Assignment of Contract

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

Assignment of Contract

This ASSIGNMENT OF CONTRACT (this “Assignment”) is made and entered into this {{day}} day of {{month}}, {{year}}, by and between:

{{assignor_company_name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its registered office located at {{assignor_address}} (hereinafter referred to as the “Assignor”),

AND

{{assignee_company_name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its registered office located at {{assignee_address}} (hereinafter referred to as the “Assignee”).

WHEREAS, the Assignor is party to a certain agreement (the “Assigned Contract”) with {{obligor_company_name}}, a company duly incorporated under the laws of {{country_of_incorporation}}, with its registered office located at {{obligor_address}} (hereinafter referred to as the “Obligor”), dated {{original_contract_date}}, concerning {{brief_description_of_original_contract_subject_matter}}.

WHEREAS, the Assignor desires to assign all of its rights, benefits, obligations, and interests in and to the Assigned Contract to the Assignee, and the Assignee desires to accept such assignment.

WHEREAS, the Obligor has consented to such assignment.

Assignment

For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Assignor hereby irrevocably assigns, transfers, and conveys to the Assignee all of the Assignor’s rights, title, interest, and benefits in and to the Assigned Contract, effective as of {{effective_date_of_assignment}} (the “Effective Date”).

Assumption of Obligations

The Assignee hereby assumes and agrees to perform all of the Assignor’s duties, obligations, and liabilities under the Assigned Contract accruing from and after the Effective Date, as if the Assignee were the original party to the Assigned Contract in place of the Assignor. The Assignee further agrees to indemnify and hold harmless the Assignor from and against any and all claims, liabilities, losses, damages, or expenses arising from the Assignee’s failure to perform such obligations.

Representations and Warranties of Assignor

The Assignor represents and warrants to the Assignee that:

a) The Assignor is the sole and rightful owner of the rights and interests being assigned under the Assigned Contract.

b) The Assigned Contract is in full force and effect and no event of default, or event that with notice or lapse of time would constitute an event of default, has occurred under the Assigned Contract.

c) The Assignor has the full power and authority to enter into this Assignment and to perform its obligations hereunder.

d) All necessary consents and approvals for this Assignment have been obtained.

Consent of Obligor

The Obligor hereby acknowledges and consents to the assignment of the Assigned Contract from the Assignor to the Assignee, as set forth in this Assignment. The Obligor agrees to recognize the Assignee as its counterparty under the Assigned Contract and to perform its obligations under the Assigned Contract directly with the Assignee from the Effective Date.

Indemnification

The Assignor agrees to indemnify and hold harmless the Assignee from and against any and all claims, liabilities, losses, damages, or expenses (including reasonable attorney’s fees) arising out of or relating to the Assignor’s failure to perform its obligations under the Assigned Contract prior to the Effective Date.

Governing Law and Jurisdiction

This Assignment shall be governed by and construed in accordance with the laws of {{country}}. Any dispute arising out of or in connection with this Assignment shall be subject to the exclusive jurisdiction of the courts of {{city}}, {{country}}.

Entire Agreement

This Assignment constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to such subject matter.

Counterparts

This Assignment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

Signature Block

IN WITNESS WHEREOF, the parties have executed this Assignment as of the day and year first above written.

_____________________________

By: {{assignor_signer_name}}

Title: {{assignor_signer_title}}

For: {{assignor_company_name}}

_____________________________

By: {{assignee_signer_name}}

Title: {{assignee_signer_title}}

For: {{assignee_company_name}}

_____________________________

By: {{obligor_signer_name}}

Title: {{obligor_signer_title}}

For: {{obligor_company_name}}

Date: {{date}}