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Assignment Of Purchase Contract Template for Philippines

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Key Requirements PROMPT example:

Assignment Of Purchase Contract

"I need an Assignment of Purchase Contract for transferring my rights in a commercial property purchase agreement to a corporate buyer, with completion scheduled for March 15, 2025, including provisions for installment payments and original seller's consent."

Document background
The Assignment of Purchase Contract is a crucial legal instrument in Philippine business and property transactions, used when the original purchaser of goods, property, or rights wishes to transfer their contractual position to a new party. This document type is particularly common in real estate transactions but applies across various commercial contexts. It must comply with the Civil Code of the Philippines, particularly Articles 1311-1313 regarding assignment of rights and obligations. The document becomes necessary when businesses need to restructure their contractual obligations, when investors want to transfer their purchase rights, or in situations involving corporate reorganizations. It includes essential details about the original purchase contract, the parties involved, consideration for the assignment, and any conditions that must be met for the assignment to take effect. The document's format and content are designed to ensure enforceability under Philippine law while protecting the interests of all parties involved.
Suggested Sections

1. Parties: Identifies and defines the Assignor (original purchaser), Assignee (new purchaser), and Seller (from original purchase contract)

2. Background: Recitals explaining the original purchase contract and the intention to assign the contract

3. Definitions: Defines key terms used throughout the agreement, including 'Purchase Contract', 'Assignment Date', and 'Purchase Price'

4. Assignment: Core provision detailing the assignment of rights and obligations from Assignor to Assignee

5. Consideration: Specifies the payment or consideration for the assignment

6. Representations and Warranties: Assignor's warranties about the validity of the purchase contract and their right to assign it

7. Assignor's Covenants: Ongoing obligations of the Assignor, including cooperation with the assignment process

8. Assignee's Covenants: Assignee's commitments to perform the obligations under the original purchase contract

9. Seller's Consent: Acknowledgment and consent of the original seller to the assignment

10. Effective Date and Conditions: When the assignment takes effect and any conditions that must be met

11. Governing Law: Specifies Philippine law as governing law and jurisdiction for disputes

12. Execution: Signature blocks for all parties

Optional Sections

1. Third Party Consents: Required when additional third-party approvals are needed for the assignment

2. Tax Provisions: Include when specific tax arrangements or obligations need to be addressed

3. Security Arrangements: Used when there are existing securities or new security arrangements needed

4. Broker Provisions: Include when brokers or agents are involved in the assignment transaction

5. Installment Payment Terms: Required when the assignment involves ongoing installment payments

6. Notice Requirements: Detailed notice provisions when complex notification requirements exist

7. Dispute Resolution: Specific dispute resolution procedures beyond standard court jurisdiction

Suggested Schedules

1. Schedule 1 - Original Purchase Contract: Copy of the complete purchase contract being assigned

2. Schedule 2 - Payment Details: Details of outstanding payments and payment schedule

3. Schedule 3 - Property Description: Detailed description of the property or subject matter of the purchase contract

4. Schedule 4 - Existing Encumbrances: List of any existing liens, encumbrances, or restrictions

5. Schedule 5 - Required Consents: List of all required consents and their status

6. Appendix A - Related Documents: Copies of related certificates, permits, or other relevant documents

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



























Clauses



























Relevant Industries

Real Estate

Construction

Commercial Property

Residential Property

Industrial

Manufacturing

Retail

Agriculture

Infrastructure Development

Property Development

Relevant Teams

Legal

Real Estate

Procurement

Compliance

Corporate Affairs

Business Development

Operations

Finance

Risk Management

Property Management

Relevant Roles

Legal Counsel

Contract Manager

Property Manager

Real Estate Manager

Business Development Manager

Commercial Director

Chief Legal Officer

Procurement Manager

Corporate Lawyer

Compliance Officer

Real Estate Agent

Property Developer

Investment Manager

Transaction Manager

Operations Manager

Industries





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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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