Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
ASSIGNMENT OF REAL ESTATE CONTRACT AND SALE AGREEMENT
This Assignment of Real Estate Contract and Sale Agreement ("Assignment") is made and entered into effective as of {{effective_date}} (the "Effective Date"), by and between:
{{assignor_name}}, with an address at {{assignor_address}} (hereinafter referred to as "Assignor"),
AND
{{assignee_name}}, with an address at {{assignee_address}} (hereinafter referred to as "Assignee").
RECITALS
WHEREAS, Assignor is the buyer ("Original Buyer") under a certain Real Estate Purchase and Sale Agreement dated {{original_agreement_date}} (the "Original Agreement") with {{seller_name}} ("Seller") for the acquisition of the property located at {{property_address}}, more fully described in Exhibit A attached hereto (the "Property"); and
WHEREAS, Assignor desires to assign all of its rights, title, interest, and obligations as the Original Buyer under the Original Agreement to Assignee, and Assignee desires to accept such assignment.
ASSIGNMENT
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor hereby assigns, transfers, and sets over unto Assignee all of Assignor's rights, title, interest, and obligations as the Original Buyer under the Original Agreement, including but not limited to, the right to purchase the Property and all deposits made thereunder. Assignee hereby accepts such assignment and assumes all of Assignor's obligations under the Original Agreement.
CONSIDERATION FOR ASSIGNMENT
In consideration for this Assignment, Assignee shall pay to Assignor the sum of {{assignment_fee_amount}} ({{assignment_fee_amount_words}}) on or before {{payment_due_date}}. This amount is separate from and in addition to any purchase price payable to the Seller under the Original Agreement.
REPRESENTATIONS AND WARRANTIES OF ASSIGNOR
Assignor represents and warrants to Assignee that:
(a) The Original Agreement is in full force and effect and has not been modified, amended, or supplemented, except as set forth in Exhibit B attached hereto.
(b) Assignor is not in default under any provision of the Original Agreement and has no knowledge of any event or condition that, with the passage of time or the giving of notice, would constitute a default thereunder.
(c) Assignor has the full right, power, and authority to enter into this Assignment and to assign its rights and obligations under the Original Agreement.
INDEMNIFICATION
Assignee agrees to indemnify, defend, and hold harmless Assignor from and against any and all claims, demands, liabilities, losses, damages, costs, and expenses (including reasonable attorneys' fees) arising from or relating to Assignee's performance or non-performance of the obligations assumed under this Assignment or the Original Agreement after the Effective Date.
Assignor agrees to indemnify, defend, and hold harmless Assignee from and against any and all claims, demands, liabilities, losses, damages, costs, and expenses (including reasonable attorneys' fees) arising from or relating to Assignor's performance or non-performance of the obligations under the Original Agreement prior to the Effective Date.
GOVERNING LAW
This Assignment shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.
ENTIRE AGREEMENT
This Assignment constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, of the parties. No modification, amendment, or waiver of any provision of this Assignment shall be effective unless in writing and signed by both Assignor and Assignee.
Signature Block
IN WITNESS WHEREOF, the parties have executed this Assignment as of the Effective Date.
ASSIGNOR:
___________________________
By: {{assignor_signature_name}}
Title: {{assignor_title}}
Date: {{assignor_signature_date}}
ASSIGNEE:
___________________________
By: {{assignee_signature_name}}
Title: {{assignee_title}}
Date: {{assignee_signature_date}}
Agreed and Acknowledged by Seller (if required by Original Agreement):
___________________________
By: {{seller_signature_name}}
Title: {{seller_title}}
Date: {{seller_signature_date}}
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