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The Assignment Of Liabilities Agreement is essential in situations where businesses need to transfer obligations or debts to another party. This document, governed by English and Welsh law, is commonly used in corporate restructuring, mergers and acquisitions, or debt management scenarios. It provides a formal framework for transferring specified liabilities while ensuring compliance with legal requirements and protecting the interests of all parties involved. The agreement typically includes detailed schedules of the liabilities being transferred, necessary consents, and warranties from the assignor regarding the nature and status of the liabilities.

1. Parties: Identifies and defines the assignor and assignee

2. Background: Explains context and purpose of the assignment

3. Definitions: Defines key terms used throughout the agreement

4. Assignment: Core provisions detailing the liabilities being assigned

5. Consideration: States the consideration for the assignment

6. Warranties: Assignor's warranties regarding the assigned liabilities

7. Governing Law: Specifies applicable law and jurisdiction