ASSIGNMENT AGREEMENT

This ASSIGNMENT AGREEMENT (hereinafter referred to as “the Agreement”) is made on [INSERT DATE ON WHICH THE AGREEMENT COMES INTO FORCE] hereinafter referred as the “Effective Date”) between:

[INSERT NAME OF THE ASSIGNOR], having registered office at [INSERT ADDRESS OF THE ASSIGNOR] (hereinafter referred as the “Assignor” which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns); and

[INSERT NAME OF THE ASSIGNEE], having registered office at [INSERT ADDRESS OF THE ASSIGNEE] (hereinafter referred as the “Assignee” which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns);

The “Assignor” and the “Assignee” shall be collectively referred as “Parties” and individually as “Party”.

WHEREAS

1. The Assignor is entitled to certain rights and obligations related to [INSERT PROJECT/PROPERTY/ASSET/SERVICE DESCRIPTION], as outlined in [INSERT ORIGINAL AGREEMENT/CONTRACT], dated [INSERT DATE], ("Original Agreement").
2. The Assignee desires to acquire and Assignor desires to assign all rights, obligations, and interests in the [INSERT PROJECT/PROPERTY/ASSET DESCRIPTION] as outlined in the Original Agreement, subject to the terms and conditions of this Agreement.
3. The Parties acknowledge and agree that the terms and conditions contained in this Agreement shall govern the rights and obligations of the Parties.

NOW, THEREFORE IN CONSIDERATION OF THE MUTUAL PREMISES, THE PARTIES HERETO AGREE AS FOLLOWS:

1. ASSIGNMENT
   1. The Assignor hereby assigns, transfers, and conveys to the Assignee all rights, obligations, and interests as outlined in the Original Agreement.
2. ASSUMPTION OF OBLIGATIONS
   1. The Assignee hereby assumes all obligations, duties, and liabilities related to the [INSERT PROJECT/PROPERTY/ASSET/SERVICE DESCRIPTION], as outlined in the Original Agreement, effective from the Effective Date of this Agreement.
3. CONSIDERATION
   1. In consideration for the assignment and assumption described herein, the Assignee agrees to pay Assignor the sum of [INSERT CONSIDERATION AMOUNT], payable via [INSERT PAYMENT METHOD].
4. REPRESENTATION AND WARRANTY
   1. The Parties represent and warrant that they have the full legal authority and capacity to enter into this Agreement. The Assignor represents that it is the legal owner of the rights and obligations outlined in the Original Agreement.
5. WAIVER
   1. No failure by either party to exercise, nor any delay by either party in exercising, any right, privileges, power, authority or remedy hereunder shall operate as a waiver of that or any other right, privileges, power, authority or remedy of the Company, nor shall any single or partial exercise of any right, privileges, power, authority or remedy preclude any other or further exercise of that or any other right, privilege power, authority or remedy.
6. SEVERABILITY
   1. If any clause or section of the present debenture agreement is found to be unenforceable or unlawful, the rest of the provisions shall continue to be in force unless the arbitrator or competent courts order otherwise
7. GOVERNING LAW AND JURISDICTION
   1. The terms of this Agreement shall be governed and construed in accordance with the laws of [INSERT STATE/COUNTRY OF APPLICABLE LAWS]. In regard to any disputes or disagreement arising under the Agreement, the parties shall submit to the exclusive jurisdiction of [INSERT CITY/REGION WHICH SHALL HAVE EXCLUSIVE JURISDICTION IN CASE OF ANY DISAGREEMENTS].
8. NOTICES
   1. Any notice or communication under or in connection with this Agreement shall be in writing and may be delivered personally or by post or facsimile to the addresses given in this Agreement or may also be delivered via electronic mail specified by the Parties. The Electronic Signatures shall be acknowledged as valid signatures for all the purposes of this Agreement.
      1. ASSIGNOR: [INSERT THE EMAIL ID OR/AND ADDRESS OF ASSIGNOR]
      2. ASSIGNEE: [INSERT THE EMAIL ID OR/AND ADDRESS OF ASSIGNEE]
9. ENTIRE AGREEMENT
   1. This agreement constitutes the entire understanding and agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements or conditions, express or implied, written or oral, between the parties.
   2. No amendments and/or modifications to this agreement shall be valid unless executed in writing and signed by both parties.
10. DECLARATION
    1. The parties hereby understand and expressly agree to the provisions laid down in the present agreement and in good faith, undertake that both parties shall follow the terms of this agreement in good conscience in order to secure better growth of both the Parties.

IN WITNESS WHEREOF, the parties, intending to be legally bound, have each executed this agreement as of the effective date.

Signed, sealed and delivered on behalf of Assignor

Name: [INSERT NAME OF THE ASSIGNOR/SIGNING AUTHORITY AND DESIGNATION]

Signature:

Date: [INSERT SIGNING DATE OF ASSIGNOR]

Signed, sealed and delivered on behalf of Assignee

Name: [INSERT NAME OF THE ASSIGNEE/SIGNING AUTHORITY AND DESIGNATION]

Signature:

Date: [INSERT SIGNING DATE OF ASSIGNEE]