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1. Parties: Identification of the Assignor and Assignee, including full legal names and addresses
2. Background: Context of the assignment, including description of the original rights/assets and reason for assignment
3. Definitions: Definitions of key terms used throughout the agreement
4. Assignment: Core provision detailing what is being assigned and the effective date of assignment
5. Consideration: Details of payment or other consideration for the assignment
6. Assignor's Warranties: Warranties regarding ownership, right to assign, and status of assigned rights
7. Further Assurance: Obligation to execute further documents and take additional steps if needed
8. Notices: Process and details for serving notices under the agreement
9. Governing Law and Jurisdiction: Confirmation of Irish law as governing law and jurisdiction for disputes
10. Execution: Signature blocks and execution formalities
1. Consent to Assignment: Required when third party consent is needed for the assignment to be effective
2. Security Provisions: Included when the assignment is being made as security for obligations
3. Intellectual Property: Specific provisions for assignments involving IP rights
4. Data Protection: Required when assignment involves transfer of personal data
5. Tax Provisions: Specific provisions regarding tax implications and responsibilities
6. Anti-Money Laundering: Required for financial assignments or high-value transactions
7. Confidentiality: Included when assigned rights involve confidential information
8. Partial Assignment: Required when only certain rights are being assigned while others are retained
1. Schedule 1 - Assigned Rights: Detailed description of the rights, assets, or contracts being assigned
2. Schedule 2 - Excluded Rights: List of any rights specifically excluded from the assignment
3. Schedule 3 - Existing Encumbrances: Details of any existing charges or encumbrances affecting the assigned rights
4. Schedule 4 - Required Consents: List of required third-party consents and their status
5. Schedule 5 - Form of Notice: Template notice to be sent to relevant third parties regarding the assignment
6. Appendix A - Original Agreement: Copy of the original agreement containing the rights being assigned
7. Appendix B - Supporting Documents: Copies of relevant supporting documentation
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