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Cession Agreement Template for Singapore

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Key Requirements PROMPT example:

Cession Agreement

"Need a Cession Agreement under Singapore law to transfer our company's payment rights under a construction contract to a bank as security for a new loan, to be completed by March 2025."

Document background
A Cession Agreement is a crucial legal instrument in Singapore used when one party needs to transfer their rights, obligations, or claims to another party. This document type is particularly important in commercial transactions, debt assignments, and project financing. The agreement must comply with Singapore's legal framework, including the Civil Law Act and common law principles. The document typically includes detailed descriptions of the ceded rights, warranties about their existence and transferability, and specific procedures for effecting the transfer. A Cession Agreement is essential for ensuring clear documentation of the transfer and protecting all parties' interests.
Suggested Sections

1. Parties: Identification of cedent and cessionary, including full legal names and addresses

2. Background: Context of the cession, including description of rights being ceded

3. Definitions: Key terms used throughout the agreement

4. Subject Matter of Cession: Detailed description of rights, obligations, or assets being ceded

5. Effective Date: When the cession takes effect

6. Consideration: Payment or value exchange for the cession

7. Representations and Warranties: Statements about the rights being ceded and parties' authority

8. Governing Law and Jurisdiction: Specification of Singapore law as governing law and jurisdiction for disputes

Optional Sections

1. Conditions Precedent: Used when cession is subject to specific conditions being met, such as regulatory approvals or third-party consents

2. Security Provisions: Additional security arrangements for high-value or high-risk cessions

3. Third Party Consents: Requirements and procedures for obtaining necessary third party approvals

4. Regulatory Compliance: Specific provisions addressing compliance with MAS regulations and other regulatory requirements

Suggested Schedules

1. Schedule 1 - Schedule of Ceded Rights: Detailed list and description of all rights being transferred under the agreement

2. Schedule 2 - Form of Notice: Template for notifying relevant parties of the cession

3. Schedule 3 - Related Agreements: List and/or copies of underlying agreements related to ceded rights

4. Schedule 4 - Execution Formalities: Required forms and procedures for completing the cession under Singapore 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























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Industries

Civil Law Act (Cap. 43): Primary legislation governing civil law matters in Singapore, providing the fundamental framework for contract law and civil obligations

Law of Property Act (Cap. 160): Legislation governing property rights and interests, including the transfer and assignment of property rights in Singapore

Assignment of Receivables (UNIDROIT Convention) Act 2024: Recent legislation implementing international standards for assignment of receivables, particularly relevant for cross-border assignments

Companies Act (Cap. 50): Regulatory framework for companies in Singapore, including provisions affecting corporate assignments and transfers

Law of Assignment: Common law principles governing both equitable and legal assignments, including requirements for valid assignments and their enforcement

Law of Novation: Legal principles governing the substitution of one party for another in a contract, distinct from assignment

Notice Requirements: Legal requirements for giving notice to relevant parties in an assignment, crucial for perfecting the assignment

Stamp Duties Act: Tax legislation governing stamp duty implications on document execution and transfer of certain rights

MAS Regulations: Monetary Authority of Singapore regulations that may apply if the cession involves financial assets or regulated entities

Competition Law: Legal framework ensuring the cession does not create anti-competitive effects in the market

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

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