Assignment Agreement Template - Sample Page 13
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21the Company and the Special Administrators of their obligations in respect
of the Claim;
(i)
if the Company serves any notices on, or the Company or the Special
Administrators make any payment to, or to the order of the Assignor
before the Company has served the Acknowledgement on the Assignor
and the Assignee in accordance with paragraph 10, this shall constitute a
valid discharge of the Company’s and the Special Administrators’
obligations notwithstanding any assignment;
(j)
where the Acknowledgement is served after any notice of declaration of a
distribution to clients/creditors with Claims admitted for such distribution,
but before the actual payment of that distribution, payment to, or to the
order of, the Assignor shall constitute a valid discharge of the Company’s
and the Special Administrators’ obligation to pay the declared distribution;
(k)
the Assignor confirms that the Assignee may agree, compromise, settle,
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waive, release, discharge, transfer (by way of assignment, novation
, sale
or otherwise) or otherwise dispose of the whole or any part of the Claim
(and/or any direct or indirect benefit, right, title, interest, action or cause of
action deriving from the Claim, including any right to receive distributions
in respect of, or in connection with, the Claim) and to the extent that the
Assignor's consent is required for the Assignee to take such action, the
Assignor hereby consents to the Assignee taking any such action;
(l)
from the Effective Date, the Company and/or the Special Administrators
may communicate solely with the Assignee in relation to the Claim;
(m)
the terms of this Transfer Notice shall not prevent the Company and/or the
Special Administrators from making further requests for information from
the Assignor and/or the Assignee in due course; and
(n)
they will undertake to do all such acts and things as will be reasonably
necessary and to execute and deliver any further documents and give any
further assurances as may be requested by the Company in order to give
full effect to this Transfer Notice and the Acknowledgement.
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The Assignor acknowledges and agrees that:
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Novation means the transferring of a party's rights and obligations under a contract to a third party. The
original rights and obligations are not transferred as novation extinguishes one contract and replaces it with
another, under which a third party takes up rights and obligations duplicating those of one of the parties to
the original contract;
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EUW_ACTIVE:38277121 763238.0003
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