Assignment and other dealings

by Practical Law Commercial

This boilerplate standard clause offers various options for regulating contracting parties' ability to assign, subcontract or otherwise deal with their rights and obligations arising under the contract. This clause offers alternatives ranging from a complete prohibition on dealings to provisions permitting dealings freely or subject to the other party's prior written consent. It also provides drafting options to accommodate intra-group transfers and financing arrangements. In addition, the clause provides drafting that acknowledges the growing importance of supply chain due diligence and ESG factors to subcontracting arrangements. The integrated drafting notes explore key legal and commercial considerations, including the rules governing the assignment of rights and the transfer of obligations, the effect of the Business Contract Terms (Assignment of Receivables) Regulations 2018 (SI 2018/1254) on business-to-business contracts, and the need to comply with data protection legislation when subcontracting the processing of personal data.