Assignment agreement

The following Commercial precedent provides comprehensive and up to date legal information covering:

  • Assignment agreement
  • Background
  • 1 Definitions and interpretation
  • 2 Assignment
  • 3 Warranties and representations
  • 4 Indemnity
  • 5 Notice of the assignment
  • 6 Third party rights
  • 7 Governing law
  • 8 Jurisdiction

Assignment agreement

This AGREEMENT is made on [date]

Parties

  1. 1

    [insert name of Assignor] [of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (Assignor); and

  1. 2

    [insert name of Assignee] [of OR a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at] [insert address] (Assignee),

each of the Assignor and the Assignee being a party and together the Assignor and the Assignee are the parties.

Background

    1. (A)

      This Agreement is supplemental to the Contract (as defined below).

    1. (B)

      [As part of an internal reorganisation of the Assignor’s group of companies OR As a result of [insert relevant business background to the assignment]], the Assignor intends to transfer and assign all of its rights, title, benefit and interest in and to the Contract to the Assignee, in accordance with the terms of this Agreement.

THE PARTIES AGREE:

    1. 1

      Definitions and interpretation

      1. 1.1

        In this Agreement:

        [Assignment Date

        1. means [insert date];]

        Contract

        1. means an agreement entered into by the Assignor and [insert name of the other party to the contract being assigned] dated [insert date] relating to [describe the nature of the relevant agreement], a copy of which is annexed to this Agreement and initialled by the parties.

      1. 1.2

        In this Agreement:

        1. 1.2.1

          a reference to this Agreement includes its schedules, appendices and annexes (if any);

        1. 1.2.2

          a reference to

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