DIFC Law · Dubai International Financial Centre

DIFC Law No. 6 of 2004 — Contract Law

A reference record of DIFC Law No. 6 of 2004, drawn from the instrument's own official text. It sets out how the law is organised — its Parts, its article count and its length — and links to the text itself. It does not interpret the law or offer advice on it.

Where this instrument arises in our work: Contract Review

At a glance

CitationDIFC Law No. 6 of 2004
Short titleContract Law
Instrument typeDIFC Law
Enacted2004
JurisdictionDubai International Financial Centre
Parts12
Numbered articles184
Length of official text46 pages

How DIFC Law No. 6 of 2004 is organised

The 12 Parts below are the instrument's own divisions, in the order the official text sets them out.

PartHeading
Part 1General
Part 2Contracts Generally
Part 3Formation
Part 4Validity
Part 5Interpretation
Part 6Content
Part 7Performance
Part 8Non-Performance
Part 9Assignment
Part 10Rights Of Third Parties
Part 11Damages
Part 12Agency

What DIFC Law No. 6 of 2004 covers, article by article

The 167 article headings below are the instrument's own, reproduced in its order. They are a map of the law, not a summary of it — for the wording of any article, read the official text.

  1. Freedom to negotiate
  2. Title
  3. Legislative Authority
  4. Application of the Law
  5. Date of enactment
  6. Commencement
  7. Interpretation
  8. Choice of governing law and jurisdictions
  9. Freedom of and capacity to contract
  10. No form required
  11. Binding character of contract
  12. Exclusion or modification by the parties
  13. Usages and practices
  14. Notice
  15. Manner of formation
  16. Definition of offer
  17. Withdrawal of offer
  18. Revocation of offer
  19. Rejection of offer
  20. Mode of acceptance
  21. Time of acceptance
  22. Acceptance within a fixed period of time
  23. Withdrawal of acceptance
  24. Modified acceptance
  25. Writings in confirmation
  26. Contract with terms deliberately left open
  27. Duty of confidentiality
  28. Merger clause
  29. Written modification clauses
  30. Contracting under standard terms
  31. Conflict between standard terms and non-standard terms
  32. Battle of forms
  33. Validity of mere agreement
  34. Initial impossibility
  35. Relevant mistake
  36. Error in expression or transmission
  37. Remedies for non-performance
  38. Fraud
  39. Threat
  40. Confirmation
  41. Loss of right to avoid
  42. Notice of avoidance
  43. Time limits
  44. Partial avoidance
  45. Retroactive effect of avoidance
  46. Mandatory character of the provisions
  47. Intention of the parties
  48. Interpretation of statements and other conduct
  49. Relevant circumstances
  50. Reference to contract or statement as a whole
  51. All terms to be given effect
  52. Interpretation against party responsible
  53. Linguistic discrepancies
  54. Express and implied obligations
  55. Implied obligations
  56. Co-operation between the parties
  57. Determination of kind of duty involved
  58. Determination of quality of performance
  59. Price determination
  60. Contract for an indefinite period
  61. Time of performance
  62. Performance at one time or in instalments
  63. Partial performance
  64. Order of performance
  65. Earlier performance
  66. Place of performance
  67. Payment by cheque or other instrument
  68. Payment by funds transfer
  69. Currency of payment
  70. Currency not expressed
  71. Costs of performance
  72. Imputation of payments
  73. Imputation of non-monetary obligations
  74. Non-performance defined
  75. Interference by the other party
  76. Withholding performance
  77. Cure by non-performing party
  78. Additional period for performance
  79. Force majeure
  80. Performance of monetary obligation
  81. Performance of non-monetary obligation
  82. Repair and replacement of defective performance
  83. Right to terminate the contract
  84. Notice of termination
  85. Anticipatory non-performance
  86. Effects of termination in general
  87. Restitution
  88. Set-off
  89. Assignment of rights and obligations
  90. Assignment of future rights
  91. Limits on assignments and delegations
  92. Contractual prohibition of assignment
  93. Defences against an assignee
  94. Discharge of an obligor on assignment
  95. Substituted performance
  96. Substituted contract
  97. Novation
  98. Accord and satisfaction
  99. Right of third party to enforce contractual term
  100. Variation and rescission of contract
  101. Defences available to promisor
  102. Enforcement of contract by promisee
  103. Protection of promisor from double liability
  104. Right to damages
  105. Full compensation
  106. Measure of damages
  107. Certainty of harm
  108. Foreseeability of harm
  109. Proof of harm in case of replacement transaction
  110. Proof of harm by current price
  111. Harm due in part to aggrieved party
  112. Mitigation of harm
  113. Interest for failure to pay money
  114. Interest on damages
  115. Manner of monetary redress
  116. Currency in which to assess damages
  117. Agreed payment for non-performance
  118. Limitation
  119. Consent
  120. Authority
  121. Creation of authority
  122. Apparent authority
  123. Creation of apparent authority
  124. Applicability of rules for interpretation of agreements
  125. When incidental authority is inferred
  126. General principle of interpretation
  127. Duty of care and skill
  128. Duty of loyalty
  129. Duty to account for profits arising out of employment
  130. Duty not to act as adverse party without principal's consent
  131. Duty not to compete as to subject matter of agency
  132. Duty not to act for one with conflicting interests
  133. Duty not to use or disclose confidential information
  134. Period of employment
  135. Continuing duties after termination of agency
  136. Liability for loss caused
  137. Liability for things received in breach of duty of loyalty
  138. Liability for use of principal's assets
  139. Principal's choice of remedies
  140. Duty of indemnity
  141. When duty of indemnity exists
  142. When no duty of indemnity
  143. Ratification
  144. Affirmation
  145. What acts can be ratified
  146. Purporting to act as agent as a requisite for ratification
  147. Who can affirm
  148. Affirmation after rights have crystallised
  149. Effect of ratification
  150. Revocation of authority
  151. Liability based upon agency principles
  152. Unauthorised acts of general agent
  153. Unauthorised acts of special agents
  154. Rights between third person and agent
  155. Acts of general agents
  156. Acts of manager appearing to be owner
  157. Unauthorised acts of special agents
  158. Power of agent to modify contract before disclosure of principal
  159. Defences of other party
  160. Rights between other party and agent
  161. Principal excluded from transaction
  162. Rights between other party and agent
  163. Defences of other party
  164. Status of agent as party to a contract
  165. Agent who warrants authority
  166. Defences of agent
  167. Agent surety for principal

Decisions applying this instrument

DIFC Courts decisions on this estate that cite it, most recent first. Each link goes to our record of that decision, not to commentary on it.

  • CA 012/2026 — Zuzana Kapova v (1) Miloslav Makovini (2) Pharm Trade Holding Ltd [2026] 14 Oct 2026
  • CFI 081/2026 — CFI 081/2026 Perrin v Pamula 12 Oct 2026
  • CFI 087/2025 — CFI 087/2025 Phenix v Patton 12 Oct 2026
  • SCT 060/2026 — Permelia v Prairie [2026] DIFC SCT 060 12 Oct 2026
  • SCT 073/2026 — Priscila v (1) Perline (2) Pompey [2026] DIFC SCT 073 16 Sep 2026
  • CFI 098/2026 — CFI 098/2026 Pierson v Percival 2 Sep 2026
  • CA 006/2026 — CA 006/2026 (1) The Collection Club Restaurant Limited (2) Laurent Buisi 24 Apr 2026
  • CFI 054/2025 — CFI 054/2025 Innovative Production Group FZE v Innovation Factory Royal 17 Mar 2026
  • CFI 009/2026 — CFI 009/2026 Osher v Ozmara 12 Mar 2026
  • CFI 054/2024 — CFI 054/2024 Wincore Advisory Group DMCC v (1) Jpv Management Consultanc 24 Feb 2026
  • CFI 095/2025 — CFI 095/2025 Obie v Osric 13 Jan 2026
  • SCT 295/2025 — Olexa v Odon [2025] DIFC SCT 295 10 Dec 2025

106 decisions on this estate cite this instrument. Browse all DIFC case records.

Primary sources

Everything on this page comes from these two. Links go to the issuing legislator.

  • DIFC Law No. 6 of 2004 — official text (PDF) DIFC
  • DIFC Legal Database — the register this instrument is listed in DIFC

Acting on DIFC Law No. 6 of 2004

This page is a record, not advice. If contract law bears on a matter you are dealing with, speak to us about the facts.

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