Bahrain  Egypt  Iraq  Jordan  Kuwait  Morocco  Oman  Qatar  Saudi Arabia  UAE

Explanatory Note
Document name: Assignment Agreement

Document Summary: A generic Template of an Assignment Agreement

PLEASE READ:

This precedent has been prepared by Al Tamimi & Company without reference to any
particular matter, transaction or set of facts. Substantive changes to this precedent
may be required to adapt it to the requirements of a specific client or matter. As of
the date of publication, this template has been drafted pursuant to all applicable
legislation and statutes. Laws and/or procedures may have changed since this
precedent was published.

NOTE: THIS IS A BASIC SAMPLE ONLY AND SPECIFIC ADVICE SHOULD BE

SOUGHT FROM COUNSEL DULY LICENSED TO OPINE ON THE LAWS OF THE
UNITED ARAB EMITRATES PRIOR TO A PARTY ENTERING INTO SUCH AN
AGREEMENT.

Notes:

1. The draft contemplates the governing law to be UAE law. Ensure this issue is
discussed with a senior lawyer before an initial draft agreement is circulated.
2. This draft is a Template Assignment Agreement.
3. All sections marked in square brackets [●] are to be completed by a lawyer, or with
the assistance and oversight of a lawyer, and tailored to the specific case at hand

43134144.1
Classification://Confidential
“ YOU ACKNOWLEDGE AND AGREE THAT THESE ARE GENERIC TEMPLATES AND SPECIFIC ADVICE SHOULD BE SOUGHT FROM ITS AUTHORS AS TO
THEIR ENFORCEABILITY. NEITHER THE MINISTRY OF ECONOMY NOR AL TAMIMI & COMPANY LIMITED NOR ANY OF ITS PARTNERS, CONSULTANTS,
EMPLOYEES, AGENTS OR REPRESENTATIVES SHALL HAVE ANY LIABILITY TOWARDS YOU OR ANY OTHER PERSON RESULTING FROM YOUR RELIANCE
ON THE TEMPLATE AGREEMENTS. ALL COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS RELATING TO THE TEMPLATE AGREEMENTS ARE
AND AT ALL TIMES BELONG TO AL TAMIMI & COMPANY LIMITED & THE MINISTRY OF ECONOMY.”
 Bahrain  Egypt  Iraq  Jordan  Kuwait  Morocco  Oman  Qatar  Saudi Arabia  UAE

Date: _____________________ 20[●]

[●]
(as Assignor)

and

[●]
(as Assignee)

__________________________________________________________________

ASSIGNMENT AGREEMENT
__________________________________________________________________

43134144.1
Classification://Confidential
“ YOU ACKNOWLEDGE AND AGREE THAT THESE ARE GENERIC TEMPLATES AND SPECIFIC ADVICE SHOULD BE SOUGHT FROM ITS AUTHORS AS TO
THEIR ENFORCEABILITY. NEITHER THE MINISTRY OF ECONOMY NOR AL TAMIMI & COMPANY LIMITED NOR ANY OF ITS PARTNERS, CONSULTANTS,
EMPLOYEES, AGENTS OR REPRESENTATIVES SHALL HAVE ANY LIABILITY TOWARDS YOU OR ANY OTHER PERSON RESULTING FROM YOUR RELIANCE
ON THE TEMPLATE AGREEMENTS. ALL COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS RELATING TO THE TEMPLATE AGREEMENTS ARE
AND AT ALL TIMES BELONG TO AL TAMIMI & COMPANY LIMITED & THE MINISTRY OF ECONOMY.”
 Bahrain  Egypt  Iraq  Jordan  Kuwait  Morocco  Oman  Qatar  Saudi Arabia  UAE

THIS ASSIGNMENT AGREEMENT is dated [●] 202[●]

PARTIES:

(1) [●] a company limited by shares incorporated under the laws of the [●] with
company number [●] and whose registered office is at [●] (the “Assignor”);

(2) [●] a company limited by shares incorporated under the laws of the [●] with
company number [●] and whose registered office is at [●] (the “Assignee”);

(the Assignor and the Assignee shall hereinafter be jointly referred to as the
“Parties” and singly as a “Party”).

BACKGROUND:

(A) The Assignor and the Continuing Party are parties to the agreement [ ] dated [ ]
(“Agreement”) for the purposes of [ ].

(B) The Assignor intends to assign all its legal and beneficial rights, title, interest and
obligations under the Agreement to the Assignee.

AGREED TERMS:

1. DEFINITIONS AND INTERPRETATION

In addition to any terms defined elsewhere in this Assignment Agreement the

following definitions will apply to the terms below.

Agreement: has the meaning given to it in paragraph A in the Background.

Assignment Agreement: means this assignment agreement.

Assignment: has the meaning given to it in clause 2.1(a).

Effective Date: means the date of this Assignment Agreement.

2. ASSIGNMENT AND RELEASE

2.1 As of the Effective Date:

(a) the Assignor unconditionally, irrevocably and absolutely assigns to the

Assignee all the Assignor's rights, title, interest, benefits and obligations
under the Agreement (“Assignment”);

(b) the Assignee accepts the Assignment;

43134144.1
Classification://Confidential
“ YOU ACKNOWLEDGE AND AGREE THAT THESE ARE GENERIC TEMPLATES AND SPECIFIC ADVICE SHOULD BE SOUGHT FROM ITS AUTHORS AS TO
THEIR ENFORCEABILITY. NEITHER THE MINISTRY OF ECONOMY NOR AL TAMIMI & COMPANY LIMITED NOR ANY OF ITS PARTNERS, CONSULTANTS,
EMPLOYEES, AGENTS OR REPRESENTATIVES SHALL HAVE ANY LIABILITY TOWARDS YOU OR ANY OTHER PERSON RESULTING FROM YOUR RELIANCE
ON THE TEMPLATE AGREEMENTS. ALL COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS RELATING TO THE TEMPLATE AGREEMENTS ARE
AND AT ALL TIMES BELONG TO AL TAMIMI & COMPANY LIMITED & THE MINISTRY OF ECONOMY.”
 Bahrain  Egypt  Iraq  Jordan  Kuwait  Morocco  Oman  Qatar  Saudi Arabia  UAE

(c) the Assignor no longer has any rights in or obligations under the
Agreement;

2.2 Except as provided in this Assignment Agreement, the terms and conditions of the
Agreement shall apply to the Assignee.

3. INDEMNITY

The Assignee shall indemnify and hold the Assignor harmless against any losses,
damages or costs the Assignor or any officer, employee or agent of the Assignor
suffers or incurs arising out of or relating to the Agreement.

4. COSTS

Each Party shall pay its own costs and expenses in connection with the
negotiation, preparation, execution and performance of this Assignment
Agreement.

5. FURTHER ASSURANCE

Each Party shall promptly execute and deliver such documents and perform such
acts as may reasonably be required for the purpose of giving full effect to this
Assignment Agreement.

6. GOVERNING LAW AND JURISDICTION

This Assignment Agreement and any dispute or claim arising out of or in

connection with it or its subject matter or formation shall be governed by and
construed in accordance with the law and in the jurisdiction as provided for in the
Agreement.

This document has been executed on the date stated at the beginning of it.

_________________________
Assignor:
[ ]
Through [ ]

_________________________
Assignee:
[ ]
Through [ ]

43134144.1
Classification://Confidential
“ YOU ACKNOWLEDGE AND AGREE THAT THESE ARE GENERIC TEMPLATES AND SPECIFIC ADVICE SHOULD BE SOUGHT FROM ITS AUTHORS AS TO
THEIR ENFORCEABILITY. NEITHER THE MINISTRY OF ECONOMY NOR AL TAMIMI & COMPANY LIMITED NOR ANY OF ITS PARTNERS, CONSULTANTS,
EMPLOYEES, AGENTS OR REPRESENTATIVES SHALL HAVE ANY LIABILITY TOWARDS YOU OR ANY OTHER PERSON RESULTING FROM YOUR RELIANCE
ON THE TEMPLATE AGREEMENTS. ALL COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS RELATING TO THE TEMPLATE AGREEMENTS ARE
AND AT ALL TIMES BELONG TO AL TAMIMI & COMPANY LIMITED & THE MINISTRY OF ECONOMY.”
 Bahrain  Egypt  Iraq  Jordan  Kuwait  Morocco  Oman  Qatar  Saudi Arabia  UAE

_________________________
[]
Through [ ]

43134144.1
Classification://Confidential
“ YOU ACKNOWLEDGE AND AGREE THAT THESE ARE GENERIC TEMPLATES AND SPECIFIC ADVICE SHOULD BE SOUGHT FROM ITS AUTHORS AS TO
THEIR ENFORCEABILITY. NEITHER THE MINISTRY OF ECONOMY NOR AL TAMIMI & COMPANY LIMITED NOR ANY OF ITS PARTNERS, CONSULTANTS,
EMPLOYEES, AGENTS OR REPRESENTATIVES SHALL HAVE ANY LIABILITY TOWARDS YOU OR ANY OTHER PERSON RESULTING FROM YOUR RELIANCE
ON THE TEMPLATE AGREEMENTS. ALL COPYRIGHTS AND OTHER INTELLECTUAL PROPERTY RIGHTS RELATING TO THE TEMPLATE AGREEMENTS ARE
AND AT ALL TIMES BELONG TO AL TAMIMI & COMPANY LIMITED & THE MINISTRY OF ECONOMY.”