Unimarks

Unimarks Unimarks Legal Solutions is a boutique law firm that focuses on core areas of Intellectual Property

Unimarks Legal Solutions is a full service law firm, based in Chennai, offers full array of services and result-oriented solutions to Corporations and Individuals across India. The Firm comprises a good team of Lawyers, Advocates and in-house legal Consultants and also a large network comprising of nearly 50 qualified lawyers across the country associated with our Firm. All the members of the Firm

strictly value and adhere to client satisfaction and confidentiality rules to ensure quality and response time of the highest possible standards are maintained.

It is one line most people skim past. But the jurisdiction clause decides which city's court will hear you if a deal tur...
29/07/2026

It is one line most people skim past. But the jurisdiction clause decides which city's court will hear you if a deal turns into a dispute — and that can decide the outcome. ⚖️

"Any dispute shall be subject to the exclusive jurisdiction of the courts at Chennai." One sentence, huge consequences.

📍 What it does: it fixes WHERE you can sue or be sued. Without it, a dispute can be dragged to a court hundreds of kilometres away — adding cost and delay before the merits are even heard.

📍 The catch: you can only choose a court that already has jurisdiction. Parties can agree that of two or more competent courts, only one will hear disputes (A.B.C. Laminart v. A.P. Agencies; Hakam Singh v. Gammon). You cannot confer jurisdiction on a court that has none.

📍 Section 28 of the Indian Contract Act, 1872 makes clauses that wholly bar you from the courts void — but choosing ONE competent court out of several is perfectly valid.

📍 Arbitration? Then the 'seat' decides which court supervises (BGS SGS Soma v. NHPC). Name the seat, not just a 'venue'.

Fix the forum in the contract while everyone is still friendly — not after the dispute starts.

Signing with an out-of-state party? Check this one clause first 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

A brand name is one of the few assets you can lose permanently — and usually through a mistake made long before you noti...
28/07/2026

A brand name is one of the few assets you can lose permanently — and usually through a mistake made long before you noticed. Here are 5 that can cost you your brand forever. 🔒

1️⃣ Not searching before you adopt — Skip the public search and you may pick a name deceptively similar to an existing mark. That invites refusal under Section 11 of the Trade Marks Act, 1999 and a passing-off action.

2️⃣ Choosing a descriptive or generic name — 'Best Coffee', 'Fresh Foods'. Purely descriptive marks face objection under Section 9 and are very hard to defend.

3️⃣ Never registering it — Relying only on common-law rights means expensive passing-off battles. Registration under Section 18 gives you statutory rights and an infringement remedy.

4️⃣ Filing in the wrong class — Trademarks are registered class-wise (NICE classification). File in the wrong class and your registration will not cover what you actually sell.

5️⃣ Not using or policing the mark — A registered mark unused for 5 years can be removed on a rectification petition under Section 47. And if you never act against infringers, you weaken your own rights.

A strong brand today is a secure legacy tomorrow. Protect it early.

Not sure if your brand name is protected the right way? Let's review it 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

When a founder leaves, their shares do not simply vanish — or stay put. What they keep comes down to four things you sho...
27/07/2026

When a founder leaves, their shares do not simply vanish — or stay put. What they keep comes down to four things you should settle long before anyone reaches for the door. 🚪

1️⃣ Vesting — Was the equity vested or unvested? With a typical 4-year vesting and 1-year cliff, a founder who leaves early keeps only what has vested; the rest is forfeited or reverse-vests to the company. No vesting clause? They usually keep 100% — however little they contributed.

2️⃣ Good-leaver vs bad-leaver — Your Founders' / Shareholders' Agreement should define who is a 'good leaver' (ill health, removal without cause) and a 'bad leaver' (resignation, termination for cause), and price their exit differently — often fair value vs par value.

3️⃣ Buy-back / transfer — How does the company take the shares back? Through a share buy-back under Section 68 of the Companies Act, 2013, or a pre-agreed call option / transfer under the SHA. A private company's Articles can also restrict transfers (Section 2(68)).

4️⃣ IP & confidentiality — Make sure the leaver has assigned all IP to the company and stays bound by confidentiality and non-solicit terms.

The uncomfortable truth: without a founders' agreement, a departing co-founder can walk away with a big chunk of equity and no obligations. Paper it while everyone is still friends.

Co-founder thinking of leaving — or you just want to be ready? Let's structure the exit 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

Interns build real things — and the question of who owns them is rarely asked until it matters. Here is how the law tend...
26/07/2026

Interns build real things — and the question of who owns them is rarely asked until it matters. Here is how the law tends to see it. 💡

Do not assume the invention is automatically yours.

📌 Copyright work (code, content, design): Under Section 17 of the Copyright Act, 1957, if the intern creates it 'in the course of employment', the employer is usually the first owner. But an intern's status — stipend, short term, no formal contract — can make 'employment' arguable.

📌 Patentable inventions: Indian law does NOT automatically vest an employee's invention in the employer. Under the Patents Act, 1970, the inventor is the first owner unless there is a written assignment or an employment contract that assigns it. So a genuinely novel invention by an intern may belong to the intern by default.

📌 The safe fix: a signed Internship Agreement that includes (a) a present assignment of all IP created during the internship, (b) confidentiality, and (c) a duty to assist with filings. No agreement = ownership disputes later.

Interns are not free IP. Paper it before day one.

Onboarding interns this season? Get the IP + confidentiality clause right 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

When a customer will not pay, the forum you choose decides how long you wait. Two routes, two very different timelines. ...
25/07/2026

When a customer will not pay, the forum you choose decides how long you wait. Two routes, two very different timelines. ⏳

🟦 MSME Samadhaan (the faster route)
• A statutory remedy under Section 18 of the MSMED Act, 2006 — you refer the dispute to the Micro & Small Enterprise Facilitation Council (MSEFC).
• The Council first attempts conciliation; if that fails, it moves to arbitration (the Arbitration & Conciliation Act, 1996 applies).
• Time-bound: the reference is to be decided within 90 days.
• Interest at THREE times the RBI-notified bank rate, compounded monthly, on the delayed amount (Section 16).
• Lower cost, summary process — but you must be a registered Udyam supplier.

🟫 Civil Suit (the slower route)
• A regular recovery suit, or a summary suit under Order ###VII CPC.
• Court fees, multiple hearings, and often years to a final decree.
• No statutory 3x interest — you get what your contract or the court allows.

The takeaway: if you are a registered MSME, Samadhaan is usually faster, cheaper and comes with punitive interest built in.

Chasing an overdue payment as an MSME? Let's pick the right forum 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

Both put money in your account today — and ask for something very different in return. The trap is not the cash; it is t...
24/07/2026

Both put money in your account today — and ask for something very different in return. The trap is not the cash; it is the clause you did not read. 💸

📄 A Loan Agreement is DEBT.
• The money must be repaid, with interest, on fixed terms.
• The lender does not get ownership or a say in how you run the business.
• But you carry a fixed repayment obligation, whatever the business does.
• Watch the deposit rules under Section 73 of the Companies Act, 2013 when you borrow from directors or members.

📈 An Investment Agreement is EQUITY.
• No repayment — but you give away a slice of ownership.
• The investor may get board seats, veto / affirmative rights, a liquidation preference and anti-dilution protection (usually in a Shareholders' Agreement).
• No monthly EMI, but you now share control of your company.

The one-line test:
• Debt = you keep control, but you MUST repay.
• Equity = no repayment, but you SHARE control.

Read the clause before you take the cheque.

Raising money and not sure which structure fits? Let's map it out 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

A private company has filings due every year — profit or not. Miss them and the penalties accrue by the day. Here are th...
23/07/2026

A private company has filings due every year — profit or not. Miss them and the penalties accrue by the day. Here are the 5 founders forget most. 📅

1️⃣ AOC-4 (Financial Statements) — file within 30 days of your AGM under Section 137 of the Companies Act, 2013. Late fee: ₹100 per day, with no upper cap.

2️⃣ MGT-7 / MGT-7A (Annual Return) — file within 60 days of the AGM under Section 92. Same ₹100-per-day penalty.

3️⃣ DIR-3 KYC (Director KYC) — every director must file by 30 September each year (Rule 12A). Miss it and the DIN is deactivated, with a ₹5,000 fee to reactivate.

4️⃣ ADT-1 (Auditor Appointment) — intimate the ROC of the auditor's appointment within 15 days under Section 139.

5️⃣ DPT-3 (Return of Deposits) — file by 30 June for money received that is not treated as a deposit (like director loans).

These are not optional. Continued non-filing can disqualify directors under Section 164(2) and even get the company struck off.

Not sure what your company owes the ROC this year? Let's build your compliance calendar 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

Two clauses, two very different bills. Knowing which one you signed decides who actually pays when a deal goes wrong. ⚖️...
22/07/2026

Two clauses, two very different bills. Knowing which one you signed decides who actually pays when a deal goes wrong. ⚖️

They sound similar — but in a contract they do very different jobs.

🛡️ Indemnity — a promise to cover another party's loss, often including third-party claims. It is a contract of indemnity under Sections 124–125 of the Indian Contract Act, 1872. It shifts the financial risk: if a defined event happens, the indemnifier pays — sometimes without you even proving a breach or your actual loss.

✅ Warranty — an assurance that a fact is true or a standard will be met. Break a warranty and the remedy is damages for breach under Section 73 of the Contract Act, 1872 (and, for goods, Section 12 of the Sale of Goods Act, 1930). But YOU must prove the breach, prove your loss, and mitigate it.

The practical difference:
• A warranty says "this is true."
• An indemnity says "if this goes wrong, I will pay."

That is why a broad indemnity can cost far more than a warranty for the same issue. Read which one you actually signed.

Not sure whether your contract protects you with a warranty or an indemnity? Let's check 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

Trademarks are not limited to names and logos. In India, the less obvious brand signals — a colour, a sound, a shape — c...
21/07/2026

Trademarks are not limited to names and logos. In India, the less obvious brand signals — a colour, a sound, a shape — can be protected too. 🎨🔊

The Trade Marks Act, 1999 defines a 'mark' widely enough to include the shape of goods, packaging and a combination of colours [Sections 2(1)(zb) and 2(1)(m)]. So yes, you can register:

🟣 Colour — think Cadbury's purple. A colour combination can be a mark, though a single colour is harder to protect (Section 10).

🔊 Sound — India's first registered sound mark was Yahoo's yodel; ICICI Bank followed. Under Rule 26(5) of the Trade Marks Rules, 2017, a sound mark needs an MP3 clip plus a graphical (musical-notation) representation.

🍾 Shape — the Coca-Cola contour bottle is the classic example. But Section 9(3) blocks shapes that arise from the nature of the goods, are needed for a technical result, or give substantial value.

The common thread: the mark must be distinctive AND capable of being represented graphically.

Wondering if your brand's colour or jingle can be protected? Ask us 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

Vendor contracts are written to protect the vendor. These are the 5 red flags that should make you stop, ask, and renego...
20/07/2026

Vendor contracts are written to protect the vendor. These are the 5 red flags that should make you stop, ask, and renegotiate before you sign. 🚩

1️⃣ One-sided indemnification — A broad indemnity can make YOU liable for the vendor's mistakes. Indemnity should be mutual and tied to each party's own fault (Sections 124–125, Indian Contract Act, 1872).

2️⃣ Unfair limitation of liability — Watch for a clause capping the vendor's liability at a token amount (say, one month's fee) while leaving you exposed to major losses.

3️⃣ Rigid termination terms — One-sided exit clauses that let the vendor walk but lock you in, or demand a long notice period and a heavy penalty. Termination rights should be balanced.

4️⃣ Weak data & confidentiality terms — If the vendor handles your customer data, insist on strong confidentiality and data-protection obligations — now essential under the Digital Personal Data Protection Act, 2023.

5️⃣ Missing jurisdiction / dispute clause — No governing-law or arbitration clause means a dispute could drag you to a far-off court. Fix the seat and forum before you sign.

Read the clause before you sign it — not after it costs you.

Have a vendor contract on your desk right now? Send it for a quick review 👇

📲 DM .india · ✉ [email protected] · 📞 844 844 0403

Address

D-84, Block No. 3, 4th Floor, Murugesa Nayakar Complex, Greams Road, Thousand Lights
Chennai
600006

Opening Hours

Monday 10am - 6:30pm
Tuesday 10am - 6:30pm
Wednesday 10am - 6:30pm
Thursday 10am - 6:30pm
Friday 10am - 6:30pm
Saturday 10am - 6:30pm

Telephone

+918448440403

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