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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."
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
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
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
Assignment
Assignment Date
Assignor
Assignee
Business Day
Completion Date
Confidential Information
Contractor
Effective Date
Encumbrance
Force Majeure Event
Governmental Authority
Intellectual Property Rights
Liabilities
Main Contract
Original Subcontract
Outstanding Works
Party/Parties
Performance Security
Project
Project Site
Representatives
Required Consents
Scope of Works
Security Interest
Specifications
Subcontract Price
Transferred Assets
UAE
Warranties
Work Products
Working Hours
Assignment and Assumption
Consideration
Conditions Precedent
Effective Date
Contractor's Consent
Representations and Warranties
Original Subcontractor Obligations
New Subcontractor Obligations
Main Contractor Rights
Payment Terms
Performance Security
Insurance
Intellectual Property
Confidentiality
Liability and Indemnification
Force Majeure
Dispute Resolution
Governing Law
Notices
Assignment
Severability
Entire Agreement
Amendment
Waiver
Third Party Rights
Costs and Expenses
Counterparts
Further Assurance
Compliance with Laws
Construction
Infrastructure
Real Estate Development
Oil & Gas
Energy
Manufacturing
Engineering
Telecommunications
Transportation
Mining
Industrial Development
Utilities
Legal
Commercial
Operations
Project Management
Procurement
Risk & Compliance
Construction Management
Contract Administration
Business Development
Finance
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
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