLOADED.. 

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NDA
 NDA NOT EXECUTED BETWEEN THE PARTIES.

COVERING
 REQUIRED DETAILS ARE NOT FILLED IN THE FORM.

ANTI-BRIBERY COVENANT
 ANTI-BRIBERY IS NOT SIGNED WITH OPPOSITE PARTY.

Common pitfalls while submitting the Contract to upload:

NFA
 NFA NOT ATTACHED  NFA DOES NOT CONTAIN ALL THE TERMS COVERED IN THE AGREEMENT TERMS IN NFA AND AGREEMENT ARE NOT MATCHING TERMS OF THE AGREEMENT TAKEN PARTIALLY FROM PREVIOUS YEAR APPROVAL

STAMP PAPER
 THE DATE OF STAMP PAPER DOES NOT CORROSPOND WITH THE DATE OF EXECUTION PLACE OF BUYING THE STAMP PAPER IS INCORRECT VALUE OF STAMP PAPER IS NOT APPROPRIATE CONTRACT IS EXECUTED ON LETTER HEAD INSTEAD OF STAMP PAPER

PRINTING & SIGNING
 THE AGREEMENT IS PRINTED WITHOUT VETTING  THE AGREEMENT IS PRINTED WITHOUT REMOVING/ RECTIFYING COMMENTS REMARKS NO SIGNATURE OF WITNESSES

DIFFERENT TYPES OF AGREEMENTS. In HIPP we enter into many transactions resulting into various agreements, such as:. 

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LOGISTICS/CFA AGREEMENT MANPOWER AGREEMENT LICENSE/SOFTWARE AGREEMENT BANK GUARANTEES NON-DISCLOSURE AGREEMENT SERVICE AGREEMENT GENERAL PURCHASE AGREEMENT PART PURCHASE AGREEMENT LEASE AGREEMENTS DEALERSHIP AGREEMENT

In HIPP we enter into many transactions resulting into various agreements, such as:

Following Contracts are required to be uploaded into the repository:. 

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FACTORY GENERAL AFFAIRS PURCHASE MARKETING BMD 1. CIVIL CONSTRUCTION 1. SERVICE AGREEMENTS RELATED TO TRANSPORT, MANPOWER ETC. 1. GENERAL PURCHASE AGREEMENT 1. DEALER/ DISTRIBUTOR / HASP AGREEMENT 1. CFA/ CHA AGREEMENTS 2. RENEWALBLE AGREEMENTS 2. INFORMATION TECHNOLOGY RELATED LONG-TERM AGREEMENTS  2. ANY CHANGE IN REVERSAL OF PURCHASE ORDER 2. AREA OFFICE’S LEASE AGREEMENT 2. SERVICE AGREEMENT RELATED TO AUDITORS, RTA ETC. 3. HMSI AGREEMENTS (FOR SUPPLY OF COMPONENCTS) 3. LEASE AGREEMENTS 3. WORK ORDERS UNDER AMCs 3. SERVICE AGREEMENTS RELATED TO MARKETING (MEDIA, PR AGENCY, CALL CENTRE ETC. 3. TECHNICAL COLLABORATION AGREEMENT/ OTHER AGREEMENTS WITH HM JAPAN - - - 4. HM AGREEMENTS FOR SALE OF SPARE PARTS 4.  INSURANCE POLICIES THE THRESHOLD LIMIT OF ALL AMCs IS RS. 2.5 LAKH PER ANNUM. (WORK ORDERS SHOULD BE SUPPORTED BY THE CONTRACT)

Following Contracts are required to be uploaded into the repository:

How to Renew a Contract:. Whenever term of a Contract is expired it can be renewed in following ways:. 

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BY RE-EXECUTING THE FULL CONTRACT BY EXECUTING AN ADDENDUM OR SUPPLEMENTARY CONTRACT

Whenever term of a Contract is expired it can be renewed in following ways:

AN ADDENDUM OR A SUPPLEMENTARY CONTRACT ARE BRIEF SEPARATE DOCUMENTS THAT ADD NEW TERMS TO THE ORIGINAL CONTRACTS.

In this module we have covered the following topics:. 

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In this module we have covered the following topics:

Process of Drafting and Vetting of Contracts 	- Major Check Points  	- Date, Place and Value of Stamp Paper

Process of Printing and Signing of Contracts

Process of Uploading the Contracts into Contract Repository - Covering  - Non- Disclosure Agreement - Anti-Bribery

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COVER PAGE FOR UPLOADING OF AGREEMENTS ON CONTRACT REPOSITORY

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Let us know the process to execute an agreement in HIPP……

Following things should be paid attention to, while preparing an agreement

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Now lets consider the issues faced by us while uploading your document to repository:

All Agreements must have their NFA separately attached with it.

All Agreements must have their NFA separately attached with it

AGREEMENTS EXECUTED ON LETTER HEADS WILL NOT BE ACCEPTED AND UPLOADED.