51Ƶ

Partial Novation Agreement for the United Kingdom

Partial Novation Agreement Template for England and Wales

A Partial Novation Agreement under English and Welsh law is a legal instrument that facilitates the transfer of specific rights and obligations from one party to another while maintaining some obligations with the original party. Unlike a full novation, this agreement allows for selective transfer of contractual responsibilities, creating a new contractual relationship for specific elements while preserving others under the original agreement. This document is particularly important in complex commercial arrangements where complete transfer is not desired or practical.

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Get template free

Your data doesn't train Genie's AI

You keep IP ownership of your docs

4.6 / 5
4.6 / 5
4.8 / 5

What is a Partial Novation Agreement?

A Partial Novation Agreement is utilized when there is a need to transfer some, but not all, rights and obligations from an existing contract to a new party under English and Welsh law. This document is commonly used in corporate restructuring, asset sales, or when businesses need to redistribute contractual responsibilities. The agreement carefully delineates which obligations are being transferred and which remain with the original party, ensuring clarity for all parties involved. It must comply with English contract law requirements and typically requires consent from all parties affected by the novation.

What sections should be included in a Partial Novation Agreement?

1. Parties: Identification of all parties involved in the novation (existing, incoming and remaining parties)

2. Background: Context of the original agreement and reason for partial novation, including reference to original contract

3. Definitions: Key terms used throughout the agreement, including 'Effective Date', 'Original Agreement', 'Novated Rights', 'Retained Rights'

4. Novation Provisions: Specific rights and obligations being novated and mechanics of the novation

5. Effective Date: When the novation takes effect and any conditions precedent

6. Continuing Obligations: Original obligations that remain in force between the continuing parties

7. Governing Law: Specification of English and Welsh law as governing law and jurisdiction

What sections are optional to include in a Partial Novation Agreement?

1. Security Provisions: Required if existing security arrangements need to be addressed or new security is being provided

2. Warranties: Additional warranties and representations from the incoming party

3. Costs: Allocation of costs and expenses related to the novation process

4. Third Party Rights: Provisions excluding or limiting rights under the Contracts (Rights of Third Parties) Act 1999

What schedules should be included in a Partial Novation Agreement?

1. Schedule 1 - Original Agreement: Copy of the agreement being partially novated

2. Schedule 2 - Novated Rights and Obligations: Detailed list of specific rights and obligations being transferred to the incoming party

3. Schedule 3 - Retained Rights and Obligations: Detailed list of rights and obligations remaining with the original party

4. Schedule 4 - Required Consents: List of third party consents and regulatory approvals required for the novation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents

Jurisdiction

England and Wales

Publisher

Genie AI

Document Type

Novation Agreement

Cost

Free to use

Find the exact document you need

Partial Novation Agreement

An England & Wales legal document transferring select contract rights and obligations to a new party.

Download

Novation Of Promissory Note

An England & Wales document transferring promissory note rights and obligations to a new party.

Download

Novation Of Lease Agreement

An England & Wales legal document transferring lease obligations to a new tenant, releasing the original tenant.

Download

Novation Employment Contract

An England & Wales legal document transferring employment rights and obligations between employers with consent.

Download

Novation And Amendment Agreement

An England & Wales agreement transferring and amending contractual obligations during corporate restructuring or business acquisitions.

Download

Assignment And Novation Agreement

A legal document under English and Welsh law that enables the transfer of contractual rights and obligations between parties, either through assignment or novation.

Download
See more related templates

ұԾ’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ұԾ’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

We are ISO27001 certified, so your data is secure

Organizational security:

You retain IP ownership of your documents and their information

You have full control over your data and who gets to see it