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Assignment Of Purchase And Sale Agreement Form
"I need an Assignment of Purchase and Sale Agreement Form for transferring my rights as buyer of a commercial property in Jakarta to a corporate assignee, with the original purchase price of $2.5M, and the assignment needs to be completed before March 2025 with specific provisions for outstanding installment payments."
1. Parties: Identifies all parties to the assignment: the original seller, the original buyer (assignor), and the new buyer (assignee), including their complete legal names and addresses
2. Background: Recitals explaining the existence of the original Purchase and Sale Agreement, its key terms, and the intention to assign the agreement
3. Definitions: Defines key terms used throughout the agreement, including 'Original Agreement', 'Property', 'Assignment Date', and other relevant terms
4. Assignment: Core provision detailing the assignment of rights and obligations from the assignor to the assignee
5. Consideration: Specifies the payment or consideration for the assignment
6. Representations and Warranties: Statements by the assignor regarding their authority to assign, the status of the Original Agreement, and absence of defaults
7. Consent and Acknowledgment: Original seller's consent to the assignment and acknowledgment of the assignee as the new buyer
8. Effective Date and Conditions: Specifies when the assignment takes effect and any conditions that must be satisfied
9. Costs and Taxes: Allocation of transaction costs, registration fees, and applicable taxes
10. Governing Law and Jurisdiction: Specifies Indonesian law as governing law and defines jurisdiction for disputes
11. Execution: Signature blocks for all parties, including witnesses and notary as required under Indonesian law
1. Original Seller's Release: Optional provision releasing the assignor from future obligations, used when the original seller agrees to a complete novation
2. Security Deposit Transfer: Required only if the original agreement included a security deposit that needs to be transferred or adjusted
3. Broker Provisions: Include if real estate brokers are involved in the assignment transaction
4. Time of Essence: Optional clause emphasizing strict compliance with timeframes, used in time-sensitive transactions
5. Further Assurances: Optional clause requiring parties to execute additional documents if needed, used in complex transactions
6. Surviving Obligations: Optional section specifying which obligations of the assignor survive the assignment, used in situations with continuing obligations
1. Schedule A - Original Purchase and Sale Agreement: Copy of the complete original agreement being assigned
2. Schedule B - Property Details: Detailed description of the property, including certificate numbers and boundaries
3. Schedule C - Outstanding Obligations: List of any remaining obligations under the original agreement
4. Schedule D - Assignment Consideration Details: Breakdown of the assignment price and payment terms
5. Appendix 1 - Required Permits and Approvals: List of governmental or third-party approvals required for the assignment
6. Appendix 2 - Form of Notice to Original Seller: Template for formal notice of assignment to be sent to the original seller
Authors
Assignment
Assignment Date
Assignor
Assignee
Original Agreement
Original Seller
Property
Purchase Price
Assignment Consideration
Completion Date
Effective Date
Encumbrances
Outstanding Obligations
Permitted Assigns
Security Deposit
Title Deed
Transfer Date
Registration Officer
Notary
Land Certificate
PPAT (Land Deed Official)
Completion Documents
Default Event
Governmental Authority
Indonesian Law
Material Adverse Change
Payment Terms
Property Rights
Related Documents
Required Consents
Transaction Documents
Transfer Taxes
Working Day
Certificates of Ownership
Building Rights Title (HGB)
Duty on Land and Building Rights Transfer (BPHTB)
Representations and Warranties
Force Majeure Events
Surviving Provisions
Consideration
Consent
Representations and Warranties
Conditions Precedent
Payment Terms
Property Transfer
Registration Requirements
Tax Obligations
Indemnification
Governing Law
Dispute Resolution
Force Majeure
Notices
Severability
Entire Agreement
Amendment
Confidentiality
Further Assurance
Costs and Expenses
Survival
Assignment Restrictions
Default
Remedies
Time of Essence
Waiver
Counterparts
Language
Notarization Requirements
Title and Risk
Real Estate
Property Development
Construction
Commercial Property
Residential Property
Industrial Property
Banking and Finance
Legal Services
Property Investment
Infrastructure Development
Legal
Real Estate
Property Management
Compliance
Finance
Risk Management
Project Management
Business Development
Operations
Acquisitions
Real Estate Manager
Property Development Director
Legal Counsel
Contract Administrator
Property Manager
Investment Manager
Compliance Officer
Real Estate Broker
Project Manager
Finance Director
Risk Manager
Asset Manager
Acquisition Manager
Property Developer
Real Estate Attorney
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