Is party C bound by the JV agreement between parties A and B after subcontracting its work to them?

Dear Questioner,

Yes, he is also bound by the arbitration clause, as the contract addendum is a continuation of the terms of the original contract.

If you have any other inquiries, contact us via phone number: [--------].

Dear Questioner,

The arbitration clause in the JV agreement between Party A and B would not automatically bind Party C unless there is a clear indication in the Addendum or the underlying contract between Party C and Party A and B that they intend to be subject to the same arbitration clause.

It is important to review the agreement carefully to know the dispute clauses and the liabilities.

Drop your WhatsApp number to discuss further regarding the agreement.

Dear Questioner,

Party C is bound by the agreement.

This means that Party C will be subject to all the clauses, including the arbitration clause in the original agreement, by virtue of the addendum, unless specifically exempted by a special clause in the addendum stating that certain clauses do not apply to Party C.

Dear Questioner,

Thanks for your inquiry!

Regarding the above, we would like to inform you that, it depends on the specific language of the JV agreement and the Addendum.

If the Addendum specifically states that Party C is bound by the arbitration clause in the JV agreement, then Party C would be bound by that clause.

However, if the Addendum does not mention the arbitration clause or states that Party C is not bound by it, then Party C may not be bound by the arbitration clause.

It is important to carefully review the language of both the JV agreement and the Addendum to determine the rights and obligations of all parties involved.

It may also be helpful to seek legal advice from us as a lawyer familiar with UAE law.

Kindly do not hesitate to contact us via phone or email for further assistance.

Greetings,

Hello,

Good day!

Regarding your inquiry, we cannot advise as we have not reviewed the contract(s).

However, if the addendum refers back to JVA, the arbitration clause can be invoked as the arbitration clause is treated as an agreement independent from the other terms of the contract.

This also cannot be definite as, if "Party C" challenges the arbitration request on the ground of him being not a signatory to the JVA, the Jurisdiction of Party C will have to be decided initially by the court or the arbitrator.

For any further inquiry, you may contact us (Call or WhatsApp) on [---------].

Dear Sir/Madam,

The applicability of the terms outlined in the JV Agreement, including the dispute resolution clause, will be contingent upon the provisions of the Addendum.

Therefore, a thorough review of both documents is necessary to ascertain the nature of the transaction and whether the terms of the JV Agreement have been incorporated into the Addendum, either by reference or in another manner.

We would be pleased to assist you by reviewing the agreements and advising you on the applicability of the provisions under the JV Agreement.

Please feel free to contact us via phone or email. You can explore our services and schedule an appointment.

Dear Questioner,

In your scenario, Party C was added through an addendum to the JV agreement between Party A and Party B, and has subcontracted its work to both.

Whether Party C is bound by the arbitration clause in the original JV Agreement (under DIAC) depends on several key factors under UAE law and arbitration principles:

1. Addendum Scope and Agreement Terms:

If Party C was explicitly included in the JV agreement by the addendum, and the addendum itself references or incorporates the arbitration clause from the original agreement, Party C may be bound by that clause.

It is important to review the language in the addendum to see if Party C has agreed to adhere to all the terms of the original agreement, including the arbitration clause.

2. Subcontract Agreement:

If the subcontract agreement between Party C, Party A, and Party B is a separate contract, then the arbitration clause from the original JV agreement may not automatically extend to Party C unless the subcontract agreement explicitly refers to or incorporates the arbitration clause from the JV agreement.

Without a direct reference to the JV arbitration clause in the subcontract, Party C may not be bound by it.

3. Doctrine of Privity of Contract:

Under the principle of privity of contract in UAE law, only parties to a contract are bound by its terms. Since Party C was not originally a party to the JV agreement, it may only be bound by the arbitration clause if:

- The addendum clearly incorporates Party C into the JV agreement, including the arbitration clause.

- The separate subcontract agreement includes or refers to the DIAC arbitration clause.

4. DIAC Rules and Interpretation:

The Dubai International Arbitration Centre (DIAC) may interpret the scope of the arbitration agreement based on the contractual relationship between the parties.

If the intent was to include Party C in all terms of the JV agreement, including arbitration, then DIAC may consider Party C bound by the arbitration clause.

Party C is likely not automatically bound by the arbitration clause in the original JV agreement unless the addendum or subcontract agreement explicitly incorporates that clause.

I recommend reviewing the specific terms of the addendum and the subcontract agreement to determine if Party C has agreed to arbitration under DIAC.

If you'd like assistance reviewing the contracts or further advice on this matter, feel free to contact us.

Best regards,

Omar Mosaad

Dear Questioner,

The arbitration clause in the JV agreement between Party A and B would typically not bind Party C unless there is a specific provision in the addendum that explicitly incorporates the arbitration clause or states that Party C agrees to be subject to it.

In some cases, the court might infer that Party C is impliedly bound by the arbitration clause if the addendum clearly indicates that it is an integral part of the JV agreement and that Party C's participation in the project is contingent upon accepting the terms of the JV agreement.