Deed of Novation Example
Example document for Deed of Novation. Use this as a reference when creating your own.
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Document: Deed of Novation
Example Document
Last updated 7/27/2026
DEED OF NOVATION
THIS DEED is made on the 15th day of June 2024.
BETWEEN:
ABC Building Pty Ltd (ABN 12 345 678 901) of 1 Builder Street, Sydney NSW (the Outgoing Party);
AND
123 developments Pty Ltd (ABN 98 765 432 109) of 10 Developer Avenue, Sydney NSW (the Remaining Party);
AND
XYZ Constructions Group Pty Ltd (ABN 55 666 777 888) of 50 Big Builder Road, Melbourne VIC (the Incoming Party);
RECITALS
A. The Outgoing Party and the Remaining Party entered into a contract dated 1 January 2024 (Commercial Fitout Contract) (the Original Contract).
B. The Outgoing Party has agreed with the Remaining Party and the Incoming Party to novate the Original Contract so that the Incoming Party replaces the Outgoing Party as a party to the Original Contract.
OPERATIVE PROVISIONS
1. NOVATION
1.1 On and from the Effective Date, the Outgoing Party, the Remaining Party and the Incoming Party agree that: (a) the Incoming Party is substituted for the Outgoing Party as a party to the Original Contract; (b) the Outgoing Party is released from all liabilities and obligations under the Original Contract; and (c) the Original Contract is novated and remains in full force and effect between the Remaining Party and the Incoming Party.
2. RELEASE
2.1 The Remaining Party releases the Outgoing Party from all claims arising out of the Original Contract.
3. INDEMNITY
3.1 The Incoming Party indemnifies the Outgoing Party against any loss arising from any breach of the Original Contract by the Incoming Party.
4. GOVERNING LAW
4.1 This Deed is governed by the laws of New South Wales.
EXECUTION
[Signed by John Smith, Director of ABC Building Pty Ltd] [ Witnessed by Jane Doe]
[Signed by Sarah Jones, Director of 123 Developments Pty Ltd] [ Witnessed by Peter Brown]
[Signed by Mike Wilson, Director of XYZ Constructions Group Pty Ltd] [ Witnessed by Emily White]
Notes
This example shows a standard commercial construction scenario. ABC Building is selling the project to XYZ Constructions. The client (123 Developments) agrees to the change. Clause 1.1 is the core clause that substitutes the new party. Clause 2.1 provides the release for ABC Building. Clause 3.1 ensures ABC Building is not liable if XYZ does a bad job later. All parties are companies, so the directors sign on behalf of the companies.
About this Example
Part of the Deed of Novation document collection
Document Type
Deed of Novation
A legal document used to transfer rights and obligations from one party to another, effectively replacing the original contract with a new one.