¶¶Òõ¶ÌÊÓÆµ

Assignment And Assumption Agreement Template for Germany

Create a bespoke document in minutes,  or upload and review your own.

4.6 / 5
4.8 / 5

Let's create your Assignment And Assumption Agreement

Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.

Get your first 2 documents free

Your data doesn't train Genie's AI

You keep IP ownership of your information

Key Requirements PROMPT example:

Assignment And Assumption Agreement

"I need a German law Assignment and Assumption Agreement for transferring all rights and obligations under a software license agreement from our German GmbH to our newly established subsidiary, with the transfer to be effective from March 1, 2025."

Document background
The Assignment And Assumption Agreement is a crucial document in German business and legal practice, used when one party wishes to transfer its contractual rights and obligations to another party. This document is particularly relevant in corporate restructuring, asset sales, project finance, and general commercial transactions. Under German law, special attention must be paid to the formal requirements of the German Civil Code (BGB) regarding the assignment of rights (§§ 398-413) and assumption of obligations (§§ 414-419). The agreement must clearly identify the rights being assigned and obligations being assumed, include any required third-party consents, and address specific German law requirements regarding notice and form. It's commonly used in scenarios such as business acquisitions, debt transfers, contract novations, and project reassignments.
Suggested Sections

1. Parties: Identification of the Assignor, Assignee, and any other relevant parties (such as the original contracting party if different from Assignor/Assignee)

2. Background: Context of the assignment, including reference to the original agreement(s) being assigned and the reason for the assignment

3. Definitions: Key terms used throughout the agreement, including 'Assigned Rights', 'Assumed Obligations', 'Effective Date', etc.

4. Assignment: Detailed description of the rights being assigned from Assignor to Assignee, including any conditions precedent

5. Assumption of Obligations: Specification of obligations being assumed by the Assignee and release of Assignor (if applicable)

6. Consideration: Details of any payment or other consideration for the assignment

7. Representations and Warranties: Standard representations regarding authority to assign, no encumbrances, etc.

8. Effective Date and Completion: Timing of the assignment and any conditions for completion

9. Further Assurance: Obligation to execute further documents and take additional steps if needed

10. Governing Law and Jurisdiction: Confirmation of German law application and jurisdiction for disputes

Optional Sections

1. Consent of Third Parties: Required when the original agreement requires consent for assignment or when third party rights are affected

2. Data Protection: Required when personal data is involved in the assignment, ensuring GDPR compliance

3. Intellectual Property Rights: Needed when the assignment includes transfer of IP rights

4. Employee Matters: Required when the assignment involves transfer of employment relationships

5. Tax Provisions: Needed when there are specific tax implications requiring address

6. Confidentiality: Optional section for handling confidential information related to the assignment

7. Partial Assignment: Required when only certain rights/obligations are being assigned rather than the entire agreement

8. Costs and Expenses: Optional section specifying who bears the costs of the assignment process

Suggested Schedules

1. Schedule 1 - Original Agreement: Copy or details of the agreement(s) being assigned

2. Schedule 2 - Assigned Rights and Obligations: Detailed list of specific rights and obligations being transferred

3. Schedule 3 - Completion Requirements: List of documents and actions required for completion

4. Schedule 4 - Third Party Consents: List of required third party consents and their status

5. Schedule 5 - Excluded Rights and Obligations: List of rights and obligations specifically excluded from the assignment

6. Appendix A - Form of Notice: Template for notifying relevant parties of the assignment

7. Appendix B - Transfer Documents: Forms of any additional transfer documents required under German law

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions





























Clauses





























Relevant Industries

Banking and Financial Services

Real Estate

Manufacturing

Technology and Software

Energy and Utilities

Healthcare

Construction

Telecommunications

Professional Services

Retail and Consumer Goods

Transportation and Logistics

Insurance

Relevant Teams

Legal

Finance

Compliance

Corporate Development

Risk Management

Operations

Commercial

Mergers & Acquisitions

Project Management

Business Development

Relevant Roles

Legal Counsel

Corporate Lawyer

Contract Manager

Chief Legal Officer

Compliance Officer

Business Development Manager

Chief Financial Officer

Finance Director

Project Manager

Commercial Director

Risk Manager

Corporate Secretary

Operations Director

Mergers & Acquisitions Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

Find the exact document you need

Assignation Contract

A German law-governed agreement that transfers rights or claims from an assignor to an assignee, structured according to the German Civil Code (BGB).

find out more

Assignation Agreement

A German law-governed agreement facilitating the transfer of rights or claims from an Assignor to an Assignee, structured in compliance with the German Civil Code (BGB).

find out more

Assignment And Amendment Agreement

A German law-governed agreement that facilitates the transfer of contractual rights/obligations while simultaneously amending the original agreement terms.

find out more

Assignment Of Lease Contract

A German law-governed document transferring lease rights and obligations from an existing tenant to a new tenant, maintaining original lease terms and requiring landlord's consent.

find out more

Assignment And Release Agreement

A German law agreement facilitating the transfer of rights or assets between parties while providing mutual releases from specified obligations.

find out more

Assignment Of Purchase Order

A German law-governed agreement transferring rights and obligations under a purchase order from one party to another, compliant with BGB requirements.

find out more

Assignment Assumption And Amendment Agreement

A German law agreement combining the assignment of rights, assumption of obligations, and amendment of an existing contract.

find out more

Copyright Assignment Contract

A German law agreement for transferring copyright exploitation rights while preserving creator's moral rights under Urheberrechtsgesetz.

find out more

Assignment Of Purchase Agreement

A German law agreement transferring rights and obligations under an existing purchase agreement from one party to another, compliant with German Civil Code requirements.

find out more

Assignment Of Payment Agreement

A German law agreement transferring payment rights from an Assignor to an Assignee, governed by the German Civil Code (BGB).

find out more

Asset Assignment Agreement

A German law-governed agreement for transferring ownership rights in assets from an assignor to an assignee, complying with BGB requirements.

find out more

Assignment And Novation Agreement

A German law-governed agreement facilitating the transfer of contractual rights and obligations from one party to another, with the consent of the remaining original contract party.

find out more

Assignment Of Claim Agreement

A German law-governed agreement transferring a claim or receivable from an assignor to an assignee, structured under the German Civil Code (BGB).

find out more

Assignment And Transfer Agreement

A German law-governed agreement facilitating the transfer of rights, assets, or claims from an assignor to an assignee, ensuring legal compliance with the German Civil Code.

find out more

Assignment Of Proceeds Agreement

A German law-governed agreement transferring rights to receive payments or proceeds from an Assignor to an Assignee.

find out more

Assignment And Assumption Agreement

A German law agreement facilitating the transfer of contractual rights and obligations from one party to another, governed by the German Civil Code (BGB).

find out more

Copyright Assignment Agreement

A legal agreement for transferring copyright usage rights under German law, complying with the Urheberrechtsgesetz and preserving author's moral rights.

find out more

Assumption Agreement

A German law-governed agreement where one party assumes the obligations of another party towards a creditor, structured under the German Civil Code (Schuldübernahme).

find out more

Receivables Transfer Agreement

German law-governed agreement for the transfer of receivables between parties, structured under the German Civil Code (BGB).

find out more

Loan Assignment Agreement

A German law agreement transferring rights and obligations under a loan from one party to another, complying with BGB requirements.

find out more

Lease Transfer Agreement

A German law agreement transferring lease rights and obligations from an existing tenant to a new tenant, compliant with BGB requirements.

find out more

Lease Assumption Agreement

A German law-governed agreement that transfers lease rights and obligations from an existing tenant to a new tenant, with landlord's consent.

find out more

Lease Assignment And Assumption Agreement

A German law agreement transferring lease rights and obligations from an existing tenant to a new tenant, with the landlord's consent.

find out more

Employee Invention Assignment And Confidentiality Agreement

German law-compliant agreement governing employee inventions and confidentiality obligations, aligned with Arbeitnehmererfindungsgesetz requirements.

find out more

Employee Invention Agreement

A German law-compliant agreement governing employee inventions, their disclosure, ownership rights, and compensation under the Arbeitnehmererfindungsgesetz.

find out more

Debt Assignment And Assumption Agreement

A German law-governed agreement that transfers debt obligations from one creditor to another, including assumption of debt obligations and associated rights.

find out more

Debt Assignment Agreement

German law-governed agreement for transferring debt rights from an Assignor to an Assignee, structured under the German Civil Code (BGB).

find out more

Contract Assignment Agreement

A German law agreement transferring contractual rights and obligations from one party to another, governed by the German Civil Code (BGB).

find out more

Confirmatory Assignment Agreement

A German law agreement that formally confirms and documents a previous transfer of rights between parties, typically used for intellectual property assignments.

find out more

Collateral Assignment Agreement

A German law security document creating an assignment of assets as collateral, commonly used in financing transactions.

find out more

Assignor And Assignee Agreement

A German law agreement governing the transfer of rights or claims from an Assignor to an Assignee, structured under the German Civil Code.

find out more

Assignment Of Rights Agreement

A German law-governed agreement facilitating the formal transfer of rights from an Assignor to an Assignee, structured according to BGB requirements.

find out more

Wholesale Assignment Contract

A German law-governed contract for the assignment of wholesale rights and assets between commercial entities, compliant with German commercial and civil code requirements.

find out more

Security Assignment Agreement

A German law-governed agreement for the assignment of rights as security for obligations (Sicherungsabtretung), typically used in financing transactions.

find out more

Download our whitepaper on the future of AI in Legal

By providing your email address you are consenting to our Privacy Notice.
Thank you for downloading our whitepaper. This should arrive in your inbox shortly. In the meantime, why not jump straight to a section that interests you here: /our-research
Oops! Something went wrong while submitting the form.

³Ò±ð²Ô¾±±ð’s Security Promise

Genie is the safest place to draft. Here’s how we prioritise your privacy and security.

Your documents are private:

We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently

All data stored on Genie is private to your organisation

Your documents are protected:

Your documents are protected by ultra-secure 256-bit encryption

Our bank-grade security infrastructure undergoes regular external audits

We are ISO27001 certified, so your data is secure

Organizational security

You retain IP ownership of your documents

You have full control over your data and who gets to see it

Innovation in privacy:

Genie partnered with the Computational Privacy Department at Imperial College London

Together, we ran a £1 million research project on privacy and anonymity in legal contracts

Want to know more?

Visit our for more details and real-time security updates.