Commercial Contracts in the UAE

Commercial contracts in the UAE

The firm covers UAE matters in cooperation with an announced partner office in the United Arab Emirates. That partner office is not a branch owned by the firm, and the firm does not itself hold a UAE law practice license; local licensing and representation are assessed for each matter. We draft, review and negotiate commercial contracts of all types - for example supply, distribution, agency and services agreements - and advise on how the contract should be framed before it is signed.

The legal framework in the UAE

Commercial contracts in the UAE are governed mainly by the Civil Transactions Law (Federal Decree-Law No. 25 of 2025) and the Commercial Transactions Law (Federal Decree-Law No. 50 of 2022). Federal Decree-Law No. 25 of 2025 was issued on 1 October 2025 and took effect on 1 June 2026, replacing the 1985 Civil Transactions Law (Federal Law No. 5 of 1985). The Commercial Transactions Law has applied since 2 January 2023. The DIFC has its own Contract Law (DIFC Law No. 6 of 2004) and the ADGM applies English common law, so choosing between onshore and free-zone frameworks is a drafting decision. Which rules apply depends on the contract type, the parties and the chosen forum.

How we work on a contract

We start with the parties, who can sign for them, the governing law and the forum. We then review or draft the clauses that carry the risk: price and payment, delivery and acceptance, termination, liability, confidentiality and dispute resolution. Signed versions, notices and the negotiation record are kept so a later disagreement can be handled on evidence. Where a disagreement already exists, see our dispute resolution practice, or read the General Commercial & Corporate overview. To scope a specific contract, contact our team. For the UAE, every clause is read against the Civil and Commercial Transactions Laws.

Drafting points for the UAE

We state in each review which law governs the contract and from when, because the 1985 and 2025 texts differ. Governing-law, seat and court or arbitration clauses have to fit together: an onshore clause, a DIFC clause and an ADGM clause lead to different frameworks. We also check that the entity signing is the entity that will perform.

MENA coordination

The firm was founded in Kuwait in 1986 and has a branch in Cairo. It covers MENA matters in cooperation with partner offices in Saudi Arabia, the UAE and Qatar, and partner offices in Turkey and the United States. Those partner offices are not branches owned by the firm; local licensing and advice are assessed in the relevant jurisdiction.

This page is general information, not advice for a particular entity or transaction.

Frequently asked questions

What law governs commercial contracts in the UAE?

Mainly the Civil Transactions Law (Federal Decree-Law No. 25 of 2025) and the Commercial Transactions Law (Federal Decree-Law No. 50 of 2022). Which provisions apply depends on the contract type, the parties and the chosen forum.

Has the UAE replaced its Civil Transactions Law?

Yes. Federal Decree-Law No. 25 of 2025 was issued on 1 October 2025, took effect on 1 June 2026 and replaced Federal Law No. 5 of 1985. Which law applies to a given contract depends on its facts and dates, so we check it contract by contract.

Does the firm have an office in the UAE?

The firm covers UAE matters in cooperation with an announced partner office in the United Arab Emirates. That partner office is not a branch owned by the firm, and the firm does not itself hold a UAE law practice license; local licensing and representation are assessed for each matter.

Other markets

Corporate & Commercial Law in the UAE · Commercial Contracts in Egypt · Commercial Contracts in Saudi Arabia · Commercial Contracts in Qatar · Commercial Contracts in Oman · Commercial Contracts in Bahrain