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Assignment And Assumption Of Contract
"I need an Assignment and Assumption of Contract under Indonesian law to transfer our manufacturing facility maintenance contract from PT Global Industries to PT Supreme Manufacturing, with the assignment to take effect from March 1, 2025, and the original contract counterparty is PT Facility Services."
1. Parties: Identification of the Assignor, Assignee, and the Original Contract Counterparty
2. Background: Context of the original contract and the reason for assignment
3. Definitions: Definitions of key terms including 'Original Contract', 'Effective Date', 'Assignment', and other relevant terms
4. Assignment and Assumption: Core provision detailing the transfer of rights and obligations from Assignor to Assignee
5. Consideration: Details of any payment or consideration for the assignment
6. Effective Date: Specification of when the assignment becomes effective
7. Representations and Warranties: Standard representations from both Assignor and Assignee regarding authority, capacity, and validity
8. Consent and Acknowledgment: Original Contract Counterparty's consent to and acknowledgment of the assignment
9. Further Assurances: Commitment to execute additional documents if needed to effect the assignment
10. Governing Law: Specification of Indonesian law as governing law
11. Language: Language provisions complying with Law No. 24 of 2009 requiring Indonesian language version
1. Conditions Precedent: Include when assignment is subject to specific conditions being met before becoming effective
2. Partial Assignment: Include when only certain rights/obligations are being assigned rather than the entire contract
3. Security Arrangements: Include when existing security needs to be transferred or new security is being provided
4. Tax Provisions: Include when assignment has specific tax implications that need to be addressed
5. Confidentiality: Include when sensitive information is involved in the assignment
6. Dispute Resolution: Include when specific dispute resolution mechanisms different from the original contract are needed
1. Schedule 1 - Original Contract: Copy or summary of the contract being assigned
2. Schedule 2 - Specific Rights and Obligations: Detailed list of rights and obligations being transferred (especially important for partial assignments)
3. Schedule 3 - Related Agreements: List of any ancillary agreements affected by the assignment
4. Schedule 4 - Required Consents: List of third-party consents obtained or required for the assignment
5. Schedule 5 - Assignment Consideration: Details of payment terms and calculation if applicable
Authors
Assignee
Assignor
Assignment
Assumption
Business Day
Completion Date
Consent
Counterparty
Effective Date
Encumbrance
Execution Date
Governmental Authority
Indonesian Law
Liabilities
Original Agreement
Original Contract
Original Contract Date
Original Parties
Parties
Purchase Price
Rights and Obligations
Security Interest
Transferred Rights
Working Day
Assignment Date
Consideration
Related Agreements
Representatives
Transaction Documents
Assignment
Assumption
Consideration
Consent
Conditions Precedent
Representations and Warranties
Further Assurance
Notification
Payment Terms
Release
Indemnification
Language Requirements
Governing Law
Dispute Resolution
Confidentiality
Costs and Expenses
Notices
Amendment
Severability
Entire Agreement
Counterparts
Force Majeure
Assignment and Transfer
No Waiver
Relationship of Parties
Compliance with Laws
Third Party Rights
Banking and Financial Services
Real Estate and Property
Manufacturing
Energy and Resources
Infrastructure
Telecommunications
Construction
Retail and Consumer Goods
Technology
Healthcare
Transportation and Logistics
Agriculture
Mining
Education
Legal
Compliance
Corporate Secretarial
Risk Management
Finance
Operations
Commercial
Business Development
Mergers & Acquisitions
Project Management
Contract Administration
Legal Counsel
Contract Manager
Corporate Secretary
Chief Legal Officer
Business Development Manager
Project Manager
Compliance Officer
Risk Manager
Commercial Director
Chief Financial Officer
Operations Manager
General Manager
Managing Director
Company Director
Transaction Manager
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