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Tripartite Assignment Agreement Template for Saudi Arabia

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Key Requirements PROMPT example:

Tripartite Assignment Agreement

"I need a Tripartite Assignment Agreement under Saudi law for the assignment of a construction contract from ABC Contractors LLC to XYZ Building Co., with Saudi Development Corp. as the project owner, to be effective from March 1, 2025, including specific provisions for outstanding payment obligations and performance guarantees."

Document background
The Tripartite Assignment Agreement is a crucial legal instrument used in Saudi Arabia when one party wishes to transfer its rights and obligations under an existing contract to a new party, while maintaining the involvement of the original counterparty. This document type is particularly relevant in scenarios involving contract transfers, business acquisitions, project financings, or debt assignments, where Saudi Arabian law requires explicit consent from all parties involved. The agreement must carefully balance commercial requirements with Shariah compliance, making it distinct from conventional assignment agreements in other jurisdictions. It typically includes comprehensive details about the original agreement, the rights and obligations being transferred, consideration arrangements (structured to comply with Islamic principles), and specific mechanisms for the assignment's execution and effectiveness under Saudi law.
Suggested Sections

1. Parties: Identifies and defines the three parties: Assignor, Assignee, and Obligor/Third Party

2. Background: Explains the context of the original agreement and the reason for the assignment

3. Definitions: Defines key terms used throughout the agreement, including the Original Agreement, Assigned Rights, and Effective Date

4. Assignment: Core provision detailing the assignment of rights and obligations from Assignor to Assignee

5. Consideration: Details of any consideration paid for the assignment (must comply with Shariah principles)

6. Consent and Acknowledgment: Third party's explicit consent to and acknowledgment of the assignment

7. Effective Date and Conditions Precedent: Specifies when the assignment takes effect and any conditions that must be met

8. Representations and Warranties: Standard warranties from all parties, including capacity and authority to enter into the agreement

9. Obligations of the Parties: Specific ongoing obligations of each party post-assignment

10. Further Assurance: Commitment to execute additional documents or take further actions if needed

11. Governing Law and Jurisdiction: Confirms Saudi law as governing law and specifies jurisdiction for disputes

12. Notices: Details how formal notices should be given between the parties

13. Execution: Signature blocks for all three parties

Optional Sections

1. Anti-Assignment Provisions: Required when the original agreement contains restrictions on assignment that need to be addressed

2. Security Provisions: Include when additional security is being provided as part of the assignment arrangement

3. Costs and Expenses: Include when there needs to be specific provision for who bears the costs of the assignment

4. Confidentiality: Include when sensitive information is involved or when extending existing confidentiality obligations

5. Tax Provisions: Include when there are specific tax implications that need to be addressed

6. Partial Assignment Provisions: Required when only certain rights/obligations are being assigned rather than the entire agreement

7. Shariah Compliance Declaration: Include when explicitly required to confirm compliance with Islamic principles

Suggested Schedules

1. Schedule 1 - Original Agreement: Copy or details of the agreement being assigned

2. Schedule 2 - Assigned Rights and Obligations: Detailed list of specific rights and obligations being transferred

3. Schedule 3 - Conditions Precedent: List of any conditions that must be satisfied before the assignment becomes effective

4. Schedule 4 - Form of Notice: Template for notifying any relevant third parties of the assignment

5. Schedule 5 - Required Consents: List of any third-party consents required and their status

6. Appendix A - Powers of Attorney: If required, forms of any powers of attorney to be granted

7. Appendix B - Corporate Authorizations: Copies of relevant corporate authorizations and powers of the signatories

Authors

Alex Denne

Head of Growth (Open Source Law) @ 黑料视频 | 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

Banking and Finance

Real Estate

Construction

Energy and Resources

Manufacturing

Telecommunications

Healthcare

Transportation and Logistics

Technology

Infrastructure

Islamic Finance

Commercial Services

Investment Services

Relevant Teams

Legal

Commercial

Finance

Compliance

Risk Management

Corporate Secretariat

Business Development

Operations

Project Management

Investment

Transaction Advisory

Relevant Roles

Legal Counsel

Contract Manager

Commercial Director

Chief Legal Officer

Business Development Manager

Project Manager

Finance Director

Chief Financial Officer

Compliance Officer

Risk Manager

Corporate Secretary

Managing Director

Operations Director

Investment Manager

Transaction Manager

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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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