Deed of Reassignment and Retransfer

Company Letterhead

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

DEED OF REASSIGNMENT AND RETRANSFER

THIS DEED OF REASSIGNMENT AND RETRANSFER is made and entered into on this {{day}} day of {{month}}, {{year}}.

BETWEEN:

1. **{{Assignor_Company_Name}}** (Registration Number: {{Assignor_Registration_Number}}), a company duly incorporated and existing under the laws of {{Assignor_Jurisdiction}}, with its principal place of business at {{Assignor_Address}} (hereinafter referred to as “the Assignor”);

AND

2. **{{Assignee_Company_Name}}** (Registration Number: {{Assignee_Registration_Number}}), a company duly incorporated and existing under the laws of {{Assignee_Jurisdiction}}, with its principal place of business at {{Assignee_Address}} (hereinafter referred to as “the Assignee”).

WHEREAS:

A. The Assignor and the Assignee entered into an agreement titled {{Original_Agreement_Title}} on {{Original_Agreement_Date}} (hereinafter referred to as “the Original Agreement”), in terms of which the Assignor ceded, assigned, and transferred certain rights, title, and interest in and to {{Description_of_Assigned_Rights}} (hereinafter referred to as “the Assigned Rights”) to the Assignee.

B. The conditions precedent to the re-cession, re-assignment, and re-transfer of the Assigned Rights, as stipulated in clause {{Relevant_Clause_Number}} of the Original Agreement (or any subsequent agreement), have been fully satisfied or waived.

C. The Assignor and the Assignee have agreed that the Assigned Rights shall now be re-ceded, re-assigned, and re-transferred by the Assignee back to the Assignor, in accordance with the terms of this Deed.

NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:

1. **REASSIGNMENT AND RETRANSFER**

1.1. The Assignee does hereby irrevocably and unconditionally re-cede, re-assign, and re-transfer unto and in favour of the Assignor, all its rights, title, and interest in and to the Assigned Rights, free from any encumbrances, claims, or demands whatsoever, with effect from {{Effective_Date_of_Reassignment}} (hereinafter referred to as “the Effective Date”).

1.2. The Assignor hereby accepts the re-cession, re-assignment, and re-transfer of the Assigned Rights from the Assignee.

2. **WARRANTIES**

2.1. The Assignee warrants that it has the full legal right and authority to re-assign and re-transfer the Assigned Rights to the Assignor, and that the Assigned Rights are free from any adverse claims or interests of third parties.

2.2. The Assignee further warrants that it has not entered into any agreement or arrangement that would prevent it from re-assigning and re-transferring the Assigned Rights as contemplated herein.

3. **INDEMNITY**

3.1. The Assignor hereby indemnifies and holds harmless the Assignee from and against any and all claims, liabilities, costs, and expenses arising out of or in connection with the Assigned Rights from the Effective Date onwards.

4. **GOVERNING LAW AND JURISDICTION**

4.1. This Deed shall be governed by and construed in accordance with the laws of {{Jurisdiction}}.

4.2. The parties hereto irrevocably submit to the exclusive jurisdiction of the courts of {{Jurisdiction}} for any dispute arising out of or in connection with this Deed.

5. **WHOLE AGREEMENT**

5.1. This Deed constitutes the entire agreement between the Assignor and the Assignee with regard to the subject matter hereof and supersedes all prior agreements, understandings, and representations, whether oral or written.

6. **VARIATION**

6.1. No variation, amendment, or consensual cancellation of this Deed shall be of any force or effect unless reduced to writing and signed by or on behalf of both the Assignor and the Assignee.

7. **NOTICES**

7.1. All notices required or permitted to be given under this Deed shall be in writing and shall be delivered by hand, registered mail, or email to the addresses of the parties as set out in this Deed, or such other address as a party may notify to the other from time to time.

SIGNATURES:

SIGNED at {{Place_of_Signing}} on this {{day}} day of {{month}}, {{year}}.

**FOR THE ASSIGNOR**

_______________________________

Name: {{Assignor_Signatory_Name}}

Capacity: {{Assignor_Signatory_Capacity}}

Duly authorised

**FOR THE ASSIGNEE**

_______________________________

Name: {{Assignee_Signatory_Name}}

Capacity: {{Assignee_Signatory_Capacity}}

Duly authorised

**WITNESSES:**

1. _______________________________

Name: {{Witness_1_Name}}

Address: {{Witness_1_Address}}

2. _______________________________

Name: {{Witness_2_Name}}

Address: {{Witness_2_Address}}