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Assignment Of Purchase Agreement
"I need an Assignment of Purchase Agreement to transfer my rights as buyer of a manufacturing facility in Jakarta to my subsidiary company, with completion scheduled for March 15, 2025; the original purchase agreement value is USD 5 million and includes machinery and equipment."
1. Parties: Identification of the Assignor (original buyer), Assignee (new buyer), and Original Seller
2. Background: Context of the original purchase agreement and reasons for assignment
3. Definitions: Key terms used in the agreement including Original Agreement, Assignment Date, Completion Date
4. Assignment: Core provision transferring all rights, title, and interest in the Purchase Agreement from Assignor to Assignee
5. Consideration: Details of payment or other consideration for the assignment
6. Representations and Warranties: Assignor's warranties regarding ownership, right to assign, and status of original agreement
7. Effective Date and Completion: Timing and conditions for the assignment to take effect
8. Assignor's Obligations: Continuing obligations and responsibilities of the original buyer
9. Assignee's Obligations: New buyer's undertakings and responsibilities post-assignment
10. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes
1. Original Seller's Consent: Required if the original purchase agreement requires seller's consent for assignment
2. Tax Provisions: Include when the assignment has specific tax implications that need to be addressed
3. Property Specific Provisions: Required if the purchase agreement involves real estate or specific property rights
4. Regulatory Compliance: Include when the assignment requires specific regulatory approvals or notifications
5. Further Assurance: Optional clause requiring parties to take additional steps to perfect the assignment
6. Costs and Expenses: Include when there's a need to specify responsibility for assignment-related costs
1. Schedule 1 - Original Purchase Agreement: Copy or details of the purchase agreement being assigned
2. Schedule 2 - Consent Documentation: Any required consent letters from the original seller or third parties
3. Schedule 3 - Property Details: If applicable, specific details of property or assets covered by the purchase agreement
4. Schedule 4 - Outstanding Obligations: List of any remaining obligations under the original purchase agreement
5. Appendix A - Required Notices: Forms of notices required to perfect the assignment
6. Appendix B - Payment Details: Details of consideration and payment mechanisms
Authors
Assignment
Assignment Date
Assignor
Assignee
Original Agreement
Original Seller
Completion
Completion Date
Conditions Precedent
Consideration
Effective Date
Encumbrance
Governmental Authority
Liabilities
Notice
Parties
Purchase Price
Rights
Subject Matter
Transaction Documents
Transfer
Working Day
Applicable Law
Consent
Outstanding Obligations
Registration Requirements
Stamp Duty
Notarial Deed
Related Documents
Assignment
Consideration
Conditions Precedent
Representations and Warranties
Completion
Further Assurance
Consent
Notice Requirements
Registration
Payment Terms
Stamp Duty
Tax Matters
Indemnification
Confidentiality
Governing Law
Dispute Resolution
Force Majeure
Severability
Entire Agreement
Amendment
Waiver
Costs and Expenses
Counterparts
Language
Notices
Assignment and Transfer
Third Party Rights
Time of Essence
Regulatory Compliance
Real Estate
Construction
Manufacturing
Retail
Agriculture
Mining
Infrastructure
Commercial Property
Industrial Development
Energy
Technology
Legal
Procurement
Commercial
Real Estate
Compliance
Business Development
Asset Management
Corporate Secretariat
Risk Management
Operations
Legal Counsel
Contract Manager
Property Manager
Commercial Director
Business Development Manager
Chief Legal Officer
Procurement Manager
Real Estate Manager
Corporate Secretary
Compliance Officer
Transaction Manager
Asset Manager
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