The Real Estate Assignment Agreement (Real Estate) is a crucial document in Canadian property transactions, particularly utilized when an original purchaser wishes to transfer their rights and obligations under a purchase agreement to a new buyer before the closing of the property sale. This scenario is especially common in pre-construction developments where market conditions or personal circumstances may lead to assignment opportunities. The document must comply with various Canadian federal and provincial regulations, including property transfer laws, tax requirements, and anti-money laundering provisions. It includes essential elements such as party details, assignment terms, financial arrangements, and necessary consents, with particular attention to developer approval requirements and disclosure obligations. The agreement serves as a legally binding document that protects all parties' interests while ensuring transparency and compliance with Canadian real estate regulations.

1. Parties: Identifies and provides full legal names and addresses of all parties: Assignor (original purchaser), Assignee (new purchaser), and Developer/Vendor (original seller)

2. Background: Outlines the context of the original purchase agreement and the intention to assign the purchase rights

3. Definitions: Defines key terms used throughout the agreement, including Property, Original Purchase Agreement, Assignment Date, and Closing Date

4. Assignment: Details the actual transfer of rights and obligations from Assignor to Assignee

5. Assignment Price and Payment: Specifies the assignment price, payment terms, deposits, and payment schedule

6. Closing Procedures: Outlines the process and requirements for completing the assignment transaction

7. Assignor's Representations and Warranties: States Assignor's guarantees regarding their right to assign, status of original purchase agreement, and absence of defaults

8. Assignee's Representations and Warranties: Contains Assignee's confirmations regarding financial capacity, understanding of obligations, and compliance with laws

9. Developer's Consent: Acknowledges and confirms the Developer's approval of the assignment where required

10. Conditions Precedent: Lists conditions that must be satisfied before the assignment becomes effective

11. Notices: Specifies how and where formal communications between parties should be delivered

12. General Provisions: Contains standard clauses including governing law, entire agreement, and severability