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Tolling Agreement
"I need a tolling agreement for a 2-year international trade partnership, specifying raw material supply from Brazil, processing in Germany, with quarterly performance reviews and a 30-day termination notice period."
What is a Tolling Agreement?
A Tolling Agreement pauses the time limit for filing a legal claim in Saudi courts, giving parties more time to negotiate without worrying about missing statutory deadlines. It's commonly used when companies want to resolve disputes amicably before pursuing formal litigation under the Kingdom's Civil Procedures Law.
These agreements help preserve legal rights while creating space for mediation or settlement talks. In Saudi business practice, they're especially valuable for complex commercial disputes where gathering evidence or conducting Shariah-compliant negotiations may require extended time. The agreement must specify clear start and end dates, and all parties must explicitly consent to the toll period.
When should you use a Tolling Agreement?
Consider a Tolling Agreement when you need more time to resolve a dispute but don't want to rush into court litigation under Saudi law. This tool proves especially valuable when gathering complex technical evidence, conducting thorough Shariah-compliant investigations, or negotiating with multiple parties across different jurisdictions.
The agreement becomes crucial when facing tight statutory deadlines in the Kingdom while meaningful settlement talks are progressing. It's particularly useful for construction disputes, commercial conflicts, or cases involving international parties where proper documentation and expert analysis require extended time. Using it early helps maintain good faith while protecting your legal position.
What are the different types of Tolling Agreement?
- Basic Time Extension: The simplest form of Tolling Agreement, pausing legal deadlines for a fixed period while parties negotiate under Saudi law
- Conditional Tolling: Links the time extension to specific milestones or actions, like completing a Shariah-compliant audit or expert assessment
- Multi-Party Agreement: Adapted for complex disputes involving several entities, coordinating multiple limitation periods
- Limited-Scope Version: Restricts the toll to specific claims or issues while preserving deadlines for others
- Renewable Framework: Includes provisions for extending the tolling period through mutual agreement, common in ongoing commercial negotiations
Who should typically use a Tolling Agreement?
- Corporate Legal Departments: Initiate and manage Tolling Agreements to protect company interests during complex dispute negotiations
- Saudi Law Firms: Draft and review agreements to ensure compliance with Kingdom's legal requirements and Shariah principles
- Business Executives: Authorize and sign as company representatives, often coordinating with legal teams on strategy
- Construction Companies: Frequently use these agreements in project disputes involving multiple contractors
- International Investors: Rely on these agreements when navigating cross-border commercial disputes within Saudi jurisdiction
- Government Entities: May be parties when disputes involve public sector contracts or regulatory matters
How do you write a Tolling Agreement?
- Identify Claims: List all potential legal claims and their statutory deadlines under Saudi law
- Party Details: Gather accurate legal names, registration numbers, and authorized signatories for all involved entities
- Timeline Planning: Determine specific start and end dates for the tolling period, considering Shariah court schedules
- Documentation: Collect relevant contracts, correspondence, and evidence supporting the underlying dispute
- Authority Check: Confirm signatory powers and necessary internal approvals from all parties
- Scope Definition: Clearly outline which claims and rights are being preserved
- Draft Review: Our platform generates precise, Shariah-compliant agreements tailored to your specific situation
What should be included in a Tolling Agreement?
- Party Identification: Full legal names, addresses, and registration numbers of all involved entities
- Toll Period: Clear start and end dates for the limitation period suspension
- Claim Specification: Detailed description of disputes and legal rights being preserved
- Shariah Compliance: Statement confirming adherence to Islamic principles and Saudi law
- Mutual Agreement: Express consent from all parties to pause limitation periods
- Governing Law: Explicit reference to Saudi jurisdiction and applicable regulations
- Signature Requirements: Authorized signatory blocks with official company stamps
- Extension Terms: Conditions for renewing or modifying the tolling period
What's the difference between a Tolling Agreement and an Arbitration Agreement?
A Tolling Agreement differs significantly from an Arbitration Agreement in both purpose and timing within Saudi Arabia's legal framework. While both documents help manage disputes, they serve distinct functions in the Kingdom's commercial law system.
- Primary Purpose: Tolling Agreements pause legal deadlines to allow negotiation time, while Arbitration Agreements establish an alternative dispute reֱ process outside courts
- Timing of Use: Tolling Agreements are typically signed when a dispute already exists and limitation periods are running, whereas Arbitration Agreements are usually established at the start of business relationships
- Legal Effect: Tolling preserves existing legal rights temporarily, while arbitration creates a binding commitment to resolve disputes through specific channels
- Scope: Tolling focuses solely on time extension for specific claims, but arbitration covers the entire dispute reֱ process and procedure
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