assignment of contract hk

Watch CBS News

Norah O'Donnell to leave "CBS Evening News" anchor desk after 2024 election for new role at network

Updated on: July 30, 2024 / 3:53 PM EDT / CBS News

"CBS Evening News" anchor and managing editor Norah O'Donnell has announced that she will leave her role at the anchor desk after the 2024 election and take on a new position at the network.

"We just celebrated an amazing five years together. I love what I do, and I am so fortunate to work with the best journalists and people in the business," O'Donnell said in a message shared with the staff. "Together, our team has won Emmy, Murrow, and DuPont awards. We managed to anchor in-studio through COVID; we took the broadcast on the road from aircraft carriers to the Middle East, and around the world. We were privileged to conduct a historic interview with Pope Francis. There's so much work to be proud of!"

But O'Donnell, who previously co-hosted the network's morning news program, said she felt it was time to make a change.

"I have spent 12 years in the anchor chair here at CBS News, connected to a daily broadcast and the rigors of a relentless news cycle. It's time to do something different. This presidential election will be my seventh as a journalist, and for many of us in this business we tend to look at our careers in terms of these milestone events," she wrote.

Wendy McMahon, president and CEO of CBS News & Stations and CBS Media Ventures, said O'Donnell's new role will enable her to "do more of the storytelling and big interviews that are a hallmark of CBS News, as well as Norah's illustrious career."

"Norah will have the time and the support to deliver even more of the exceptional stories she is known for across our shows and streams, across CBS Network and Paramount+. She will have the real estate and flexibility to leverage big bookings on numerous platforms, including primetime specials, 60 Minutes, CBS News Sunday Morning, and more," McMahon said.

More from CBS News

CBS News and Stations introduces new editorial leadership team

Neil Gorsuch highlights how "law has really exploded" in new book

Adrienne Roark

U.N. agency fires 9 over possible participation in Oct. 7 attack on Israel

Struggling former Mets player on a $34.5 million contract sent to the minors

By tim boyle | aug 4, 2024.

For the second straight year, former New York Mets pitcher Rafael Montero isn’t getting the job done. A rousing success for the Houston Astros in their 2022 championship season, he got himself a hefty three-year $34.5 contract only weeks later. Paid $11.5 million per season, it’s one of the biggest deals for a relief pitcher and he isn’t even the team’s closer.

Montero pitched to a 2.37 ERA in 68.1 innings of work for Houston in 2022. Awesome in the World Series as well, they foolishly bought into what Mets fans knew long ago when he was being praised as the better pitching prospect than Jacob deGrom.

The Astros DFA’d Montero last week and after passing through waivers, he accepted a minor league assignment to Triple-A. It’s a win for the franchise who would have to pay him either way. Perhaps he can figure things out.

The Astros got a taste of bad free agency with former Mets pitcher Rafael Montero

This year has been worse than last even with the ERA slightly down. At 3-3 with a 5.08 ERA last year, Montero was at least striking batters out. This year he has fanned just 23 in 38.1 innings of work. His 4.70 ERA is ugly. His 6.40 FIP suggests luck has been on his side.

Montero is one of many failed starters who successfully reinvented themselves as bullpen weapons. His time with the Mets included 30 starts and another 28 relief appearances from 2014-2017. Poor health and even poorer performances on the field had them releasing the once-promising pitcher after the 2018 season.

Montero immediately turned things around in 2019 when he had a strong 29 innings in relief for the Texas Rangers. A 2.48 ERA and strikeout rate of 10.6 per 9 while walking just 1.6 per, he was fast-tracking his way toward becoming one of the better relievers in baseball.

He was more average in the shortened 2020 season and terrible for the Seattle Mariners to start the 2021 campaign. Finishing off the year with Houston by tossing 6 scoreless, he apparently had just the 2022 season left in the tank.

Montero is the second highly-paid free agent signing by the Astros to get sent to the minors this year. Jose Abreu, now a free agent, limped his way to a demotion. He was another free agent bust of the Astros after their 2022 championship season. The power decline from 2022 continued and his OPS dropped from .824 to .680. This season, he finished batting .124/.167/.195 for the Astros in 120 plate appearances.

It hasn't been a glorious week for ex-Mets. J.D. Davis was released. Paul Sewald was removed from the closer's role. Pete Crow-Armstrong made a costly error.

Central Oregon
Decision 2024
Oregon-Northwest
Crime Stoppers
KTVZ.COM Polls
Special Reports
Ask the Mayor
Interactive Radar
Local Forecast
Road Conditions – Weather Webcams
2024 Summer Olympics
Olympics Trivia – Part 1
Olympics Trivia – Part 2
Future Olympian Photo Sweepstakes
Livestream Newscasts
Livestream Special Coverage
Local Videos
Photo Galleries
21 Cares For Kids
Clear The Shelters
Community Billboard
Community Conversations
Community Links
One Class At a Time
Pay it Forward
House & Home
Entertainment
Events Calendar
Pump Patrol
Show Us Your Garden 2024
Central Oregon Backyard Living Photo Contest 2024
Junior Forecaster
Pet Pics Sweepstakes
Sunrise Birthdays
Submit Tips, Pics and Video
KTVZ Careers
Central Oregon Careers
Email Newsletters
Advertise with NPG of Oregon
Careers and Internships
Closed Captioning
Download Our Apps
EEO Public Filing
FCC Public File
NewsChannel 21 Team
On-Air Status
Receiving KTVZ
TV Listings

Oregon agency advises caution before signing ‘assignment of benefits’ agreement after fires, other natural disasters

SALEM, Ore. (KTVZ) – With wildfires raging across the state, the Oregon Division of Financial Regulation wants to make sure people are taken care of in the event of a catastrophe and warned of those who may want to take advantage of a vulnerable situation.

One of those ways is through an assignment of benefits (AOB) agreement, which is a contract between a homeowner and a third party that transfers the insurance claim rights or benefits in an insurance policy to the third party. This allows the third party, which is typically a contractor, plumber, roofer, or other construction professional, to file the claim, make decisions about home repairs, and collect insurance payments without involving the homeowner.

DFR stresses that you are not required to enter an AOB with a third party to have repairs done – you can file a claim directly to your insurance company.

An AOB can be a useful tool for getting repairs done, as it allows the repair company to deal directly with an insurance company when negotiating repairs. It also allows the insurer to pay the repair company directly. However, an AOB is a legal contract, so policyholders need to understand the rights they are signing away and make sure the repair company is trustworthy. Here are some reminders:

With an AOB, the third party, like a roofing company or plumber, may file your claim, make repair decisions, and collect insurance payments without your involvement. They can also sue your insurer, and you can lose your right to mediation.
Once you have signed an AOB, your insurer only communicates with the third party.
It is possible the third party may demand a higher claim payment than the insurer offers and then sue the insurer when it denies the claim.

“It is important for homeowners to know their rights and understand what they are agreeing to with an assignment of benefits,” said Andrew R. Stolfi, Oregon insurance commissioner and director of the Department of Consumer and Business Services. “Importantly, you are signing away your right to control many decisions related to the repair of your home. While this arrangement can be a good thing with the right contractor, it can result in a headache if it ends up in the wrong hands.”

DFR reminds homeowners to be diligent and alert for fraud. Home repair fraud is common after a natural disaster, and some contractors may prey on victims in hopes of making a quick buck. It is usually a good idea to do business with local businesses or trusted companies. Check references and talk to your friends and family. You should also always confirm that a contractor is licensed in the state of Oregon . Your insurance company may also have recommendations, and you should get more than one bid for your repairs.

Anyone who has questions or feels they may have been taken advantage of can always contact one of our consumer advocates at 888-877-4894 (toll-free) or through email at . [email protected] .

For more information about AOB agreements, the National Association of Insurance Commissioners offers additional resources and information . DFR also has resources on understanding homeowners insurance and other insurance tips, including a brochure designed to help homeowners avoid disaster scams .

About Oregon DFR: The Division of Financial Regulation protects consumers and regulates insurance, depository institutions, trust companies, securities, and consumer financial products and services. The division is part of the Department of Consumer and Business Services, Oregon’s largest consumer protection and business regulatory agency. Visit dfr.oregon.gov and dcbs.oregon.gov.

Jump to comments ↓

KTVZ news sources

Crews struggle to stop ‘dynamic, fast-moving’ and ‘erratic’ 3,500-acre Elk Lane Fire west of Madras

‘Suffocating in the car:’ Teens returning from day on Lake Simtustus get trapped by Elk Lane Fire, rescued by firefighters

Prineville woman accused of driving on wheel rim, sparking 10-acre brush fire, refuses to appear in court on 13 charges

Cathy Marshall

KTVZ NewsChannel 21 is committed to providing a forum for civil and constructive conversation.

Please keep your comments respectful and relevant. You can review our Community Guidelines by clicking here

If you would like to share a story idea, please submit it here .

Quick Access

About PolyU
Study at PolyU
Research at PolyU
PolyU A to Z
LEARN@PolyU
Online Teaching Delivery
IT Support for Research
Login PolyU Connect Email
Login PolyU Email
PolyU Student Mobile App

Software tools for students
Essential IT information
Teaching and Learning
IT Services for Alumni

Researchers

IT Services for Researchers
IT Services for Departments

Useful Information

Classroom Facilities
License Software Available in Student Computer Centre (SCC)
Handbook on IT Facilities & Services
Leverage Campus Digital Displays for Promotion
Recommendation on IT Equipments
Acceptable Use Policy for University IT Facilities and Services
Baseline Information Security Policy
Update on O365 storage and email services for A1 Subscription Users
Update on O365 storage and email services for Alumni and Retiree
Update on O365 storage and email services for Staff
Update on O365 storage and email services for Students
News & Events
ITS eNewsletter
IT Service Notification
Vision and Strategy
Performance Pledge
Service and Support Provisioning Approach
Digital Framework
Aspirations
Service Contact

Prepare Video Assignment

Workshop/ Training/ Webinar

Google Calendar
Yahoo! Calendar
iCal Calendar
Outlook Calendar

06 Sep 2024

14:30 - 16:00

M401

IT HelpCentre (Hotline) 2766 5900 / (WhatsApp/ WeChat) 6577 9669

Date: 6 Sep 2024 (Fri)

Time: 14:30 - 16:00

Venue: M401

Target Audience: All students

Medium of Instruction: English

Key Takeaways:

Prepare video submission via video recording and editing tools
Using video tools such as Premier/ DaVinci Resolve
Using audio tools for the video editing

We use Cookies to give you a better experience on our website. By continuing to browse the site without changing your privacy settings, you are consenting to our use of Cookies. For more information, please see our Privacy Policy Statement .

Your browser is not the latest version. If you continue to browse our website, Some pages may not function properly. You are recommended to upgrade to a newer version or switch to a different browser. A list of the web browsers that we support can be found here

What are you looking for?

Popular Search

Online Learning Platforms
PolyU GenAI
Remote access from Mainland
Orientation New Students
Alumni Campus Access

Injuries & Moves: Martin could return Wednesday; O'Neill (illness) out again

10-DAY/15-DAY INJURED LIST

RHP Chris Martin (right elbow inflammation) Expected return: Aug. 7 or 9 Martin threw a 35-pitch bullpen session on Aug. 3, and could be activated by the Red Sox on Aug. 7, foregoing a Minor League rehab appearance if he feels ready on Aug. 6, according to manager Alex Cora. Martin traveled with the team to Kansas City and played catch inside prior to the opener on Aug. 5, setting up his return in the finale.

"We'll see how he feels tomorrow [on Aug. 6]," Cora said postgame on Aug. 5. "But it seems like he's trending to be activated on Wednesday [Aug. 7]." (Last updated: Aug. 5)

RHP Justin Slaten (right elbow inflammation) Expected return: Mid - August A key setup man for the Red Sox, Slaten extended his long toss progression to 120 feet on Aug. 5 at Kauffman Stadium. The righty has a 3.38 ERA and 45 strikeouts over 42 2/3 innings this season with Boston. He has been on the IL since July 12.

"Played catch [on Aug. 5], up to 120 [feet], so that's a good sign," said Red Sox manager Alex Cora. "When you get up to there, the bullpen is right around the corner, and then the progression starts." ( Last updated: Aug. 5)

2B Vaughn Grissom (right hamstring strain) Expected return: Aug. 9 Grissom continued his Minor League rehab assignment with Triple-A Worcester on Aug. 4, starting as the DH and going 1-for-2 with a walk. Manager Alex Cora said he will travel with Worcester on their road trip to Syracuse, New York, starting Aug. 6. Grissom's assignment expires on Aug. 8. He should be active no later than the start of the next homestand on Aug. 9, unless the Sox decide to give him more time by optioning him to Worcester. (Last updated: Aug. 5)

60-DAY INJURED LIST

1B Triston Casas (torn cartilage in left rib cage) Expected return: Aug. 20 or sooner Casas continued his rehab assignment with Triple-A Worcester on Aug. 4, starting at first base and going 1-for-3 at the plate. Manager Alex Cora said on Aug. 5 that Casas will travel with Worcester this week on their road trip to Syracuse, New York. Casas should be back no later than Aug. 20 because his rehab assignment expires the day before that. (Last updated: Aug. 5)

RHP Liam Hendriks (right UCL surgery) Expected return: S eptember Hendriks will throw the first of three scheduled live batting practice sessions on Aug. 6 after an encouraging check-in with Dr. Keith Meister, who performed his Tommy John UCL reconstruction surgery last year. His first live BP will be on the mound at Kauffman Stadium, and will be roughly 15 pitches, according to manager Alex Cora. The righty should progress to a Minor League rehab assignment if he gets through the three BP sessions without a setback. (Last updated: Aug. 5)

Have the latest news, ticket information, and more from the Red Sox and MLB delivered right to your inbox.

SS Trevor Story (dislocated left shoulder) Expected return: Late 2024 or start of '25 Red Sox manager Alex Cora was recently encouraged when he watched Story hit soft toss, and hasn't ruled out the possibility of the shortstop returning late in the season. Story progressed to hitting overhand as of Aug. 5, and was with Boston on its trip to Kansas City. Story dislocated his shoulder diving for a ball on April 5 in Anaheim. He was transferred from the 10-day IL to the 60-day IL on April 19.

"He's hit underhand tosses this past weekend, and now it's overhand. And in his words, 'That's close to BP,'" Cora said on Aug. 5. "He's excited about it.

"I never thought we were going to get to this point, so I'm excited. Obviously not 100% that it is going to happen, but the fact that he is doing everything possible to make it happen is great. He's moving well, his swing looks great. Obviously, there's a lot of stuff that we need to do before this becomes a reality." (Last updated: Aug. 5)

RHP Bryan Mata (right elbow inflammation) Expected return: TBD After the Red Sox acquired lefty James Paxton on July 26, they transferred Mata to the 60-day injured list. Mata continues to be unable to get healthy for an extended period. He was recently returned from his second Minor League rehab assignment of the season, this time due to right elbow inflammation. Mata had to exit his start for Triple-A Worcester after one inning on July 14. Mata, Boston's No. 27 prospect per MLB Pipeline, is out of Minor League options. Once Mata is healthy, the Red Sox will have to activate him or designate him for assignment. (Last updated: July 26)

RHP Garrett Whitlock (damaged UCL in right elbow) Expected return: 2025 Whitlock will not pitch again until some point in 2025 after he had his UCL repaired by Dr. Jeffrey Dugas in Birmingham, Ala., on May 30. On the bright side, the righty avoided Tommy John surgery and instead underwent an internal brace repair, a procedure that has become more frequent for pitchers with UCL injuries.

Whitlock had a 1-0 record and 1.96 ERA in four starts for the Red Sox this season. He was transferred to the 60-day IL on June 2. (Last updated: June 2)

LHP Chris Murphy (left UCL) Expected Return: 2025 Murphy, who came up as a starter before being converted into a multi-inning reliever last season, underwent successful reconstruction of the left ulnar collateral ligament (elbow). Dr. Keith Meister performed the surgery at Texas Metroplex Institute for Sports Medicine & Orthopedic Surgery in Arlington. (Last updated: April 10)

RHP Lucas Giolito (right UCL surgery) Expected Return : 2025 Giolito was moved to the 60-day injured list on March 24. He underwent surgery to repair his right elbow ulnar collateral ligament on March 12 after two Grapefruit League starts (4 1/3 innings). (Last updated: March 24)

• More injury news

Français
Español

Procurement Associate

Advertised on behalf of.

NIAMEY, NIGER

Type of Contract :

Starting date :.

01-Oct-2024

Application Deadline :

14-Aug-24 (Midnight New York, USA)

Post Level :

Duration of initial contract :, time left :, languages required :.

English French

Expected Duration of Assignment :

UNDP is committed to achieving workforce diversity in terms of gender, nationality and culture. Individuals from minority groups, indigenous groups and persons with disabilities are equally encouraged to apply. All applications will be treated with the strictest confidence. UNDP does not tolerate sexual exploitation and abuse, any kind of harassment, including sexual harassment, and discrimination. All selected candidates will, therefore, undergo rigorous reference and background checks.

UN Women, grounded in the vision of equality enshrined in the Charter of the United Nations, works for the elimination of discrimination against women and girls; the empowerment of women; and the achievement of equality between women and men as partners and beneficiaries of development, human rights, humanitarian action and peace and security.

In line with UN Women's strategic note (UNSDCF) 2023-2027, the UN Women office in Niger is working to implement a three-dimensional program: (i) governance, peace, and security, including humanitarian action, (ii) human capital in relation to gender-based violence, quality and comprehensive education and (iii) gender- and climate-resilient agriculture, including women's and youth enterprise development.

Under the overall guidance and direct supervision of the Operations Manager, with matrix reporting to and functional oversight from the Regional Procurement Specialist, the Procurement Associate ensures execution of transparent and efficient procurement services and processes consistent with UN Women rules and regulations. The Procurement Associate promotes a client-focused, quality and results- oriented approach and support: (i) compliance with UN Women policies and regulations; (ii) effective systems to support programme delivery and growth; (iii) accountability to organizational values and principles; and (iv) an enabling workplace environment in which staff potential is maximized. The Procurement Associate works in close collaboration with Operations, Programme and Project teams in the Business Unit, Region and UN Women HQ to exchange information and resolve complex procurement-related issues.

UN Women embraces a programmatic approach that facilitates adaptation to changing business needs and maximizes synergies across various initiatives to achieve its strategic goals. Consequently, it is anticipated that UN Women staff will engage in cross-unit, cross-functional collaboration, working within interdisciplinary teams. This approach is designed to amplify and facilitate cross-disciplinary cooperation, supporting the organization's overarching mission and goals.

Duties and Responsibilities

1. Implement sustainable procurement strategies and policies in accordance with UN Women rules, regulations, policies and strategies and in alignment with principles of fairness, integrity and transparency, to achieve best value for money.

Ensure full compliance of procurement activities with UN Women rules, regulations, policies
Provide substantive inputs to procurement related reports and analyses; research and draft responses to enquiries for clearance by the Operations Manager;
Provide substantive inputs to the implementation of procurement management policies and strategies on cost saving and reduction.
Follow up with internal and external audits;
Contribute to the development of sourcing strategies.

2. Implement procurement processes for the Niger Country Office:

Provide guidance and input to the project team on procurement plans for the Business Unit and projects.
Prepare and conduct RFQ, ITB or RFP, and receive and evaluate quotations, bids or proposals in full compliance with UN Women rules and regulations
Prepare Purchase orders and contracts according to the applicable policies and procedures, prepare recurring purchase orders for contracting services.
Prepare/review submissions for procurement review committees (HQ-PRC/R-PRC/L-PRC).
Prepare reports on procurements in BU.
Implement or partake in joint procurement processes for the UN agencies in line with the UN reform.

3. Organize contract management process for the Niger Country Office:

Review/ process contracts for the CO;
Develop and update the rosters of suppliers, and support implementation of supplier selection and evaluation.
Maintain regular communication with other UN agencies to remain updated about developments in procurement strategy, Long-Term Agreements (LTAs), and other available resources, including regular consultation for available agreements in UNGM. Collaborate with other agencies as needed, subject to supervisor approval.

4. Facilitate knowledge building and knowledge sharing:

Provide substantive input and support to the development of training materials, webinars and other education materials.
Organize trainings for the operations/projects staff on Procurement.
Organize procurement training for suppliers on e-procurement modules.
Synthesize lessons learned and best practices in procurement.
Make sound contributions to knowledge networks and communities of practice.

5.The incumbent performs other duties within their functional profile as deemed necessary for the efficient functioning of the Office and the Organization.

Competencies

Core Values:

Respect for Diversity
Professionalism

Core Competencies:

Awareness and Sensitivity Regarding Gender Issues
Accountability
Creative and client oriented;
Problem Solving
Effective Communication
Inclusive Collaboration
Stakeholder Engagement
Leading by Example

Please visit this link for more information on UN Women’s Core Values and Competencies: https://www.unwomen.org/sites/default/files/Headquarters/Attachments/Sections/About%20Us/Employment/UN-Women-values-and-competencies-framework-fr.pdf

CROSS-FUNCTIONAL COMPETENCIES:

Ability to find, evaluate and engage suppliers of goods and services.
Knowledge of evaluating businesses, projects, budgets, and other finance related transactions to determine their performance and suitability .
Ability to acquire goods, services or works from an outside external source. Ability to work with incomplete information and balance competing interests to create value for all stakeholders.
Ability to respond timely and appropriately with a sense of urgency, provide consistent solutions, and deliver timely and quality results and/or solutions to fulfill and understand the real customers' needs.
Provide inputs to the development of customer service strategy
Look for ways to add value beyond clients’ immediate requests.
Ability to identify and organize action around mitigating and proactively managing risks.
Ability to communicate in a clear, concise and unambiguous manner, both through written and verbal communication; to tailor messages and choose communication methods depending on the audience.

Required Skills and Experience

Education and Certification:

Completion of secondary education is required.
Specialized training in Procurement; or a Bachelor's degree (or equivalent) in Business Administration or related field is an asset;
Procurement Certification from an internationally recognized provider such as CIPS (level 2) is an asset;
Willingness to take UN Women internal procurement certifications is required

Experience:

At least 6 years of relevant progressively experience in procurement is required.
Experience in public sector procurement of goods and services, at international organizations, or within UN Agencies is desirable.
Experience in the usage of computers and office software packages (MS Word, Excel, etc) is required;
Experience in the use of a modern web-based ERP System, preferably Oracle Cloud, is desirable.
Fluency in French is required.
Fluency in English is desirable.
Knowledge of another official UN language is desirable (French, Arabic, Chinese, Russian or Spanish).

Toutes les candidatures doivent inclure (en pièce jointe) le formulaire de notice personnelle d'ONU Femmes (P-11) dûment rempli, qui peut être téléchargé sur https://www.unwomen.org/sites/default/files/2022-07/UN-Women-P11-Personal-History-Form-fr.doc . Veuillez noter que le système n'autorise qu'une seule pièce jointe. Les candidatures sans le formulaire P-11 d'ONU Femmes seront considérées comme incomplètes et ne seront pas prises en compte pour la suite de l'évaluation.

A ONU Femmes, nous nous engageons à créer un environnement de diversité, d'inclusion et de respect mutuel. ONU Femmes recrute, emploie, forme, rémunère et promeut sans tenir compte de la race, de la religion, de la couleur, du sexe, de l'identité sexuelle, de l'orientation sexuelle, de l'âge, des capacités, de l'origine nationale ou de toute autre base couverte par la loi appropriée. Tout emploi est décidé sur la base des qualifications, des compétences, de l'intégrité et des besoins de l'organisation.

Si vous avez besoin d'un aménagement raisonnable pour soutenir votre participation au processus de recrutement et de sélection, veuillez inclure cette information dans votre candidature.

ONU Femmes applique une politique de tolérance zéro à l'égard des comportements incompatibles avec les buts et objectifs des Nations Unies et d'ONU Femmes, notamment l'exploitation et les abus sexuels, le harcèlement sexuel, l'abus d'autorité et la discrimination. Tous les candidats sélectionnés devront adhérer aux politiques et procédures d'ONU Femmes et aux normes de conduite attendues du personnel d'ONU Femmes et seront donc soumis à une vérification rigoureuse des références et des antécédents. (La vérification des antécédents comprendra la vérification des qualifications académiques et des antécédents professionnels. Les candidats sélectionnés peuvent être tenus de fournir des informations supplémentaires pour compléter la vérification des antécédents).

Note : En juillet 2010, l'Assemblée générale des Nations Unies a créé ONU Femmes, l'entité des Nations Unies pour l'égalité des sexes et l'autonomisation des femmes. La création d'ONU Femmes fait partie du programme de réforme de l'ONU, qui vise à mettre en commun les ressources et les mandats pour un plus grand impact. Elle fusionne et s'appuie sur l'important travail de quatre parties du système des Nations Unies auparavant distinctes (DAW, OSAGI, INSTRAW et UNIFEM), qui se concentraient exclusivement sur l'égalité des sexes et l'autonomisation des femmes.

Who is Jalen Duren, the NBA player sparking dating rumours with WNBA’s Angel Reese? He helped prepare Team USA for the Paris Olympics and boasts a US$19.5 million contract with the Detroit Pistons

But just who is Jalen Duren, the pro baller who reportedly signed a US$19.5 million contract for four years with the Detroit Pistons and likes to keep his dating life private?

What sparked the Jalen Duren and Angel Reese dating rumours?

According to The Shade Room, Reese was previously linked to rapper G Herbo after her break-up with Florida State Seminoles guard Cam’Ron Fletcher in March this year. And while Reese might be used to fans’ interest in her romances, this is reportedly the first time that Duren is in the spotlight for his love life. Neither party has confirmed or denied their dating rumours.

Where is Jalen Duren from?

The 208cm tall athlete was born in Delaware but grew up in Sharon Hill, Philadelphia. He initially played for The Roman Catholic High School before joining the Montverde Academy in Florida, per Hour Detroit. And despite his moves throughout his youth and current career with the NBA, he still has love for his hometown.

According to Forbes, the 20-year-old is an investor and financial backer of Nike Elite Youth Basketball League’s Team Final, which allows him to “try to bring [basketball] back to the community, [and get] kids involved during the summer, before they’re ready to go back to school”.

He helped Team USA prepare for the Paris Olympics

Jalen Duren wants to be a model

B-ball is not the only thing on Duren’s mind. According to an interview with Hour Detroit, Duren has an interest in fashion and modelling, but wants to be able to pursue the profession seriously, and not just as “the basketball guy playing at modelling”.

The Chicago Sky forward and Detroit Pistons centre sent fans into detective mode after sharing Instagram Stories that made it look like they may be on a romantic getaway together
Despite his NBA success, Duren’s heart belongs to Philadelphia and he is a part of community efforts back home trying to get kids involved in basketball – he’s also an aspiring model

EIB at a glance
Tackling global challenges together
Part of the EU family
Our priorities
Our results
EIB Group impact: Boosting GDP and jobs
Governance and structure
Shareholders
Statutory bodies
Control and evaluation
Organisation structure
Corporate responsibility
Providing finance
Human rights and the EIB
Reporting on sustainability
Our internal commitment
Managing our environment
Transparency, accountability and access to information
Transparency and access to information
EIB Group Complaints Mechanism overview
Project procurement complaints
Investigating fraud and misconduct
Public consultations
EIB Institute
What we offer
Loans for the public sector
Framework loans for the public sector
Loans for the private sector
Intermediated loans for SMEs, mid-caps and other priorities
Microfinance
Venture debt
Investments in infrastructure and environmental funds
Investments in SME and mid-cap funds
Credit enhancement for project finance
Guarantees in support of SMEs, mid-caps and other objectives
Advisory services
Strategic Development
Market Development
Project Development
Mandates and partnerships
EU Blending facilities
Donor partnerships
Shared management funds and financial instruments
EFSD Guarantee
All mandates and partnerships
Global investment map
Our projects
All projects
Projects to be financed
Financed projects
Our regions of activity
European Union
Enlargement countries
Western Balkans
Eastern Neighbourhood
Southern Neighbourhood
Sub-Saharan Africa
Latin America and the Caribbean
Asia and the Pacific
EFTA countries
Climate and environmental sustainability
Innovation, digital and human capital
Sustainable energy and natural resources
Sustainable cities and regions
Small and medium-sized enterprises
Social sustainability
Solidarity with Ukraine
Project cycle
Media centre
All releases
Press contacts
Stories and essays
All Cartoons
Video library
Public register
EIB surveys
EIB climate survey
Picture library
Infographics
Publications and research
Publications
Our research
Economic analysis
Surveys and data
Assessing EIB impact
Stories - Economics
Economic conferences and research networks
EIB open data
Open learning
Work with us
Diversity and Inclusion
Our recruitment process
Investor Relations
Our funding
Climate Awareness Bonds
Sustainability Awareness Bonds
Recent issues
Outstanding issues
Investor relations news
Investor relations publications
Investor relations newsletters
Civil society and stakeholder engagement
Procurement
Easy-to-read
The EIB at a glance
The EIB and development
The EIB and climate action
The EIB and SMEs
The EIB and Ukraine
The EIB COVID-19 response

Azerbaijan: EIB and Azerbaijan Railways complete first cooperation to boost railway safety with EU funding

Azerbaijan Railways receives EIB advice to improve rail safety while reducing travel times, costs and greenhouse gas emissions.
It is the first assignment completed under EU-funded Facility for Eastern Partnership Investment in Connectivity (EPIC).
Project focuses on safety at level crossings along the Baku-Boyuk Kesik train route.

The European Investment Bank (EIB) completed a 10-month assignment helping Azerbaijan improve railway safety and reliability. The EIB’s advisory support, the first one completed under the Facility for Eastern Partnership Investment in Connectivity (EPIC), resulted in recommendations that will guide Azerbaijan Railways in a project to improve operational safety while reducing travels times, costs and greenhouse gas emissions.

The advisory support helped Azerbaijan Railways in enhancing safety at existing level crossings along the important Baku-Boyuk Kesik rail route, which is a 503-kilometre line that links the capital city and Port of Baku with the rail network of neighbouring Georgia and continues to the Black Sea. It is part of the core TEN-T network in Azerbaijan and serves as an important link, especially for cargo transport, along the “Middle Corridor”.

“We are pleased to announce the successful completion of the first assignment under EPIC, which transfers the experience and best practices in the transport sector within the EU to the Eastern neighbourhood,” said EIB Vice-President Teresa Czerwińska , who is responsible for the Bank’s activities in the region “I am confident that the guidance from our advisors will enhance the project's development, focusing on improving safety and minimising environmental impact for this vital railway connection, benefitting both Azerbaijan and the region.”

European Union Ambassador to Azerbaijan Peter Michalko said “Azerbaijan's strategic location, infrastructure development efforts, and potential for enhancing trade and economic cooperation make the country a strategic partner in the context of the extended Trans-European Transport Network (TEN-T), contributing strongly to better connectivity, better economic development, and better regional integration. The EU works hand in hand with Azerbaijan and with the EIB on key transport and infrastructure projects. We will continue to offer technical assistance, loans, guarantees for infrastructure development, greening, digitalisation as well as to strengthen transport governance.”

“International cooperation in the field of rail safety and minimizing greenhouse gas emission is a high priority for Azerbaijan railway and we will enhance cooperation with our partners in this field and implement best international standard in rail operations and infrastructure,” said Arif Agayev Advisor of Chairman of Azerbaijan Railways CJSC.

EPIC assists investment projects in the Eastern Neighbourhood that are related to the Trans-European Transport Network (TEN-T). It focuses on projects prioritised under the Indicative TEN-T Investment Action Plan and the EU’s Economic and Investment Plan for the Eastern Partnership. EPIC supports these projects to meet the requirements of the EU and of international financial institutions, ensuring the initiatives are ready for investment while minimising environmental damage. It is funded by the EU and managed by the EIB’s advisory programme for Joint Assistance to Support Projects in European Regions (JASPERS).

As a part of the assignment, EIB and Azerbaijan Railways teams worked closely together to identify level-crossings of high-risk for potential grade separation. With the EPIC support, Azerbaijan Railways also identified the most critical locations of uncontrolled livestock and pedestrian crossings along the line. The Project Identification Report based on the EIB advisory assignment will play an important role in the decision-making process related to these level crossings and next phase of the project. In addition, the successfully completed task is related to Middle Corridor, which is a priority for Azerbaijan and Eurasia region. The projects in the rail sectors included in this corridor connecting China with the EU through Central Asia, Azerbaijan and Türkiye are vital in the medium and long term perspective.

Background information

About the Facility for Eastern Partnership Investment in Connectivity (EPIC)

Funded by the European Union and managed by EIB advisory programme JASPERS, EPIC offers Eastern Partnership countries free advisory support and technical assistance to improve transport connections. It is implemented in cooperation with the European Bank for Reconstruction and Development (EBRD) and World Bank.

EPIC Projects can come from all transport subsectors, such as road, rail, air, waterborne and intermodal transport sectors. Typically, projects will:

Reduce travel time and cost,
Eliminate bottlenecks,
Improve road safety,
Adapt transport infrastructure to climate change,
Have socio-economic and environmental benefits.

Currently under EPIC, the EIB is providing advisory support or technical assistance to ten projects in Armenia, Azerbaijan, Moldova and Ukraine.

Azerbaijan and the EIB
[email protected]
+352 4379 - 85212

Press Office

[email protected]

2024-303-EN

Related tags

management committee
Teresa Czerwińska

More press releases

Azerbaijan: eib lends 50 million to support private sector.

The EIB on Wednesday (16th September) signed a EUR 50 million loan agreement with International Bank of Azerbaijan, the country's leading bank, to finance projects promoted by SMEs and midcaps.

Azerbaijan: EIB Global and Bank Respublika sign €10 million loan agreement to boost finance access for small businesses

EIB Global, the arm of the European Investment Bank (EIB) for financing activities outside the European Union, has signed a €10 million loan agreement with Bank Respublika to support micro, small and medium-sized enterprises (MSMEs) in Azerbaijan. The agreement will promote financial inclusion by providing loans to small businesses on preferential terms and with the option of disbursal in local currency, boosting investment, growth and employment.

EIB signs framework agreement with the Republic of Azerbaijan

The EIB, the European Union's long-term financing institution, and the Republic of Azerbaijan concluded the Framework Agreement under which the Bank may start financing investment projects in Azerbaijan. The agreement was signed today in Brussels by H.E. Shahin Mustafayev, Minister of Economic Development and EIB Vice-President Wilhelm Molterer.

Our website uses anonymised cookies to give you the best browser experience and to collect aggregated statistics. This does not include online advertising cookies.

Cookies on our Careers Section

Our website uses anonymised cookies to give you the best browser experience and to collect aggregated statistics. If you agree, this website section will also include third-party cookies used in online advertising.

To celebrate the International Day of Persons with Disabilities on 3 December, the EIB organises a full week of events to promote exchanges on disability inclusion with staff and expert guests. Diversity is the essence of humanity and a core value of the European Union. As the EU bank, we are committed to promote diversity and inclusion in everything we do.

Search form

You are here.

Assignment, Delegation, and Commonly Used Contracts Clauses

LEARNING OBJECTIVES

Learn about assignment and delegation.
Examine novation.
Explore restrictions on assignment, exculpatory clauses, noncompete clauses, mandatory arbitration clauses, acceleration clauses, and liquidated damages clauses.
Explore the parol evidence rule.

What if you formed a contract with a rock ’n’ roll band for its services? Specifically, you wanted the band to play at your nightclub, because you thought that your customers would enjoy the band enough to pay to see it perform. You hired this specific band because you heard that it drew large crowds of paying customers. Imagine your surprise when, as you anticipate the band’s performance, you discover that another band—one you have never heard of—has come to play instead of the original contracting band. On inquiry, you learn that the original band transferred its duties to perform to a lesser known band. Can it do that?

Contract elements—the terms of the contract—are important. They may, among other things, foreclose your ability to bring a complaint in court, they may render you unable to be hired in your profession (at least within certain boundaries), or they may limit liability to a party that had a role in causing injury to you. If you are not aware of these elements, then you may face an unpleasant surprise if you act in a way contrary to the restrictions imposed by those terms. Likewise, contracts possess certain qualities that prohibit parties from acting in certain ways, unless those qualities are expressly waived. This section identifies common properties of contracts, as well as commonly used elements of contracts. If you are negotiating a contract and you do not like a term, then you should not agree to it. In law, there is a presumption that you have read, understood, and agreed to each and every term of any contract to which you are a party. Arguing that you did not understand or that you did not approve of a particular term in the contract will not be a valid excuse to performance. You should know what you can expect when you enter into a contract. Are you getting the band that you wanted to hire to play in your nightclub, or are you really getting any band that the original band happens to transfer its duties to?

As a preliminary matter, it is important to realize that contracts are, by law, assignable and delegable. This means that the rights conveyed by the contract may be transferred to another party by assignment, unless an express restriction on assignment exists within the contract, or unless an assignment would violate public policy. Likewise, the duties imposed on a party may be transferred to another party by delegation, unless the contract expressly restricts delegation, or there is a substantial interest in personal performance by the original party to the contract, or if delegation would violate public policy. In the case of a band hired to perform at a nightclub, an argument couldbe made that the original band cannot delegate its duties under the contract because there was a substantial interest in personal performance by the original band. This would render the contract nondelegable. To be on the safe side, your contract with that band should have had a clause expressly prohibiting delegation.

Many students have seen restrictions on assignment in the form of no-sublease clauses in leases with landlords. Do you have a no-sublease clause in your lease? If so, that is a restriction on assignment. This clause is necessary to prevent you from assigning your rights under the lease—your rights to inhabit the premises—to another party. It is necessary for the landlord to include that provision expressly if she wishes to prevent you from subleasing the unit, because there is a presumption in law that assignment is permitted unless it is expressly prohibited by the contract or unless the assignment would violate public policy. Since it is unlikely that letting someone else live in your housing unit in your absence would violate public policy, then the landlord must expressly prohibit the assignment within the original contract if she wishes to prevent tenants from subleasing. A landlord may have a very good reason to wish to prevent subleasing; she may wish to ensure that each tenant is creditworthy prior to allowing the tenant to live in the property.

Note that in delegation and in assignment, the original contracting party is not “off the hook” if it transfers its duties or rights to another party. For instance, if subleasing was not prohibited, and the new tenant assumed the rights and duties imposed by the original contract, the original party to the contract is still liable for the payment of rent. If the subleasing tenant does not pay the rent, the original party to the lease is still liable. The way to excuse oneself from this liability is to form a three-way novation with the original party and the new party, thereby excusing the exiting party from future liability arising under the contract. A novation is essentially a new contract that transfers all rights and duties to the new party to the contract and releases the previous party from any further obligation arising from the original contract.

Restrictions on assignment or delegation are not the only common elements that can be found in contracts. For example, you have probably encountered exculpatory clauses. An exculpatory clause is an express limitation on potential or actual liability arising under the subject matter of the contract. In short, exculpatory clauses are often employed when risk of injury exists. They seek to limit one party’s liability to another. You most certainly have signed exculpatory agreements or contracts containing exculpatory clauses if you have participated in any potentially dangerous activity at a club or with an organized group that could incur liability from injuries suffered by its patrons or members. For example, if you join a kayaking club, you will most likely be asked to sign such an agreement to “hold harmless” the club in the event of any accident or injury. However, despite the existence of an exculpatory clause, liability will not be limited (that is, the liability limitations will be unenforceable) when the party who would benefit from the limitation on liability acted with gross negligence, committed an intentional tort, or possessed greatly unequal bargaining power, or if the limitation on liability violates public policy. Imagine that you signed an agreement to engage in kayaking activities with a kayaking group, but the leader of the group battered you with her oar because she was angry with you for mishandling your kayak. Since battery is an intentional tort, the exculpatory clause will not protect the kayaking organization from liability it incurred through the actions of its employee.

Another common contract element that you may have encountered is a noncompete clause. A noncompete clause attempts to restrict competition for a specified period of time, within a certain geographic region, and for specified activities. Noncomplete clauses are generally valid against the party who signed it if the time, place, and scope are reasonable. These are very common clauses in employment contracts, particularly where the duties involved in employment are likely to involve trade secrets or other proprietary information that the company wishes to protect.

A mandatory arbitration clause is very common in consumer contracts and employment contracts.You have certainly subjected yourself to the restrictions imposed by these clauses if you have signed a contract for a credit card. Mandatory arbitration clauses require parties to a contract that contains such a clause to submit to mandatory arbitration in the event of a dispute arising under the contract. Mandatory arbitration clauses frequently foreclose any possibility of appealing arbitration awards incourt.

An acceleration clause commonly exists in contracts where periodic payments are contemplated by the agreement. For example, if you signed a lease for your housing unit, then you most likely pay rent on a month-to-month basis. If you breached your lease, you would still owe rent for each subsequent month contemplated by the lease agreement. This means that your landlord would have new injury every month that you did not pay. An acceleration clause accelerates all payments due under the contract on breach. This allows the injured party—in this case, the landlord—to sue for all damages due for unpaid rent under that contract at once, rather than having to bring a new suit each month to seek monthly unpaid rent.

A liquidated damages clause allows parties to set the amount of damages in the event of breach. Agreeing to a damage amount before any breach occurs can save money and time spent litigating. Providing that the liquidated damages clause does not look like a penalty, the clause will be valid and enforced by a court that hears a dispute arising under the contract. For example, imagine that you entered into a contract for the sale of your car. If the liquidated damages clause provided for two thousand dollars of damages in the event of breach, that will probably be a valid liquidated damages clause, providing that your car is an “average” car. However, if the liquidated damages clause provided for one million dollars of damages payable by the breaching party, then that would not be enforceable by the court because it looks like a penalty. The proposed liquidated damages far exceed the value of the car that is the subject of the agreement.

Of course, there are additional common elements to contracts. This is not an exhaustive study of possible provisions, though it is a list of commonly encountered elements. For example, time of performance is often included as a separate provision. However, time for performance is an essential element in common-law contract formation, and without it, the contract may fail due to lack of definite and certain terms in formation.

A major assumption made about a written contract is that it is integrated, which means that it contains the entire expression of the parties’ agreement. That means that any statements made before the parties signed the contract are not part of the contract, unless those statements are memorialized in the contract itself. In fact, any statements or actions that are not captured within the four corners of the contract are considered parol evidence, and they will not be used to interpret the meaning of the contract.

KEY TAKEAWAYS

Parties to contracts must not only take care to form the agreement so that it is legally enforceable, but they must also be aware of the properties of contracts in general, as well as specific provisions contained within contracts to which they are a party. Properties of contracts include ability to assign, delegate, and exclude parol evidence. Several types of contracts clauses are commonly used to restrict rights and limit liability.

Think of an example of an exculpatory clause that you have signed. For what type of activity would you be unwilling to sign an exculpatory clause? If your refusal to sign the exculpatory clause or agreement prevented you from participating in that activity, would you still refuse to sign it?
Do you think that too many limitations and restrictions can be placed on parties in a contract? Should there be more government regulation and standardization of contract terms between private parties?

Why or why not?

Front Matter
What Is Law? LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Sources of Law Hyperlink: The U.S. Constitution Hyperlink: How a Bill Becomes a Law KEY TAKEAWAYS EXERCISES
The Rule of Law LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Importance of Rule of Law to Business LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
How Law Affects Business Disciplines LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Concluding Thoughts
The Third Branch LEARNING OBJECTIVES Hyperlink: Excerpt from 2008 Year-End Report to Congress Hyperlink: Supreme Court Virtual Tour Hyperlink: The Little Rock Nine KEY TAKEAWAYS EXERCISES
Video Clip: A Question of Ethics: The Right to Privacy and Confirmation Hearings Hyperlink: Biographies of the Current Supreme Court Justices KEY TAKEAWAYS EXERCISES
Trial and Appellate Courts LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Video Clip: The U.S. Supreme Court Hyperlink: Amicus Briefs Hyperlink: Oyez.org KEY TAKEAWAYS EXERCISES
Video Clip: You Can’t Handle the Truth Key Takeaways
The Parties Involved LEARNING OBJECTIVES Hyperlink: The Lynne Stewart Case Hyperlink: A Question of Ethics Hyperlink: Korea Adopts Jury System KEY TAKEAWAYS EXERCISES
Standing and Personal Jurisdiction LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Video Clip: A Deposition Goes Awry KEY TAKEAWAYS EXERCISES
Video Clip: Johnnie Cochran Delivers Closing Arguments Hyperlink: Justice Ginsburg Reviews an Employment Discrimination Case KEY TAKEAWAYS EXERCISES
Negotiation LEARNING OBJECTIVES Hyperlink: Rubbermaid’s Unequal Bargaining Power KEY TAKEAWAYS EXERCISES
Mediation LEARNING OBJECTIVES Hyperlink: Mediators KEY TAKEAWAYS EXERCISES
Video Clip: Al Franken Hyperlink: Arbitration KEY TAKEAWAYS EXERCISES
Other Methods of Alternative Dispute Resolution LEARNING OBJECTIVES Hyperlink: Private Judges KEY TAKEAWAYS EXERCISES
Public Policy, Legislation, and Alternative Dispute Resolution LEARNING OBJECTIVES Hyperlink: Arbitration Fairness Act Bill KEY TAKEAWAYS EXERCISES
Video Clip: Schoolhouse Rock, the Preamble Key Takeaways
Video Clip: “Mancow” Waterboarded Hyperlink: Medical Marijuana in the States Hyperlink: Can States Regulate Car Safety Standards? Hyperlink: If the FDA Approves a Drug Label, Can Patients Still Sue Drug Manufacturers? KEY TAKEAWAYS EXERCISES
The Commerce, Taxing, and Spending Clauses LEARNING OBJECTIVES Hyperlink: The Powers of Congress Hyperlink: How Assisted Suicide Ruling Affects Doctors’ Work KEY TAKEAWAYS EXERCISES
Business and the Bill of Rights LEARNING OBJECTIVES Hyperlink: Does the Second Amendment Apply to the States? Hyperlink: Fleeting Expletives Hyperlink: The Biased Judge Hyperlink: A Question of Ethics KEY TAKEAWAYS EXERCISES
Formation LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Performance and Discharge, Breach, Defenses, Equitable Remedies LEARNING OBJECTIVES Hyperlink: Coach Mike Leach KEY TAKEAWAYS EXERCISES
Assignment, Delegation, and Commonly Used Contracts Clauses LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Video Clip: Is a Single Name a Likeness or Identifying Characteristic? KEY TAKEAWAYS Exercises
Video Clip: The Crash of Continental Flight 3407
Video Clip: Palsgraf v. Long Island Railroad Company KEY TAKEAWAYS Exercises
Strict Liability LEARNING OBJECTIVES Hyperlink: What’s Wrong with the Tire? Hyperlink: A Near-Fatal Mistake Due to Labeling? KEY TAKEAWAYS EXERCISES
Methods of Acquisition of Personal Property Hyperlink: Finders Keepers?
Bailment Hyperlink: Lost Dog KEY TAKEAWAYS EXERCISES
Methods of Acquisition Hyperlink: A Question of Ethics
Interests and Scope
Duties of Landowners
Ownership Interests in Real Property Hyperlink: Reverse Mortgage
Scope of Interests in Real Property
Landlord-Tenant Relationships KEY TAKEAWAYS EXERCISES
Video Clip: United Airlines Commercial KEY TAKEAWAYS EXERCISES
Patents LEARNING OBJECTIVES Hyperlink: Wal-Mart Tries to Produce Shoes EXERCISES
Trade Secrets LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Trademarks LEARNING OBJECTIVES Hyperlink Hyperlink: KEY TAKEAWAYS EXERCISES
Copyright LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Constitutional Rights Relevant to Criminal Proceedings
Punishment Hyperlink: Shopping, Anyone?
Purpose of Punishment
Punishment of Business-Related Crime KEY TAKEAWAYS EXERCISES
White-Collar Crime
Fraud and Larceny Hyperlink: SEC v. Goldman Sachs Hyperlink: Health Care Fraud’s Epidemic Hyperlink: Financial Institution Fraud Hyperlink: The Mechanics of a Pyramid Scheme Hyperlink: Too Good to Be True? Statistically Impossible Returns
Organized Crime
Video Clip: Who Said Antitrust Is Boring? Not Hollywood!
Environmental Crimes Hyperlink: Federal Environmental Criminal Convictions
Blue-Collar Crime KEY TAKEAWAYS EXERCISES
Minimizing Corporate Criminal Liability and Losses Attributed to Crime LEARNING OBJECTIVES Hyperlink: Whistleblower Law Blog KEY TAKEAWAYS EXERCISES
Sole Proprietorships LEARNING OBJECTIVES Hyperlink: Doing Business As Hyperlink: Small Businesses Squeezed as Banks Limit Lending KEY TAKEAWAYS EXERCISES
Partnerships LEARNING OBJECTIVES Hyperlink: A Law Firm Partner Is Fired KEY TAKEAWAYS EXERCISES
Video Clip: Monstrous Obligations
Video Clip: The Pathology of Commerce
Video Clip: Activist Shareholders at Wal-Mart KEY TAKEAWAYS EXERCISES
Limited Liability Entities LEARNING OBJECTIVES KEY TAKEAWAYS EXERCISES
Overview of Title VII of the Civil Rights Act of 1964 LEARNING OBJECTIVES Hyperlink: Kennedy Calls for Legislative Action on Civil Rights Hyperlink: Men and Hooters Hyperlink: The Employment Non-Discrimination Act KEY TAKEAWAYS EXERCISES
Enforcement of Title VII LEARNING OBJECTIVES Hyperlink: Diversity Day at The Office Hyperlink: Sikhs Regain Right to Wear Turbans in U.S. Army KEY TAKEAWAYS EXERCISES
Other Federal Antidiscrimination Laws LEARNING OBJECTIVES Hyperlink: Despite New Law, Gender Salary Gap Persists KEY TAKEAWAYS EXERCISES
Concluding Thoughts Hyperlink: A Class Divided
The Basics of International Law between Nation-States
The Nature of Law as It Applies to Businesses Operating in the International Arena KEY TAKEAWAYS EXERCISES
Trade Regulations Hyperlink: Exporting? Hyperlink: President Obama Discussing the Importance of Export and the Creation of the National Export Initiative Hyperlink: What? These Old Rocks?
Employment Law and Human Rights
Prohibited Activities Hyperlink: Prohibited Parties KEY TAKEAWAYS EXERCISES
Back Matter

This action cannot be undo.

Choose a delete action Empty this page Remove this page and its subpages

Content is out of sync. You must reload the page to continue.

New page type Book Topic Interactive Learning Content

Config Page
Add Page Before
Add Page After
Delete Page

Practical Law

Contract Formation and Enforcement in Hong Kong: Overview

Get full access to this document with a free trial.

Try free and see for yourself how Practical Law resources can improve productivity, efficiency and response times.

About Practical Law

This document is from Thomson Reuters Practical Law, the legal know-how that goes beyond primary law and traditional legal research to give lawyers a better starting point. We provide standard documents, checklists, legal updates, how-to guides, and more.

650+ full-time experienced lawyer editors globally create and maintain timely, reliable and accurate resources across all major practice areas.

83% of customers are highly satisfied with Practical Law and would recommend to a colleague.

81% of customers agree that Practical Law saves them time.

Distributed for Hong Kong University Press

Contract Law in Hong Kong

Fourth Edition

Michael J. Fisher and Desmond G. Greenwood

Law and Legal Studies: General Legal Studies , Law and Society

View all books from Hong Kong University Press

Table of contents
Author Events
Related Titles

Be the first to know.

Get the latest updates on new releases, special offers, and media highlights when you subscribe to our email lists!

JavaScript seems to be disabled in your browser. For the best experience on our site, be sure to turn on Javascript in your browser.

Create an Account

Ho & Hall's Hong Kong Contract Law - Sixth Edition

Author: Professor Stephen Hall

Ho & Hall's Hong Kong Contract Law Sixth edition comprehensively updates the law of contract as it applies in Hong Kong and revises and clarifies statements of the law in a number of areas. It incorporates significant developments in all areas including, most notably, implied terms, offer and acceptance, contractual intention, interpretation of terms, implied terms, misrepresentation, rectification, economic duress, severance of restrictive covenants, third party rights, negotiating damages, penalties, and promissory estoppel.

Publication Date: July 2022

Publisher: LexisNexis

Product Format	Details	Qty
Book (Soft cover)	In Stock ISBN: 9789888799862

Ho & Hall's Hong Kong Contract Law authored by Stephen Hall, is a comprehensive work which expertly identifies the unique local characteristics of Hong Kong contact law. The text balances theoretical and policy discussion with practical considerations, including clear illustrative examples of the law at work. The late Professor Betty M Ho was the author of this work’s influential first and second editions (titled Hong Kong Contract Law). The sixth edition continues to build on Professor Ho’s legacy.

1 Introduction

2 Agreement

3 Consideration

4 Intention

5 Form of Contract

6 Contents of a Contract

7 Misrepresentation

9 Duress, Undue Inﬂuence and Unconscionability

10 Incapacity

11 Illegality

12 Joint Obligations and Joint Rights

14 Assignment

15 Performance

16 Discharge and Variation by agreement

17 Discharge by frustration

18 Discharge by breach

19 Remedies For Breach Of Contract

20 Limitation of actions

21 Estoppel

22 Unjust enrichment

23 Conflict of laws

Featured Authors

Professor stephen hall.

Stephen Hall is Professor of Law at The Chinese University of Hong Kong, where he is an award-winning teacher and researcher. He previously taught at the Faculty of Law, University of New South Wales, where he was the Director of the European Law Centre. Before turning to academic life, he spent nine years with the Australian Attorney-General's Department, where he advised government ministers and officials. He holds a doctorate in European Union Law from the University of Oxford.

The Contracts (Rights of Third Parties) Ordinance – the Impact on Hong Kong Contracts

Introduction

The Contracts (Rights of Third Parties) Ordinance (Cap. 623) (the Ordinance ) came into force on 1 January 2016. It amends the doctrine of privity of contract, according to which “only a person who is a party to a contract can sue on it”. 1 The doctrine had long been criticised as unfair since it applied even when the contracting parties intended to benefit a third party. Under the Ordinance, a person who is not party to a Hong Kong contract (a third party ) now has the right to enforce a term of a contract if: (i) this is expressly provided for in the contract; or (ii) on a proper construction of the contract, the term purports to confer a benefit on the third party.

It is however possible to contract out of the effect of the Ordinance and this may be desirable in many cases given the potentially broad scope of “purports to confer a benefit” under the second limb of the enforceability test. In England, where similar legislation has been in place since 1999, contracts commonly include clauses excluding its operation and it is expected that this practice will be followed in Hong Kong. However, a blanket exclusion clause will not be appropriate where the contracting parties wish to give a third party the right to enforce a term of the contract, e.g. giving the benefit of an indemnity to a group company. In these cases, the contract should expressly identify the third party and the specific term(s) that it may enforce. The operation of the Ordinance can then be excluded with respect to all other third parties. It will therefore be important to identify at the drafting stage whether the operation of the Ordinance should be excluded completely or preserved in relation to specific terms for specified third parties.

Scope of Application

The Ordinance applies to contracts that are entered into on or after 1 January 2016. It does not affect contracts entered into prior to that date.

Certain contracts are excluded from the operation of the Ordinance, including bills of exchange, promissory notes and other negotiable instruments, letters of credit, covenants relating to land, contracts for the carriage of goods by air or sea, and a company’s articles of association having effect as a contract under seal (Section 3). The Ordinance does not confer a right on a third party to enforce a term of an employment contract against an employee, but is silent on whether a third party may enforce an employment contract against an employer.

Rights of Third Parties

Under the Ordinance, a third party may enforce a term of a contract (including a term which excludes or limits liability) if:

the contract expressly provides that the third party may do so; or

the term purports to confer a benefit on the third party, unless on a proper construction of the contract, the term is not intended to be enforceable by the third party (Section 4).

The Ordinance only confers the benefit of contractual terms on third parties – it does not impose any burden on the third party. Thus while the third party can enforce a contractual term which confers a benefit on it – a party to the contract cannot enforce a contractual term against a third party.

The third party must be expressly identified in the contract by name, as a member of a class (e.g. subsequent owners) or as answering a particular description (e.g. A’s nominee). 2 The third party does not have to be in existence when the contract is entered into (e.g. a company not yet incorporated). A third party does not need to have given consideration in order to enforce its rights.

A third party may seek any remedy that would have been available to the third party in an action for breach of contract if the third party had been a party to the contract. The Ordinance explicitly provides that this includes a remedy under the rules of equity, which would include injunctions and specific performance.

The enforcement of the term by a third party is subject to any other term of the contract relevant to the term. It is therefore possible to contract out of the effect of the Ordinance and this is discussed further below.

Rescission and Variation of Contracts

Where a third party has the right to enforce a term of a contract, the parties to the contract may not, without the third party’s consent, agree to rescind the contract or vary it so that the third party’s right under the term is altered or extinguished. This restriction on variation and rescission applies only once the third party’s rights have “crystallised”, which occurs when:

the third party has assented to the term and the promisor has received notice of the assent; or

the third party has relied on the term and the promisor is aware of the reliance, or can reasonably be expected to have foreseen that the third party would rely on the term.

The above requirement can be overridden by an express term in the contract which:

provides for the contract to be rescinded or varied without the third party’s consent; or

specifies circumstances in which the third party’s consent is required for the rescission or variation of the contract.

For the express term to prevail, before the third party’s rights are “crystallised”, either (a) the third party should be aware of the express term; or (b) one or more parties to the contract should take reasonable steps to make the third party aware of the term.

Where third parties are to be given a right to enforce specified terms of a contract, consideration needs to be given to whether the contracting parties wish to retain their right to rescind or vary the agreement without the consent of the third parties.

On application by a party to the contract, the court may make an order dispensing with the third party’s consent if: (a) the other party agrees to rescind or vary the contract; and (b) the court thinks it just and practicable to make the order.

The relevant section of the Ordinance (Section 6) applies to acts carried out “by agreement” between the parties, but it is uncertain as to its application to acts which are not carried out “by agreement” and affect the interests of a third party, for example termination by breach.

Rights of Defence and Set-Off

In proceedings brought by a third party, a party to a contract can raise a defence or set-off which would have been available to him:

if the proceedings had been brought by the other party to the contract, and:

the matter raised by way of defence or set-off arises from or in connection with the contract, and is relevant to the term to be enforced; or

an express term of the contract provides for the defence or set-off to be available to him in proceedings brought by the third party; or

if the third party had been a party to the contract.

A contracting party will have a counterclaim against a third party if that counterclaim would have been available if the third party had been a party to the contract.

An express term can be included in the contract to restrict the defences, rights of set-off or counterclaims available to the parties in an action brought by a third party.

Protection against Double Liability

The Ordinance protects a party to the contract from double liability in certain circumstances. If a party to the contract has wholly or partly performed its obligations to the third party, it is discharged from the obligations it owes to the other party to the contract to the extent of having performed the same obligations to the third party.

If one party to a contract has recovered from the other a sum for: (i) the third party’s loss in relation to the term; or (ii) the expense of making good to the third party the default of the other contracting party, then a court or arbitral tribunal must reduce any award to the third party to the extent it thinks appropriate to take account of the sum recovered.

Clauses Excluding or Limiting Liability

A contractual term excluding or limiting the liability of the contracting parties may expressly extend the benefit of the term to third parties such as group companies, employees, agents or sub-contractors. The third party’s right to enforce the term is subject to the Control of Exemption Clauses Ordinance (Cap. 71) under which liability for death or personal injury cannot be excluded and other types of exemption clauses are subject to a reasonableness test.

Assignment of Third Party Rights

A third party may assign its right to enforce a term of a contract to another person, unless: (a) the contract expressly provides otherwise; or (b) on a proper construction of the contract, the right is personal to the third party and is not assignable. In most cases, contracting parties will probably exclude a third party’s right to assign such rights. If they do not, the contract should require a third party to give notice to the contracting parties of any assignment.

Arbitration and Jurisdiction

If a third party’s right to enforce a term of a contract is subject to an arbitration agreement, the third party is treated as a party to the arbitration agreement for the purposes of the Arbitration Ordinance (Cap. 609) unless, on a proper construction of the contract, the third party is not intended to be so treated (Section 12).

If the contract contains an exclusive jurisdiction clause, the third party is bound by the exclusive jurisdiction clause in any dispute between the third party and a party to the contract relating to the enforcement of the term, unless on a proper construction of the contract, the third party is not intended to be so bound (Section 13).

Other Jurisdictions

The Ordinance aligns Hong Kong with other common law jurisdictions which have undertaken similar reform to the privity doctrine, including England and Wales, Canada (New Brunswick), Australia (Western Australia, Northern Territory and Queensland), New Zealand and Singapore. The Ordinance is modelled on the Contracts (Rights of Third Parties) Act 1999 of England and Wales. The English statute has not had a significant impact due to the use of contracting out provisions, which are discussed below.

The Benefit Test

The Ordinance gives a third party the right to enforce a contractual term if either the contract expressly provides for this, or the term purports to confer a benefit on the third party. Although there is uncertainty as to what classifies as purporting to confer a benefit, English case law may provide some guidance. Justice Christopher Clarke in Dolphin Maritime & Aviation Services Ltd stated that a “contract does not purport to confer a benefit on a third party simply because the position of that third party will be improved if the contract is performed”. Justice Clarke further stated that “purporting to ‘confer’ a benefit [benefit test] seems to me to connote that the language used by the parties shows that one of the purposes of their bargain (rather than one of its incidental effects if performed) was to benefit the third party”. In Prudential Assurance Co. Ltd , Justice Lindsay stated that the benefit test is “satisfied if on a true construction of the term in question its sense has the effect of conferring a benefit on the third party in question”, but there is “no requirement that the benefit on the third party shall be the predominant purpose or intent behind the term”.

Given the potentially broad application of the concept of purporting to confer a benefit, contracts should be carefully drafted to ensure that rights are not unwittingly conferred upon third parties. Where the intention is to confer a benefit on third parties, this should be explicit – the contract should name the third parties and state which terms they can enforce. The contract can then exclude the operation of the Ordinance in respect of all other third parties. If no third party rights are intended, the safest course is to contract out of the effects of the Ordinance completely.

Third Party Rights – Examples

Express terms as to the enforceability of contractual terms by third parties will be required whenever it is intended that a third party should benefit from the terms of a contract. Examples include:

Contracts conferring the benefit of an indemnity on a third party such as an indemnity which is given in favour of a company and its group companies (e.g. in relation to a share or business acquisition);

Contracts containing a confidentiality obligation which confers the benefit of non-disclosure on a third party, such as companies of a corporate group or other parties;

Contracts with restrictive covenants, such as service agreements, which confer the benefits of the restrictive covenant on companies in a corporate group; and

Contracts which confer the benefit of clauses limiting or excluding liability on third parties such as companies in the same corporate group or employees of the contracting party.

Assignees and successors in title are not usually parties to contracts, but under the Ordinance, they may acquire rights to enforce contractual terms. Contracts may expressly state that assignees and successors in title have the same rights as parties to the contract.

Negotiating Hong Kong Contracts

The Ordinance needs to be considered when negotiating contracts governed by Hong Kong law. Parties should examine the terms of the contract to determine whether the Ordinance will apply and to identify potential benefits conferred implicitly or explicitly on a third party. This is important to ensure that there are no rights that a party may want to protect before including a standard clause excluding the Ordinance.

In circumstances where parties wish to preserve the doctrine of privity and limit their liability to third parties, they should clearly and expressly exclude all provisions of the Ordinance in the contract and related contracts.

Where parties wish a third party to have the right to enforce a term of the contract, they should expressly identify the third party and state that the third party may enforce a specific term(s). The contract can also exclude the provisions of the Ordinance in relation to all other third parties.

Parties should also have regard to the following matters:

The third parties must be expressly identified. If only certain third parties to the contract are to be able to enforce a contractual term, this should be made clear.

The terms of the contract that are to be enforceable by the third parties should be clear. The Ordinance refers to enforcement of “a term of the contract”, rather than the contract as a whole.

Whether the benefit or right to enforce the contractual term is conditional. Although a contract cannot impose an obligation on a third party, a condition to enforcement by a third party is permitted.

Whether the parties should limit their liability to a third party and/or limit available remedies.

Whether the contracting parties should include a provision maintaining their right to vary or rescind the contract without the third party’s consent, or whether there are specified circumstances in which the consent of the third party is required before rescission or variation of the contract.

Whether the third party may assign their rights under the Ordinance. Contracting parties may wish for any assignment rights to be excluded.

Whether to include an express term specifying (or restricting) the defences, rights of set-off or counterclaim to be available to the contracting party in proceedings brought by a third party.

Whether to make the third party rights subject to an arbitration agreement or any other method for dealing with a dispute, such as mediation.

Whether the third party is to be bound by an exclusive jurisdiction clause. Under the Ordinance, the third party will be bound by an exclusive jurisdiction clause unless, on a proper construction of the contract, this is not intended.

B + B Construction Ltd v Sun Alliance and London Insurance Plc [2000] 2 HKC 295 at [301B]-[301F] quoting Dunlop Pneumatic Tyre Co Ltd v Selfridge & Co Ltd [1915] AC 847 at [853]. ↩

Examples taken from Department of Justice < http://www.doj.gov.hk/eng/public/rightsofThirdParties.html >. ↩

This newsletter is for information purposes only. Its contents do not constitute legal advice and it should not be regarded as a substitute for detailed advice in individual cases. Transmission of this information is not intended to create and receipt does not constitute a lawyer-client relationship between Charltons and the user or browser. Charltons is not responsible for any third party content which can be accessed through the website. If you do not wish to receive this newsletter please let us know by emailing us at [email protected]

Jurisdictional Law Firm of the Year: Hong Kong SAR IFLR Asia-Pacific Awards 2024

Dominion Centre,12th Floor 43-59 Queen’s Road East Hong Kong

Tel: + (852) 2905 7888 Fax: + (852) 2854 9596 www.charltonslaw.com

Contracts (Rights of Third Parties) Ordinance Hong Kong

Doctrine of privity of contract in hong kong, negotiating contracts in hong kong third party rights, rights of third parties to contracts in hong kong, amendment of the doctrine of privity in hong kong, rescind or vary contract with third party rights in hong kong, impact of contracts (rights of third parties) ordinance, contract out of contracts (rights of third parties) ordinance, assignment of third party rights, term of contract purports to confer a benefit on third party, enforcement of contract by a third party, rights of third parties ordinance in force in hong kong, limit liability to third parties, examples of benefits of the third parties ordinance, application of third parties ordinance, third party rights act, privity of a contract, contracts right of third parties.

Skip to primary navigation
Skip to main content
Skip to primary sidebar
Skip to footer

Conventus Law

More results...

Hong Kong – Assignment, Novation Or Sub-Participation Of Loans.

April 28, 2022 by Balaram Adhikari

TRANSFERABILITY OF LOANS

The legal analysis regarding the transferability of loans can be complex. The loan agreement should be examined with a view to identifying any restrictions on transferability of the loan between lenders, such as prior consent of the debtor and, in some cases, whether such consent may be withheld. Other general restrictions may apply given that most banks have internal confidentiality rules and data protection requirements, the latter of which may also be subject to governmental regulations. Certain jurisdictions may restrict the transfer of loans relating to specific types of receivables – mortgage or consumer loans being prime examples. It is imperative to conduct proper due diligence on the documentation and underlying assets in order to be satisfied with the transferability of the relevant loans. This may be complicated further if there are multiple projects, facility lines or debtors. It is indeed common to see a partial transfer of loans to an incoming lender or groups of lenders.

METHODS OF TRANSFER

The transfer of loans may be carried out in different ways and often involves assignment, novation or sub-participation.

A typical assignment amounts to the transfer of the rights of the lender (assignor) under the loan documentation to another lender (assignee), whereby the assignee takes on the assignor’s rights, such as the right to receive payment of principal and interest on the loan. The assignor is still required to perform any obligations under the loan documentation. Therefore, there is no need to terminate the loan documentation and, unless the loan documentation stipulates otherwise, there is no need to obtain the debtor’s consent, but notice of the assignment must be served on the debtor. However, many debtors are in fact involved in the negotiation stage, where the parties would also take the opportunity to vary the terms of the facility and security arrangement.

Novation of a loan requires that the debtor, the existing lender (transferor) and the incoming lender (transferee) enter into new documentation which provides that the rights and obligations of the transferor will be novated to the transferee. The transferee replaces the transferor in the loan facility and the transferor is completely discharged from all of its rights and obligations. This method of transfer does require the prior consent of the relevant debtor.

Sub-participation is often used where a lender, whilst wishing to share the risks of certain loans, nonetheless prefers to maintain the status quo. There is no change to the loan documentation – the lender simply sells all or part of the loan portfolio to another lender or lenders. From the debtor’s perspective, nothing has changed and, in principle, there is no need to obtain the debtor’s consent or serve notice on the debtor. This method of transfer is sometimes preferred if the existing lender is keen to maintain a business relationship with the debtor, or where seeking consent from the debtor or notifying the debtor of any transfer is not feasible or desirable. In any case, there would be no change to the balance sheet treatment of the existing lender.

OFFSHORE SECURITY ARRANGEMENTS

The transfer of a loan in a cross-border transaction often involves an offshore security package. A potential purchaser will need to conduct due diligence on the risks relating to such security. From a legal perspective, the security documents require close scrutiny to confirm their legality, validity and enforceability, including the nature and status of the assets involved. Apart from transferability generally, the documents would reveal whether any consent is required. A lender should seek full analysis on the risks relating to enforcement of security, which may well be complicated by the involvement of various jurisdictions for potential enforcement actions.

A key aspect to the enforcement consideration is whether a particular jurisdiction requires that any particular steps be taken to perfect a security interest relating to the loan portfolio (if the concept of perfection applies at all) and, if so, whether any applicable filing or registration has been made to perfect the security interest and, more importantly, whether there exists any prior or subsequent competing security interest over all or part of the same assets. For example, security interests may be registered in public records of the security provider maintained by the companies registry in Bermuda or the British Virgin Islands for the purpose of obtaining priority over competing interests under the applicable law. The internal register of charges of the security provider registered in the Cayman Islands, Bermuda or the British Virgin Islands should also be examined as part of the due diligence process. Particular care should be taken where the relevant assets require additional filings under the laws of the relevant jurisdictions, notable examples of such assets being real property, vessels and aircraft. Suites of documents held in escrow pending a potential default under the loan documentation should also be checked as they would be used by the lender or security agent to facilitate enforcement of security when the debtor defaults on the loan.

DUE DILIGENCE AND BEYOND

Legal due diligence on the loan documentation and security package is an integral part of the assessment undertaken by a lender of the risks of purchasing certain loan portfolios, regardless of whether the transfer is to be made by way of an assignment, novation or sub-participation. Whilst the choice of method of transfer is often a commercial decision, enforceability of security interests over underlying assets is the primary consideration in reviewing sufficiency of the security package in any proposed loan transfer.

For further information, please contact:

Fiona Chan , Partner, Appleby

[email protected]

Register for your monthly Asia legal updates from Conventus Law

Error: Contact form not found.

Let Legal Operations Work Its Magic.

Perspectives: Transforming In-House Legal Teams In Asia.

The Hong Kong Court Of Final Appeal Considers Principles Of Quistclose Trust.

CONVENTUS LAW

CONVENTUS DOCS CONVENTUS PEOPLE

3/f, Chinachem Tower 34-37 Connaught Road Central, Central, Hong Kong

[email protected]

Search Menu

Sign in through your institution

Browse content in Arts and Humanities
Browse content in Archaeology
Anglo-Saxon and Medieval Archaeology
Archaeological Methodology and Techniques
Archaeology by Region
Archaeology of Religion
Archaeology of Trade and Exchange
Biblical Archaeology
Contemporary and Public Archaeology
Environmental Archaeology
Historical Archaeology
History and Theory of Archaeology
Industrial Archaeology
Landscape Archaeology
Mortuary Archaeology
Prehistoric Archaeology
Underwater Archaeology
Zooarchaeology
Browse content in Architecture
Architectural Structure and Design
History of Architecture
Residential and Domestic Buildings
Theory of Architecture
Browse content in Art
Art Subjects and Themes
History of Art
Industrial and Commercial Art
Theory of Art
Biographical Studies
Byzantine Studies
Browse content in Classical Studies
Classical History
Classical Philosophy
Classical Mythology
Classical Numismatics
Classical Literature
Classical Reception
Classical Art and Architecture
Classical Oratory and Rhetoric
Greek and Roman Epigraphy
Greek and Roman Law
Greek and Roman Papyrology
Greek and Roman Archaeology
Late Antiquity
Religion in the Ancient World
Social History
Digital Humanities
Browse content in History
Colonialism and Imperialism
Diplomatic History
Environmental History
Genealogy, Heraldry, Names, and Honours
Genocide and Ethnic Cleansing
Historical Geography
History by Period
History of Emotions
History of Agriculture
History of Education
History of Gender and Sexuality
Industrial History
Intellectual History
International History
Labour History
Legal and Constitutional History
Local and Family History
Maritime History
Military History
National Liberation and Post-Colonialism
Oral History
Political History
Public History
Regional and National History
Revolutions and Rebellions
Slavery and Abolition of Slavery
Social and Cultural History
Theory, Methods, and Historiography
Urban History
World History
Browse content in Language Teaching and Learning
Language Learning (Specific Skills)
Language Teaching Theory and Methods
Browse content in Linguistics
Applied Linguistics
Cognitive Linguistics
Computational Linguistics
Forensic Linguistics
Grammar, Syntax and Morphology
Historical and Diachronic Linguistics
History of English
Language Acquisition
Language Evolution
Language Reference
Language Variation
Language Families
Lexicography
Linguistic Anthropology
Linguistic Theories
Linguistic Typology
Phonetics and Phonology
Psycholinguistics
Sociolinguistics
Translation and Interpretation
Writing Systems
Browse content in Literature
Bibliography
Children's Literature Studies
Literary Studies (Asian)
Literary Studies (European)
Literary Studies (Eco-criticism)
Literary Studies (Romanticism)
Literary Studies (American)
Literary Studies (Modernism)
Literary Studies - World
Literary Studies (1500 to 1800)
Literary Studies (19th Century)
Literary Studies (20th Century onwards)
Literary Studies (African American Literature)
Literary Studies (British and Irish)
Literary Studies (Early and Medieval)
Literary Studies (Fiction, Novelists, and Prose Writers)
Literary Studies (Gender Studies)
Literary Studies (Graphic Novels)
Literary Studies (History of the Book)
Literary Studies (Plays and Playwrights)
Literary Studies (Poetry and Poets)
Literary Studies (Postcolonial Literature)
Literary Studies (Queer Studies)
Literary Studies (Science Fiction)
Literary Studies (Travel Literature)
Literary Studies (War Literature)
Literary Studies (Women's Writing)
Literary Theory and Cultural Studies
Mythology and Folklore
Shakespeare Studies and Criticism
Browse content in Media Studies
Browse content in Music
Applied Music
Dance and Music
Ethics in Music
Ethnomusicology
Gender and Sexuality in Music
Medicine and Music
Music Cultures
Music and Religion
Music and Media
Music and Culture
Music Education and Pedagogy
Music Theory and Analysis
Musical Scores, Lyrics, and Libretti
Musical Structures, Styles, and Techniques
Musicology and Music History
Performance Practice and Studies
Race and Ethnicity in Music
Sound Studies
Browse content in Performing Arts
Browse content in Philosophy
Aesthetics and Philosophy of Art
Epistemology
Feminist Philosophy
History of Western Philosophy
Metaphysics
Moral Philosophy
Non-Western Philosophy
Philosophy of Science
Philosophy of Language
Philosophy of Mind
Philosophy of Perception
Philosophy of Action
Philosophy of Law
Philosophy of Religion
Philosophy of Mathematics and Logic
Practical Ethics
Social and Political Philosophy
Browse content in Religion
Biblical Studies
Christianity
East Asian Religions
History of Religion
Judaism and Jewish Studies
Qumran Studies
Religion and Education
Religion and Health
Religion and Politics
Religion and Science
Religion and Law
Religion and Art, Literature, and Music
Religious Studies
Browse content in Society and Culture
Cookery, Food, and Drink
Cultural Studies
Customs and Traditions
Ethical Issues and Debates
Hobbies, Games, Arts and Crafts
Natural world, Country Life, and Pets
Popular Beliefs and Controversial Knowledge
Sports and Outdoor Recreation
Technology and Society
Travel and Holiday
Visual Culture
Browse content in Law
Arbitration
Browse content in Company and Commercial Law
Commercial Law
Company Law
Browse content in Comparative Law
Systems of Law
Competition Law
Browse content in Constitutional and Administrative Law
Government Powers
Judicial Review
Local Government Law
Military and Defence Law
Parliamentary and Legislative Practice
Construction Law
Contract Law
Browse content in Criminal Law
Criminal Procedure
Criminal Evidence Law
Sentencing and Punishment
Employment and Labour Law
Environment and Energy Law
Browse content in Financial Law
Banking Law
Insolvency Law
History of Law
Human Rights and Immigration
Intellectual Property Law
Browse content in International Law
Private International Law and Conflict of Laws
Public International Law
IT and Communications Law
Jurisprudence and Philosophy of Law
Law and Politics
Law and Society
Browse content in Legal System and Practice
Courts and Procedure
Legal Skills and Practice
Legal System - Costs and Funding
Primary Sources of Law
Regulation of Legal Profession
Medical and Healthcare Law
Browse content in Policing
Criminal Investigation and Detection
Police and Security Services
Police Procedure and Law
Police Regional Planning
Browse content in Property Law
Personal Property Law
Restitution
Study and Revision
Terrorism and National Security Law
Browse content in Trusts Law
Wills and Probate or Succession
Browse content in Medicine and Health
Browse content in Allied Health Professions
Arts Therapies
Clinical Science
Dietetics and Nutrition
Occupational Therapy
Operating Department Practice
Physiotherapy
Radiography
Speech and Language Therapy
Browse content in Anaesthetics
General Anaesthesia
Browse content in Clinical Medicine
Acute Medicine
Cardiovascular Medicine
Clinical Genetics
Clinical Pharmacology and Therapeutics
Dermatology
Endocrinology and Diabetes
Gastroenterology
Genito-urinary Medicine
Geriatric Medicine
Infectious Diseases
Medical Toxicology
Medical Oncology
Pain Medicine
Palliative Medicine
Rehabilitation Medicine
Respiratory Medicine and Pulmonology
Rheumatology
Sleep Medicine
Sports and Exercise Medicine
Clinical Neuroscience
Community Medical Services
Critical Care
Emergency Medicine
Forensic Medicine
Haematology
History of Medicine
Browse content in Medical Dentistry
Oral and Maxillofacial Surgery
Paediatric Dentistry
Restorative Dentistry and Orthodontics
Surgical Dentistry
Browse content in Medical Skills
Clinical Skills
Communication Skills
Nursing Skills
Surgical Skills
Medical Ethics
Medical Statistics and Methodology
Browse content in Neurology
Clinical Neurophysiology
Neuropathology
Nursing Studies
Browse content in Obstetrics and Gynaecology
Gynaecology
Occupational Medicine
Ophthalmology
Otolaryngology (ENT)
Browse content in Paediatrics
Neonatology
Browse content in Pathology
Chemical Pathology
Clinical Cytogenetics and Molecular Genetics
Histopathology
Medical Microbiology and Virology
Patient Education and Information
Browse content in Pharmacology
Psychopharmacology
Browse content in Popular Health
Caring for Others
Complementary and Alternative Medicine
Self-help and Personal Development
Browse content in Preclinical Medicine
Cell Biology
Molecular Biology and Genetics
Reproduction, Growth and Development
Primary Care
Professional Development in Medicine
Browse content in Psychiatry
Addiction Medicine
Child and Adolescent Psychiatry
Forensic Psychiatry
Learning Disabilities
Old Age Psychiatry
Psychotherapy
Browse content in Public Health and Epidemiology
Epidemiology
Public Health
Browse content in Radiology
Clinical Radiology
Interventional Radiology
Nuclear Medicine
Radiation Oncology
Reproductive Medicine
Browse content in Surgery
Cardiothoracic Surgery
Gastro-intestinal and Colorectal Surgery
General Surgery
Neurosurgery
Paediatric Surgery
Peri-operative Care
Plastic and Reconstructive Surgery
Surgical Oncology
Transplant Surgery
Trauma and Orthopaedic Surgery
Vascular Surgery
Browse content in Science and Mathematics
Browse content in Biological Sciences
Aquatic Biology
Biochemistry
Bioinformatics and Computational Biology
Developmental Biology
Ecology and Conservation
Evolutionary Biology
Genetics and Genomics
Microbiology
Molecular and Cell Biology
Natural History
Plant Sciences and Forestry
Research Methods in Life Sciences
Structural Biology
Systems Biology
Zoology and Animal Sciences
Browse content in Chemistry
Analytical Chemistry
Computational Chemistry
Crystallography
Environmental Chemistry
Industrial Chemistry
Inorganic Chemistry
Materials Chemistry
Medicinal Chemistry
Mineralogy and Gems
Organic Chemistry
Physical Chemistry
Polymer Chemistry
Study and Communication Skills in Chemistry
Theoretical Chemistry
Browse content in Computer Science
Artificial Intelligence
Computer Architecture and Logic Design
Game Studies
Human-Computer Interaction
Mathematical Theory of Computation
Programming Languages
Software Engineering
Systems Analysis and Design
Virtual Reality
Browse content in Computing
Business Applications
Computer Security
Computer Games
Computer Networking and Communications
Digital Lifestyle
Graphical and Digital Media Applications
Operating Systems
Browse content in Earth Sciences and Geography
Atmospheric Sciences
Environmental Geography
Geology and the Lithosphere
Maps and Map-making
Meteorology and Climatology
Oceanography and Hydrology
Palaeontology
Physical Geography and Topography
Regional Geography
Soil Science
Urban Geography
Browse content in Engineering and Technology
Agriculture and Farming
Biological Engineering
Civil Engineering, Surveying, and Building
Electronics and Communications Engineering
Energy Technology
Engineering (General)
Environmental Science, Engineering, and Technology
History of Engineering and Technology
Mechanical Engineering and Materials
Technology of Industrial Chemistry
Transport Technology and Trades
Browse content in Environmental Science
Applied Ecology (Environmental Science)
Conservation of the Environment (Environmental Science)
Environmental Sustainability
Environmentalist Thought and Ideology (Environmental Science)
Management of Land and Natural Resources (Environmental Science)
Natural Disasters (Environmental Science)
Nuclear Issues (Environmental Science)
Pollution and Threats to the Environment (Environmental Science)
Social Impact of Environmental Issues (Environmental Science)
History of Science and Technology
Browse content in Materials Science
Ceramics and Glasses
Composite Materials
Metals, Alloying, and Corrosion
Nanotechnology
Browse content in Mathematics
Applied Mathematics
Biomathematics and Statistics
History of Mathematics
Mathematical Education
Mathematical Finance
Mathematical Analysis
Numerical and Computational Mathematics
Probability and Statistics
Pure Mathematics
Browse content in Neuroscience
Cognition and Behavioural Neuroscience
Development of the Nervous System
Disorders of the Nervous System
History of Neuroscience
Invertebrate Neurobiology
Molecular and Cellular Systems
Neuroendocrinology and Autonomic Nervous System
Neuroscientific Techniques
Sensory and Motor Systems
Browse content in Physics
Astronomy and Astrophysics
Atomic, Molecular, and Optical Physics
Biological and Medical Physics
Classical Mechanics
Computational Physics
Condensed Matter Physics
Electromagnetism, Optics, and Acoustics
History of Physics
Mathematical and Statistical Physics
Measurement Science
Nuclear Physics
Particles and Fields
Plasma Physics
Quantum Physics
Relativity and Gravitation
Semiconductor and Mesoscopic Physics
Browse content in Psychology
Affective Sciences
Clinical Psychology
Cognitive Psychology
Cognitive Neuroscience
Criminal and Forensic Psychology
Developmental Psychology
Educational Psychology
Evolutionary Psychology
Health Psychology
History and Systems in Psychology
Music Psychology
Neuropsychology
Organizational Psychology
Psychological Assessment and Testing
Psychology of Human-Technology Interaction
Psychology Professional Development and Training
Research Methods in Psychology
Social Psychology
Browse content in Social Sciences
Browse content in Anthropology
Anthropology of Religion
Human Evolution
Medical Anthropology
Physical Anthropology
Regional Anthropology
Social and Cultural Anthropology
Theory and Practice of Anthropology
Browse content in Business and Management
Business Strategy
Business Ethics
Business History
Business and Government
Business and Technology
Business and the Environment
Comparative Management
Corporate Governance
Corporate Social Responsibility
Entrepreneurship
Health Management
Human Resource Management
Industrial and Employment Relations
Industry Studies
Information and Communication Technologies
International Business
Knowledge Management
Management and Management Techniques
Operations Management
Organizational Theory and Behaviour
Pensions and Pension Management
Public and Nonprofit Management
Social Issues in Business and Management
Strategic Management
Supply Chain Management
Browse content in Criminology and Criminal Justice
Criminal Justice
Criminology
Forms of Crime
International and Comparative Criminology
Youth Violence and Juvenile Justice
Development Studies
Browse content in Economics
Agricultural, Environmental, and Natural Resource Economics
Asian Economics
Behavioural Finance
Behavioural Economics and Neuroeconomics
Econometrics and Mathematical Economics
Economic Systems
Economic History
Economic Methodology
Economic Development and Growth
Financial Markets
Financial Institutions and Services
General Economics and Teaching
Health, Education, and Welfare
History of Economic Thought
International Economics
Labour and Demographic Economics
Law and Economics
Macroeconomics and Monetary Economics
Microeconomics
Public Economics
Urban, Rural, and Regional Economics
Welfare Economics
Browse content in Education
Adult Education and Continuous Learning
Care and Counselling of Students
Early Childhood and Elementary Education
Educational Equipment and Technology
Educational Strategies and Policy
Higher and Further Education
Organization and Management of Education
Philosophy and Theory of Education
Schools Studies
Secondary Education
Teaching of a Specific Subject
Teaching of Specific Groups and Special Educational Needs
Teaching Skills and Techniques
Browse content in Environment
Applied Ecology (Social Science)
Climate Change
Conservation of the Environment (Social Science)
Environmentalist Thought and Ideology (Social Science)
Management of Land and Natural Resources (Social Science)
Natural Disasters (Environment)
Pollution and Threats to the Environment (Social Science)
Social Impact of Environmental Issues (Social Science)
Sustainability
Browse content in Human Geography
Cultural Geography
Economic Geography
Political Geography
Browse content in Interdisciplinary Studies
Communication Studies
Museums, Libraries, and Information Sciences
Browse content in Politics
African Politics
Asian Politics
Chinese Politics
Comparative Politics
Conflict Politics
Elections and Electoral Studies
Environmental Politics
Ethnic Politics
European Union
Foreign Policy
Gender and Politics
Human Rights and Politics
Indian Politics
International Relations
International Organization (Politics)
Irish Politics
Latin American Politics
Middle Eastern Politics
Political Methodology
Political Communication
Political Philosophy
Political Sociology
Political Behaviour
Political Economy
Political Institutions
Political Theory
Politics and Law
Politics of Development
Public Administration
Public Policy
Qualitative Political Methodology
Quantitative Political Methodology
Regional Political Studies
Russian Politics
Security Studies
State and Local Government
UK Politics
US Politics
Browse content in Regional and Area Studies
African Studies
Asian Studies
East Asian Studies
Japanese Studies
Latin American Studies
Middle Eastern Studies
Native American Studies
Scottish Studies
Browse content in Research and Information
Research Methods
Browse content in Social Work
Addictions and Substance Misuse
Adoption and Fostering
Care of the Elderly
Child and Adolescent Social Work
Couple and Family Social Work
Direct Practice and Clinical Social Work
Emergency Services
Human Behaviour and the Social Environment
International and Global Issues in Social Work
Mental and Behavioural Health
Social Justice and Human Rights
Social Policy and Advocacy
Social Work and Crime and Justice
Social Work Macro Practice
Social Work Practice Settings
Social Work Research and Evidence-based Practice
Welfare and Benefit Systems
Browse content in Sociology
Childhood Studies
Community Development
Comparative and Historical Sociology
Disability Studies
Economic Sociology
Gender and Sexuality
Gerontology and Ageing
Health, Illness, and Medicine
Marriage and the Family
Migration Studies
Occupations, Professions, and Work
Organizations
Population and Demography
Race and Ethnicity
Social Theory
Social Movements and Social Change
Social Research and Statistics
Social Stratification, Inequality, and Mobility
Sociology of Religion
Sociology of Education
Sport and Leisure
Urban and Rural Studies
Browse content in Warfare and Defence
Defence Strategy, Planning, and Research
Land Forces and Warfare
Military Administration
Military Life and Institutions
Naval Forces and Warfare
Other Warfare and Defence Issues
Peace Studies and Conflict Resolution
Weapons and Equipment

< Previous chapter
Next chapter >

4 Contract Terms in Hong Kong: Incorporation, Interpretation, Implication, and Unfair Terms

Published: November 2020
Cite Icon Cite
Permissions Icon Permissions

This chapter examines three closely connected issues in defining the contents of contracts in Hong Kong: first, the approaches adopted in interpreting the meaning of agreed contractual terms and, second, to what extent additional terms are implied to supplement the express terms. It discusses the underlying philosophy of interpretation with regard to the dichotomy of ‘objective’ and ‘subjective’ approaches; it details the various interpretative aids, such as customs, usages, the commercial background, and the negotiations of the parties; and it shows how Hong Kong law resolves the tension between literalist and contextualist approaches to interpretation. A number of hypothetical scenarios illustrate how Hong Kong courts deal with issues of contractual interpretation and gap-filling in practice. Third, this chapter examines how Hong Kong law deals with extremely one-sided, onerous, or otherwise unfair terms, such as exclusions or limitations of liability, penalty clauses, or restraint of trade clauses. It discusses the overt judicial control of such terms under specific legislation, sometimes targeted exclusively at standard terms or consumer contracts. It also analyses how the courts have exercised a more indirect control by employing traditional general contract law doctrines, such as contract formation and interpretation or the rules on procedural fairness, in order to protect parties against unfair terms. Hypothetical cases are discussed to illustrate how unfair contract terms are regulated in practice.

Personal account

Sign in with email/username & password
Get email alerts
Save searches
Purchase content
Activate your purchase/trial code
Add your ORCID iD

Institutional access

Sign in with username/password
Recommend to your librarian
Institutional account management
Get help with access

Access to content on Oxford Academic is often provided through institutional subscriptions and purchases. If you are a member of an institution with an active account, you may be able to access content in one of the following ways:

IP based access

Typically, access is provided across an institutional network to a range of IP addresses. This authentication occurs automatically, and it is not possible to sign out of an IP authenticated account.

Choose this option to get remote access when outside your institution. Shibboleth/Open Athens technology is used to provide single sign-on between your institutionâ€™s website and Oxford Academic.

Click Sign in through your institution.
Select your institution from the list provided, which will take you to your institution's website to sign in.
When on the institution site, please use the credentials provided by your institution. Do not use an Oxford Academic personal account.
Following successful sign in, you will be returned to Oxford Academic.

If your institution is not listed or you cannot sign in to your institutionâ€™s website, please contact your librarian or administrator.

Enter your library card number to sign in. If you cannot sign in, please contact your librarian.

Society Members

Society member access to a journal is achieved in one of the following ways:

Sign in through society site

Many societies offer single sign-on between the society website and Oxford Academic. If you see â€˜Sign in through society siteâ€™ in the sign in pane within a journal:

Click Sign in through society site.
When on the society site, please use the credentials provided by that society. Do not use an Oxford Academic personal account.

If you do not have a society account or have forgotten your username or password, please contact your society.

Sign in using a personal account

Some societies use Oxford Academic personal accounts to provide access to their members. See below.

A personal account can be used to get email alerts, save searches, purchase content, and activate subscriptions.

Some societies use Oxford Academic personal accounts to provide access to their members.

Viewing your signed in accounts

Click the account icon in the top right to:

View your signed in personal account and access account management features.
View the institutional accounts that are providing access.

Signed in but can't access content

Oxford Academic is home to a wide variety of products. The institutional subscription may not cover the content that you are trying to access. If you believe you should have access to that content, please contact your librarian.

For librarians and administrators, your personal account also provides access to institutional account management. Here you will find options to view and activate subscriptions, manage institutional settings and access options, access usage statistics, and more.

Our books are available by subscription or purchase to libraries and institutions.

Month:	Total Views:
October 2022	15
November 2022	16
December 2022	18
January 2023	11
February 2023	7
March 2023	8
April 2023	4
May 2023	7
June 2023	7
July 2023	5
August 2023	18
September 2023	2
October 2023	8
November 2023	20
December 2023	13
January 2024	8
February 2024	6
March 2024	10
April 2024	1
May 2024	1
June 2024	5
July 2024	18

About Oxford Academic
Publish journals with us
University press partners
What we publish
New features
Open access
Rights and permissions
Accessibility
Advertising
Media enquiries
Oxford University Press
Oxford Languages
University of Oxford

Oxford University Press is a department of the University of Oxford. It furthers the University's objective of excellence in research, scholarship, and education by publishing worldwide

Cookie settings
Cookie policy
Privacy policy
Legal notice

This Feature Is Available To Subscribers Only

This PDF is available to Subscribers Only

For full access to this pdf, sign in to an existing account, or purchase an annual subscription.

Contracts in Hong Kong Law? These are the six conditions required for a contract to be valid

A contract is an integral part of a business transaction. It establishes the rights and obligations of the parties and provides legal protection for the transaction. What are the basic requirements for a valid contract? In this article, we will analyze the six basic conditions of a contract from the perspective of Hong Kong law.

What is a “contract” in Hong Kong law?

In the context of Hong Kong law, “contract” reflects the process of reaching an agreement. In the context of commercial activities, Hong Kong does not have a specific code for contracts. Since the handover of Hong Kong, relevant cases in the United Kingdom and other common law jurisdictions are still of reference value to Hong Kong, and the courts generally take into account and draw on the judicial experience of other common law jurisdictions.

A “contract” in Hong Kong is a legal act formed out of the mutual agreement of the parties, including but not limited to property sale and purchase contracts, employment contracts, insurance contracts, procurement contracts, loan agreements and guarantee contracts. Contracts can be entered into orally or in writing. However, certain types of contracts, such as cheques, insurance contracts, transfer of shares, installment payments, sale or lease of real estate, etc., must be in writing under Hong Kong’s mandatory rules and regulations.

What constitutes a valid contract?

To ensure that a contract is legally valid, one of the Hong Kong judges’ judgment can be referred to as “Based on the basic principles of contract law, three key elements are required for the formation of a contract: an offer, a promise, and a cause of the contract”.

Of course, in practice, other factors such as the certainty and enforceability of the terms of the contract need to be taken into account. According to the Center for Law and Information Technology Studies of the University of Hong Kong, the following are the 6 common conditions for a valid contract:

1. Intention to enter into a legally binding contract

First, both parties must intend to enter into a legally binding contract. This means that both parties understand and accept that once the contract is signed, they must abide by the terms and conditions of the contract. If one party does not have this intention, then the contract may not be legally recognized.

An offer is a proposal with specific conditions made by one party (the offeror) to another party (the offeree). The offer should be clear and must show the offeror’s willingness to form a contract as soon as the offeree accepts it.

3. Undertaking

Acceptance of an offer or commitment is the offeree’s explicit response to the offer. Acceptance of an offer can be verbal, written or behavioral, such as payment or provision of goods. A contract can only be formed when the offer is accepted.

4. Consideration (cause)

Every valid contract must involve some consideration, i.e. a mutual benefit. This can be in the form of money, goods, services, or a promise to do or not to do a certain act. The consideration must be of substantial value and agreed to by both parties at the time the contract is signed.

5. Contracting status

Contracting status means that both parties to the contract must be legally competent to enter into the contract. If a party is a minor, mentally ill, or legally incompetent, the contract may not be valid.

6. Uncertainty

Finally, there must be no uncertainty about the content of the contract. The terms and conditions of the contract must be clear and there should be no ambiguity or uncertainty. If there is uncertainty in a contract, then the court may find that the contract is void. The above information is for reference only. If you have any questions or information regarding tax return (personal tax return, corporate tax return, accountant tax return), you are welcome to contact our professional advisors and we will provide you with a free quote and consultation service later.

How to assess property rental tax

What sectors are you interested in?

We can use your selection to show you more of the content that you’re interested in.

Sign-up and we’ll remember your preferences

Sign-up to follow topics, sectors, people and also have the option to receive a weekly update of lastest news across your areas of interest.

Got an account already? Sign in

Want to speak to an advisor from your closest office?

Out-law / your daily need-to-know.

Out-Law Guide 4 min. read

Assignment and novation

19 Aug 2011, 4:40 pm

Assignment involves the transfer of an interest or benefit from one person to another. However the 'burden', or obligations, under a contract cannot be transferred.

Assignment in construction contracts

As noted above only the benefits of a contract can be assigned - not the burden. In the context of a building contract:

the employer may assign its right to have the works constructed, and its right to sue the contractor in the event that the works are defective – but not its obligation to pay for the works;
the contractor may assign its right to payment of the contract sum - but not its obligation to construct the works in accordance with the building contract or its obligation to meet any valid claims, for example for defects.

After assignment, the assignee is entitled to the benefit of the contract and to bring proceedings against the other contracting party to enforce its rights. The assignor still owes obligations to the other contracting party, and will remain liable to perform any part of the contract that still has to be fulfilled since the burden cannot be assigned. In practice, what usually happens is that the assignee takes over the performance of the contract with effect from assignment and the assignor will generally ask to be indemnified against any breach or failure to perform by the assignee. The assignor will remain liable for any past liabilities incurred before the assignment.

In construction contracts, the issue of assignment often arises in looking at whether collateral warranties granted to parties outside of the main construction contract can be assigned.

Funders may require the developer to assign contractual rights against the contractor and the design team as security to the funder, as well as the benefit of performance bonds and parent company guarantees. The developer may assign such rights to the purchaser either during or after completion of the construction phase.

Contractual assignment provisions

Many contracts exclude or qualify the right to assignment, and the courts have confirmed that a clause which provides that a party to a contract may not assign the benefit of that contract without the consent of the other party is legally effective and will extend to all rights and benefits arising under the contract, including the right to any remedies. Other common qualifications on the right to assign include:

a restriction on assignment without the consent of the other party, whether or not such consent is not to be unreasonably withheld or delayed;
only one of the parties may assign;
only certain rights may be assigned – for example, warranties and indemnities may be excluded;
a limit on the number of assignments - as is almost always the case in respect of collateral warranties;
a right to assign only to a named assignee or class of assignee.

Note that in some agreements where there is a prohibition on assignment, it is sometimes possible to find the reservation of specific rights to create a trust or establish security over the subject matter of the agreement instead.

Legal and equitable assignment

The Law of Property Act creates the ability to legally assign a debt or any other chose in action where the debtor, trustee or other relevant person is notified in writing. If the assignment complied with the formalities in the Act it is a legal assignment, otherwise it will be an equitable assignment.

Some transfers can only take effect as an equitable assignment, for example:

an oral assignment;
an assignment by way of charge;
an assignment of only part of the chosen in action;
an assignment of which notice has not been given to the debtor;
an agreement to assign.

If the assignment is equitable rather than legal, the assignor cannot enforce the assigned property in its own name and to do so must join the assignee in any action. This is designed to protect the debtor from later proceedings brought by the assignor or another assignee from enforcing the action without notice of the earlier assignment.

Security assignments

Using assignment as a way of taking security requires special care, as follows:

if the assignment is by way of charge, the assignor retains the right to sue for any loss it suffers caused by a breach of the other contract party;
if there is an outright assignment coupled with an entitlement to a re-assignment back once the secured obligation has been performed, it is an assignment by way of legal mortgage.

Please see our separate Out-Law guide for more information on types of security.

Restrictions on assignment

There are restrictions on the assignment of certain types of interest on public policy grounds, as follows:

certain personal contracts – for example, a contract for the employment of a personal servant or for the benefit of a motor insurance policy cannot be assigned;
a bare cause of action or 'right to sue' where the assignee has no commercial interest in the subject matter of the underlying transaction cannot be assigned;
certain rights conferred by statute – for example, a liquidator's powers to bring wrongful trading proceedings against a director – cannot be assigned;
an assignment of a contract may not necessarily transfer the benefit of an arbitration agreement contained in the contract;
the assignment of certain rights is regulated – for example, the assignment of company shares or copyright.

If you want to transfer the burden of a contract as well as the benefits under it, you have to novate. Like assignment, novation transfers the benefits under a contract but unlike assignment, novation transfers the burden under a contract as well.

In a novation the original contract is extinguished and is replaced by a new one in which a third party takes up rights and obligations which duplicate those of one of the original parties to the contract. Novation does not cancel past rights and obligations under the original contract, although the parties can agree to novate these as well.

Novation is only possible with the consent of the original contracting parties as well as the new party. Consideration (the 'price' paid, whether financial or otherwise, by the new party in return for the contract being novated to it) must be provided for this new contract unless the novation is documented in a deed signed by all three parties.

Construction Contracts
Construction
Government and public sector
Real Estate
Technology, Science & Industry
United Kingdom

Contact an adviser

Graham Alty

Latest News

Bosses urged to place workplace health and safety ‘on equal footing’ among business priorities, nsw case sheds light on insolvency practitioners’ claims against de facto directors, ‘failure to prevent bribery’ offence will soon take effect in australia, fco intervenes to stop heidelberg-mannheim hospital merger, how flexible legal resourcing can support mass action claims in the middle east, don't miss a thing.

Sign-up to receive the latest news, analysis and events direct to your e-mail inbox

Out-Law News

European Commission sets out plans for future connectivity

The European Commission has set out plans to improve telecommunications and digital infrastructure across the bloc in the coming years, starting with the next legislative term.

UK Budget 2024: general election battle lines become clearer

The UK chancellor Jeremy Hunt’s Budget speech on Wednesday, and the response of Labour leader Sir Keir Starmer to it, provide an insight into how the forthcoming UK general election campaign will be fought, an expert in public policy has said.

UK announces Energy Charter Treaty withdrawal, citing need to focus on net zero strategy

The UK has announced that it will leave the Energy Charter Treaty (ECT), due to what it described as the failure of efforts to align the Treaty with its net zero commitments.

UK government plans to revamp holiday pay calculation for part-year workers

Out-Law Analysis

Pensions disputes: managing member expectations paramount

UK subsidy control post-Brexit: access to effective judicial remedies

'Steps of court' settlement was not negligent, court rules

'Vast majority' of companies not seeking to avoid tax

'World first' industrial decarbonisation strategy developed in the UK

3D printing: UK product safety issues

5G potential for business highlighted in UK funding programme

Sectors and what we do

Sectors we work in.

Financial Services
Infrastructure
Your assets
Your company
Your finance
Your legal team and resource
Your people
Your risks and regulatory environment

Your privacy matters to us

We use cookies that are essential for our site to work. To improve our site, we would like to use additional cookies to help us understand how visitors use it, measure traffic to our site from social media platforms and to personalise your experience. Some of the cookies that we use are provided by third parties. To accept all cookies click ‘accept all’. To reject all optional cookies click ‘reject all’. To choose which optional cookies to allow click ‘cookie settings’. This tool uses a cookie to remember your choices. Please visit our cookie policy for more information.

COMMENTS

Norah O'Donnell to leave "CBS Evening News" anchor desk after 2024
"CBS Evening News" anchor and managing editor Norah O'Donnell plans to leave her role at the anchor desk after the 2024 election and take on a new position at the network.
Struggling former NY Mets player on a $34.5 million contract sent to
A rousing success for the Houston Astros in their 2022 championship season, he got himself a hefty three-year $34.5 contract only weeks later. Paid $11.5 million per season, it's one of the ...
Oregon agency advises caution before signing 'assignment of ...
One of those ways is through an assignment of benefits (AOB) agreement, which is a contract between a homeowner and a third party that transfers the insurance claim rights or benefits in an ...
Prepare Video Assignment
Date: 6 Sep 2024 (Fri) Time: 14:30 - 16:00 Venue: M401 Target Audience: All students Medium of Instruction: English Key Takeaways: Prepare vide...
Red Sox injuries and roster moves
RHP Bryan Mata (right elbow inflammation) Expected return: TBD After the Red Sox acquired lefty James Paxton on July 26, they transferred Mata to the 60-day injured list. Mata continues to be unable to get healthy for an extended period. He was recently returned from his second Minor League rehab assignment of the season, this time due to right elbow inflammation.
UN WOMEN Jobs
Review/ process contracts for the CO; Develop and update the rosters of suppliers, and support implementation of supplier selection and evaluation. Maintain regular communication with other UN agencies to remain updated about developments in procurement strategy, Long-Term Agreements (LTAs), and other available resources, including regular ...
He helped Team USA prepare for the Paris Olympics
Jalen Duren is an NBA rising star who signed a four-year US$19.5 million contract with the Detroit Pistons. Photo: @jalenduren/Instagram Speculation has it that a WNBA player and national champion ...
Azerbaijan: EIB and Azerbaijan Railways complete first cooperation to
The European Investment Bank (EIB) completed a 10-month assignment helping Azerbaijan improve railway safety and reliability. The EIB's advisory support, the first one completed under the Facility for Eastern Partnership Investment in Connectivity (EPIC), resulted in recommendations that will guide Azerbaijan Railways in a project to improve operational safety while reducing travels times ...
Assignment of Contract Rights
LEARNING OBJECTIVES. Understand what an assignment is and how it is made. Recognize the effect of the assignment. Know when assignments are not allowed. Understand the concept of assignor's warranties. The Concept of a Contract Assignment. Method of Assignment. Effect of Assignment.
Hong Kong Law Contract Guide
Assignment, novation, variation Doctrine of privity Governing law, jurisdiction or arbitration ... Hong Kong law contract guide 7. conclusion that they had made a binding agreement to waive the ...
Assignment, Delegation, and Commonly Used Contracts Clauses
Restrictions on assignment or delegation are not the only common elements that can be found in contracts. For example, you have probably encountered exculpatory clauses. An exculpatory clause is an express limitation on potential or actual liability arising under the subject matter of the contract. In short, exculpatory clauses are often ...
Contract Formation and Enforcement in Hong Kong: Overview
by Paul Starr, Felicity Ng, and Sian Knight, King & Wood Mallesons. A Q&A guide to general contract formation and enforcement in Hong Kong. The Q&A gives a high-level overview of key concepts of contract law, including contract formation with general information on authority and capacity, formal legal requirements, preliminary agreements and ...
Contract Law in Hong Kong, Fisher, Greenwood
A new edition of the textbook for Hong Kong contract law students. This fourth edition of Contract Law in Hong Kong is the most comprehensive contemporary textbook on Hong Kong contract law written primarily for law students. The sixteen chapters of the book cover all basic contract concepts in a reader-friendly style and make ample use of case illustrations, including over 200 new cases since ...
Ho & Hall's Hong Kong Contract Law
HK$ 2,400.00. In Stock ISBN: 9789888799862. Qty: minus. plus. Add to Cart. Product description. Ho & Hall's Hong Kong Contract Law authored by Stephen Hall, is a comprehensive work which expertly identifies the unique local characteristics of Hong Kong contact law. The text balances theoretical and policy discussion with practical ...
The Contracts (Rights of Third Parties) Ordinance
Introduction. The Contracts (Rights of Third Parties) Ordinance (Cap. 623) (the Ordinance) came into force on 1 January 2016. It amends the doctrine of privity of contract, according to which "only a person who is a party to a contract can sue on it". 1 The doctrine had long been criticised as unfair since it applied even when the ...
Hong Kong
Hong Kong - Assignment, Novation Or Sub-Participation Of Loans. April 28, 2022 by Balaram Adhikari. The legal analysis regarding the transferability of loans can be complex. The loan agreement should be examined with a view to identifying any restrictions on transferability of the loan between lenders, such as prior consent of the debtor and ...
4 Contract Terms in Hong Kong: Incorporation, Interpretation
This chapter examines three closely connected issues in defining the contents of contracts in Hong Kong: first, the approaches adopted in interpreting the meaning of agreed contractual terms and, second, to what extent additional terms are implied to supplement the express terms. It discusses the underlying philosophy of interpretation with ...
contract law in hong kong
Assignment Distinguished from Other Doctrines para 5; ... In this way, litigant from other jurisdic- tions would fi nd it possible to 'look up' a point of Hong Kong contract law. This would surely enhance Hong Kong law's position in the global marketplace. If the experiment were to prove successful, perhaps contract law based on the ...
PDF What you need to know
Key Points to Note. The Ordinance applies to all contracts governed by Hong Kong law entered into on or after 1 January 2016 save for certain types of contracts which are expressly excluded. The parties to a contract may agree in that contract that a third party (identified specifically or as a class) can have the benefit of, and can enforce, a ...
PDF Contract Law in Hong Kong
1.3 Is Hong Kong's Contract Law "Special"? 23 Chapter 2 Sources of Hong Kong Contract Law 26 Overview 26 2.1 Hong Kong Contract Law before 1997 27 2.2 The Effect of the "Handover" and the Basic Law: Hong Kong's Present System 31 2.3 The Declaratory Theory of Judicial Precedent 38 2.4 The Continuing Influence of English Law in ...
PDF Contract Law in Hong Kong
Chapter 1. The Nature of Contract Law in Hong Kong 1 Overview 1 1.1 What Contract Is 3 1.2 The Function of Contract Law 9 1.3 Is Hong Kong's Contract Law "Special"? 24 Chapter 2. Sources of Hong Kong Contract Law 27 Overview 27 2.1 Hong Kong Contract Law before 1997 28 2.2 The Effect of the "Handover" and the Basic Law: Hong Kong's
PDF Contract Law in Hong Kong
Chapter 1 Main Features of Contract Law in Hong Kong 1. Characteristics of Contract Law in Hong Kong para 1.01 1 2. The Objective Principle and 'Freedom of Contract' para 1.05 3 3. Contract and Tort Law para 1.06 6 4. Contract and Restitution or Unjust Enrichment para 1.07 6 5. Common Law and Equity para 1.08 7 6. Good Faith para 1.10 8 7.
Contracts in Hong Kong Law? These are the six conditions required for a
A "contract" in Hong Kong is a legal act formed out of the mutual agreement of the parties, including but not limited to property sale and purchase contracts, employment contracts, insurance contracts, procurement contracts, loan agreements and guarantee contracts. Contracts can be entered into orally or in writing.
Factoring and Set off Rights
In summary, set off rights will continue to apply after assignment where: (a) the relevant cross-claim arose before the assignment; (b) the relevant cross-claim arose out of the same contract or is closely connected with it; (c) the factor expressly (or, depending on the facts, by implication) agrees to the continuation of a contractual set off ...
Assignment and novation
Like assignment, novation transfers the benefits under a contract but unlike assignment, novation transfers the burden under a contract as well. In a novation the original contract is extinguished and is replaced by a new one in which a third party takes up rights and obligations which duplicate those of one of the original parties to the ...
PDF Part 3
Part 3 - Standard Clauses "oilerplate" agreement Hong Kong Reproduced from Practical Law, with the permission of the publishers. For further information visit practicallaw.com ... assignment or transfer of the contract itself, and could be circumvented by transferring ownership or control of the contracting party.