Assignment Of Subcontract Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Assignment Of Subcontract Agreement

"I need an Assignment of Subcontract Agreement under UAE law for transferring our Dubai mall construction subcontract to a new subcontractor by March 2025, as our current subcontractor is facing financial difficulties and cannot complete the remaining work."

Document background
The Assignment Of Subcontract Agreement is a critical document used when an existing subcontractor needs to transfer its rights and obligations to a new subcontractor, often due to strategic restructuring, capacity issues, or financial considerations. This document, governed by UAE law, particularly Federal Law No. 5 of 1985 (UAE Civil Code) and relevant commercial regulations, ensures a smooth transition while protecting all parties' interests. It details the terms of assignment, including transfer of responsibilities, warranties, and liabilities, and requires explicit consent from the main contractor. The agreement is particularly important in the UAE construction and infrastructure sectors, where complex project structures and strict regulatory requirements necessitate careful documentation of any changes in project delivery responsibilities.
Suggested Sections

1. Parties: Identifies the main contractor, original subcontractor (assignor), and new subcontractor (assignee)

2. Background: Details of the original subcontract, reason for assignment, and context of the transfer

3. Definitions: Defines key terms including Original Subcontract, Assignment Date, Project, and other relevant terms

4. Assignment and Assumption: Core provision detailing the assignment of rights and delegation of obligations from assignor to assignee

5. Consideration: Details of any payment or consideration for the assignment

6. Effective Date: Specifies when the assignment becomes effective and any conditions precedent

7. Contractor's Consent: Explicit consent from the main contractor to the assignment

8. Representations and Warranties: Warranties from all parties regarding authority, capacity, and status of the subcontract

9. Original Subcontractor's Obligations: Ongoing obligations and responsibilities of the original subcontractor

10. New Subcontractor's Obligations: Undertakings and commitments of the new subcontractor

11. Main Contractor's Rights: Preservation and confirmation of the main contractor's rights

12. Liability and Indemnification: Allocation of liabilities between parties and indemnification provisions

13. Governing Law and Jurisdiction: Confirms UAE law as governing law and specifies jurisdiction for disputes

14. Notices: Process and addresses for formal communications between parties

15. Counterparts: Provision for execution in multiple counterparts

Optional Sections

1. Security Arrangements: Required if there are performance bonds, guarantees, or other security arrangements to be transferred or replaced

2. Intellectual Property: Needed if the subcontract involves significant IP rights that need to be assigned

3. Confidentiality: Required if there is sensitive information being shared as part of the assignment process

4. Insurance: Needed if specific insurance arrangements need to be transferred or new policies put in place

5. Employee Matters: Required if the assignment involves transfer of employees or employment obligations

6. Outstanding Claims: Needed if there are existing disputes or claims that need to be addressed

7. Third Party Consents: Required if additional third party consents (beyond the main contractor) are needed

Suggested Schedules

1. Schedule 1 - Original Subcontract: Copy of the original subcontract being assigned

2. Schedule 2 - Project Details: Detailed description of the project and work scope being assigned

3. Schedule 3 - Outstanding Works: List of remaining works to be completed under the subcontract

4. Schedule 4 - Payment Details: Details of any payment arrangements, including outstanding payments

5. Schedule 5 - Transferred Assets: List of any equipment, materials, or other assets being transferred

6. Schedule 6 - Required Consents: List of all required consents and their status

7. Schedule 7 - Performance Security: Details of any bonds, guarantees, or other security arrangements

8. Appendix A - Form of Notice to Main Contractor: Template for formal notice of assignment to the main contractor

9. Appendix B - Confirmation of Assignment: Form for documenting completion of the assignment process

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Construction

Infrastructure

Real Estate Development

Oil & Gas

Energy

Manufacturing

Engineering

Telecommunications

Transportation

Mining

Industrial Development

Utilities

Relevant Teams

Legal

Commercial

Operations

Project Management

Procurement

Risk & Compliance

Construction Management

Contract Administration

Business Development

Finance

Relevant Roles

Contract Manager

Project Manager

Legal Counsel

Commercial Manager

Construction Manager

Procurement Manager

Operations Director

Chief Legal Officer

Risk Manager

Compliance Officer

Project Director

Commercial Director

Senior Contract Administrator

Business Development Manager

General Counsel

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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