An Assumption Agreement is commonly used in Singapore when there is a need to transfer contractual obligations from one party to another while maintaining the original agreement's structure. This document type is particularly relevant in corporate restructuring, asset transfers, or when businesses need to reassign contractual obligations. The agreement must comply with Singapore's legal framework, including the Contract Act 1872 and relevant commercial laws. It typically includes detailed provisions about the scope of assumption, representations and warranties, and any conditions precedent to the assumption becoming effective.
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1. Parties: Identification of all parties involved in the assumption agreement
2. Background: Context of the original agreement and reason for assumption
3. Definitions: Key terms used throughout the agreement
4. Assumption of Rights and Obligations: Core provisions detailing what is being assumed
5. Effective Date: When the assumption takes effect
6. Representations and Warranties: Statements of fact by the parties
7. Governing Law: Specification of Singapore law as governing law
1. Consent of Original Parties: Required if original agreement requires consent for assumption
2. Partial Assumption Provisions: Details which obligations are assumed and which remain with original party
3. Security Provisions: Details of any security provided for the assumption
4. Novation Provisions: Provisions for complete transfer of rights and obligations when assumption amounts to novation
1. Schedule 1 - Original Agreement: Copy of the agreement being assumed
2. Schedule 2 - List of Assumed Rights and Obligations: Detailed list of what is being assumed
3. Schedule 3 - Consent Documents: Any required consent documentation from original parties
4. Schedule 4 - Security Documents: If security is involved, relevant security documentation
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