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Assumption Agreement
"I need an Assumption Agreement under Belgian law for my manufacturing company to take over all maintenance service obligations from a contractor who is exiting the market, with the transfer to be effective from March 1, 2025."
1. Parties: Identification of all parties involved: the original obligor, the assuming party, and the creditor/beneficiary
2. Background: Context of the original agreement and the reason for the assumption
3. Definitions: Definitions of key terms used throughout the agreement, including 'Original Agreement', 'Assumed Obligations', and 'Effective Date'
4. Assumption of Obligations: Clear statement of which obligations are being assumed and the scope of the assumption
5. Original Obligor's Representations: Warranties regarding the validity and status of the obligations being transferred
6. Assuming Party's Undertakings: Commitments and acknowledgments by the assuming party regarding the assumed obligations
7. Creditor's Consent: Express consent of the creditor to the assumption and any conditions attached to such consent
8. Effective Date and Implementation: When and how the assumption takes effect
9. Governing Law and Jurisdiction: Confirmation of Belgian law as governing law and jurisdiction for disputes
10. Notices: Communication procedures between parties
11. Execution: Signature blocks and execution requirements
1. Release of Original Obligor: Optional section to be included if the original obligor is to be fully released from the obligations
2. Security Arrangements: To be included if any security or guarantees are being provided by the assuming party
3. Tax Provisions: Include when the assumption has significant tax implications that need to be addressed
4. Regulatory Compliance: Required when the assumption needs specific regulatory approvals or notifications
5. Payment Terms: Include when there are specific payment arrangements between the original obligor and assuming party
6. Confidentiality: Include when sensitive commercial information is involved in the transaction
1. Schedule 1 - Original Agreement: Copy or summary of the original agreement containing the obligations being assumed
2. Schedule 2 - Assumed Obligations: Detailed list and description of the specific obligations being assumed
3. Schedule 3 - Consent Requirements: List of any third-party consents required and their status
4. Schedule 4 - Implementation Steps: Detailed procedure for implementing the assumption, including any required notifications or registrations
5. Appendix A - Form of Notice: Template for notices to be sent to relevant parties regarding the assumption
6. Appendix B - Supporting Documents: Any additional documents evidencing authority to enter into the assumption agreement
Authors
Banking and Financial Services
Real Estate
Construction
Manufacturing
Energy
Telecommunications
Healthcare
Transportation and Logistics
Insurance
Retail and Consumer Goods
Professional Services
Technology
Legal
Finance
Compliance
Risk Management
Treasury
Corporate Secretariat
Business Development
Project Management
Operations
Corporate Development
Legal Counsel
Corporate Lawyer
Finance Manager
Chief Financial Officer
Contract Manager
Risk Manager
Compliance Officer
Business Development Manager
Project Manager
Treasury Manager
Corporate Secretary
Managing Director
Restructuring Officer
General Counsel
Transaction Manager
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