The Wholesale Assignment Contract serves as a crucial instrument in U.S. commercial transactions where a party needs to transfer its wholesale business relationships to another entity. This might occur during business acquisitions, restructuring, or strategic realignment. The document, governed by U.S. commercial law and the UCC, comprehensively outlines the terms of assignment, including all rights, obligations, and liabilities being transferred. It typically includes provisions for payment terms, warranties, and may require third-party consents for effectiveness.
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1. Parties: Identification of assignor and assignee, including full legal names and addresses
2. Background/Recitals: Context of the assignment, including description of the original contract being assigned
3. Definitions: Key terms used throughout the agreement
4. Assignment: Core provision detailing what rights and obligations are being assigned
5. Consideration: Details of payment or other consideration for the assignment
6. Representations and Warranties: Statements about the validity of the original contract and authority to assign
7. Governing Law: Jurisdiction and applicable law
1. Consent Requirements: Required when original contract has consent provisions for assignment
2. Further Assurance: Commitment to execute additional documents if needed for complex rights transfer
3. Indemnification: Protection against claims arising from the assignment when significant liability risks exist
4. Transitional Services: Provisions for temporary support services when operational handover is complex
1. Original Contract: Copy of the contract being assigned
2. Asset Schedule: Detailed list of assets included in assignment
3. Consent Documents: Third-party consents to assignment
4. Payment Schedule: Details of consideration if paid in installments
5. Due Diligence Reports: Supporting documentation relevant to the assignment transaction
Relevant legal definitions
Effective Date
Agreement
Original Contract
Assignor
Assignee
Assignment
Assigned Rights
Assigned Obligations
Consideration
Completion Date
Original Counterparty
Encumbrance
Intellectual Property Rights
Confidential Information
Business Day
Commencement Date
Liabilities
Material Adverse Effect
Permitted Assigns
Related Documents
Security Interest
Third Party Consents
Transaction
Transfer
Wholesale Agreement
Working Day
Agreement
Original Contract
Assignor
Assignee
Assignment
Assigned Rights
Assigned Obligations
Consideration
Completion Date
Original Counterparty
Encumbrance
Intellectual Property Rights
Confidential Information
Business Day
Commencement Date
Liabilities
Material Adverse Effect
Permitted Assigns
Related Documents
Security Interest
Third Party Consents
Transaction
Transfer
Wholesale Agreement
Working Day
Clauses
Assignment
Consideration
Representations and Warranties
Consent and Approvals
Further Assurance
Indemnification
Confidentiality
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Amendment
Waiver
Assignment and Delegation
Force Majeure
Third Party Rights
Costs and Expenses
Counterparts
Survival
Transitional Services
Due Diligence
Interpretation
Dispute Resolution
Compliance with Laws
Consideration
Representations and Warranties
Consent and Approvals
Further Assurance
Indemnification
Confidentiality
Governing Law
Jurisdiction
Notices
Entire Agreement
Severability
Amendment
Waiver
Assignment and Delegation
Force Majeure
Third Party Rights
Costs and Expenses
Counterparts
Survival
Transitional Services
Due Diligence
Interpretation
Dispute Resolution
Compliance with Laws
Relevant Industries
Relevant Teams
Relevant Roles
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