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Tripartite Memorandum Of Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Tripartite Memorandum Of Agreement

"I need a Tripartite Memorandum of Agreement under UAE law for a commercial building development project in Dubai, where a developer, construction company, and bank are entering into a three-way arrangement for project financing and construction starting March 2025."

Document background
The Tripartite Memorandum of Agreement is a specialized legal instrument used in the United Arab Emirates to formalize complex commercial arrangements involving three distinct parties. This document type is particularly valuable when multiple stakeholders need to establish clear legal relationships with interconnected rights and responsibilities, such as in project development, financial transactions, or complex service arrangements. The agreement must comply with UAE Federal Law No. 5 of 1985 (Civil Code) and other relevant UAE legislation, including Sharia law principles. It typically includes detailed provisions for roles, responsibilities, risk allocation, financial arrangements, and dispute resolution mechanisms tailored to the UAE legal framework. This document type is especially useful in scenarios where traditional bilateral agreements would be insufficient to capture the complexity of the business relationship and where clear delineation of multi-party obligations is essential.
Suggested Sections

1. Parties: Identification and details of all three contracting parties, including their legal status and authorized representatives

2. Background: Context of the agreement, relationship between the parties, and purpose of the memorandum

3. Definitions and Interpretation: Definitions of key terms and interpretation rules, including hierarchy of documents

4. Scope of Agreement: Clear delineation of the trilateral arrangement and its boundaries

5. Commencement and Duration: Start date, term, and any conditions precedent

6. Roles and Responsibilities: Specific obligations and responsibilities of each party in the trilateral arrangement

7. Financial Arrangements: Payment terms, cost sharing, and financial obligations between parties

8. Confidentiality: Protection of confidential information shared between the three parties

9. Intellectual Property: Ownership and usage rights of IP in the trilateral relationship

10. Representations and Warranties: Standard and specific warranties from each party

11. Liability and Indemnification: Allocation of risks and responsibilities between parties

12. Force Majeure: Events outside parties' control and their consequences

13. Termination: Termination rights and processes, including partial termination provisions

14. Dispute Resolution: Process for resolving disputes, including UAE law-compliant arbitration provisions

15. Governing Law: UAE law as governing law and relevant jurisdictional provisions

16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability

Optional Sections

1. Steering Committee: Required when ongoing project governance is needed - establishes committee structure and decision-making processes

2. Performance Metrics: Include when specific performance standards need to be measured and monitored

3. Change Control: Required for agreements where scope or deliverables may need modification during the term

4. Insurance: Include when specific insurance requirements are necessary for risk management

5. Anti-Corruption and Compliance: Required for international parties or when dealing with government entities

6. Data Protection: Include when personal data processing is involved

7. Step-In Rights: Required when one party needs rights to take over another's obligations in certain circumstances

8. Bank Guarantees: Include when financial security is required from any party

Suggested Schedules

1. Schedule 1 - Services Description: Detailed description of services or activities to be performed by each party

2. Schedule 2 - Commercial Terms: Detailed pricing, payment terms, and financial arrangements

3. Schedule 3 - Key Personnel: List of key personnel from each party and their roles

4. Schedule 4 - Service Levels: Performance standards and metrics if applicable

5. Schedule 5 - Technical Requirements: Technical specifications or requirements relevant to the agreement

6. Schedule 6 - Form of Bank Guarantee: Template for any required bank guarantees

7. Schedule 7 - Governance Procedures: Detailed procedures for project management and oversight

8. Appendix A - Contact Details: Contact information for key representatives from each party

9. Appendix B - Required Forms: Standard forms to be used during the agreement term

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 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 & Real Estate

Banking & Financial Services

Technology & Telecommunications

Energy & Utilities

Healthcare

Infrastructure Development

Manufacturing

Transportation & Logistics

Education

Government & Public Sector

Relevant Teams

Legal

Commercial

Finance

Operations

Risk & Compliance

Project Management

Corporate Secretariat

Business Development

Procurement

Strategic Planning

Relevant Roles

Legal Counsel

Contract Manager

Project Director

Commercial Manager

Chief Executive Officer

Chief Financial Officer

Business Development Director

Operations Manager

Risk Manager

Compliance Officer

Project Manager

General Manager

Corporate Secretary

Head of Procurement

Strategic Planning Director

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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