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Cession And Assignment Agreement
"Need a Cession and Assignment Agreement under Singapore law to transfer my company's rights under a software licensing agreement to our newly established subsidiary, with completion targeted for March 2025."
1. Parties: Identification and details of the assignor and assignee
2. Background: Context of the assignment and relevant historical information
3. Definitions: Key terms used throughout the agreement
4. Subject Matter of Assignment: Detailed description of rights, obligations, or property being assigned
5. Consideration: Details of payment or other consideration for the assignment
6. Effective Date: When the assignment takes effect
7. Representations and Warranties: Assurances regarding the assigned rights/property and authority to assign
8. Governing Law and Jurisdiction: Specification of Singapore law and courts' jurisdiction
1. Third Party Consents: Required when assignment needs consent from other parties - use when original contract requires consent for assignment
2. Security Provisions: Additional security arrangements - use when assignment involves valuable rights or property
3. Tax Provisions: Special tax arrangements or obligations - use when assignment has significant tax implications
4. Regulatory Compliance: Specific regulatory requirements - use when assignment involves regulated activities or assets
1. Schedule of Assigned Rights: Detailed list of all rights being assigned
2. Original Agreements: Copies of relevant original agreements being assigned
3. Consent Documents: Copies of third-party consents where required
4. Notice Templates: Templates for notifying relevant parties of the assignment
5. Asset Register: Detailed list of any physical assets included in the assignment
Authors
Assigned Rights
Assigned Obligations
Assignment Date
Assignor
Assignee
Business Day
Completion
Completion Date
Consideration
Effective Date
Encumbrance
Existing Agreement
Governmental Authority
Liabilities
Losses
Original Agreement
Original Counterparty
Parties
Related Documents
Related Rights
Representative
Security Interest
Stamp Duty
Tax
Third Party Consent
Transaction Documents
Transfer
Working Day
Consideration
Representations and Warranties
Further Assurance
Notice Requirements
Third Party Consents
Completion
Conditions Precedent
Stamp Duty
Tax
Costs and Expenses
Confidentiality
Data Protection
Indemnification
Force Majeure
Severability
Entire Agreement
Amendment
Waiver
Assignment and Transfer
Notices
Counterparts
Time of Essence
Governing Law
Dispute Resolution
Third Party Rights
Survival
Registration
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