Deed Of Novation

I. Parties to the Deed

Assignor: [Your Company Name], a company incorporated under the laws of [Jurisdiction], with its principal place of business at [Your Company Address].

Assignee: [Assignee's Company Name], a company incorporated under the laws of [Jurisdiction], with its principal place of business at [Assignee's Company Address].

Counterparty: [Counterparty's Company Name], a company incorporated under the laws of [Jurisdiction], with its principal place of business at [Counterparty's Company Address].

II. Background

[Your Company Name] has entered into an agreement with [Counterparty's Company Name] dated January 1, 2050 (the "Original Agreement").

The Assignor intends to sell its business, or a division thereof, to [Assignee's Company Name], including the transfer of rights and obligations under the Original Agreement.

The Assignee agrees to assume the rights and obligations under the Original Agreement.

The Counterparty consents to this transfer and acknowledges the Assignee as the new party to the Original Agreement.

III. Agreement

1. Assignment of Rights

[Your Company Name] assigns all of its rights, title, and interest in the Original Agreement to [Assignee's Company Name] as of [Effective Date].

2. Assumption of Obligations

[Assignee's Company Name] agrees to assume and perform all obligations, duties, and liabilities under the Original Agreement from December 1, 2050, onward.

3. Consent of Counterparty

[Counterparty's Company Name] consents to the assignment and assumption of rights and obligations as outlined above.

IV. Warranties and Representations

1. Assignor's Warranties

[Your Company Name] warrants that it has the full legal right to assign the rights and obligations under the Original Agreement to [Assignee's Company Name].
[Your Company Name] further warrants that the Original Agreement is valid and enforceable, with no pending claims or disputes.

2. Assignee's Warranties

[Assignee's Company Name] warrants that it is fully capable of performing the obligations under the Original Agreement and will comply with all terms and conditions therein.

3. Counterparty's Representations

[Counterparty's Company Name] acknowledges that it has reviewed the terms of this Deed and consents to the assignment and assumption of rights and obligations.

V. Governing Law and Jurisdiction

This Deed shall be governed by and construed in accordance with the laws of [Jurisdiction].
Any disputes arising from this Deed shall be subject to the exclusive jurisdiction of the courts in [Jurisdiction].

VI. Miscellaneous Provisions

1. Entire Agreement

This Deed constitutes the entire agreement between the parties concerning the assignment and assumption of the Original Agreement. Any prior agreements or understandings are null and void.

2. Amendment

This Deed may only be amended in writing and signed by all parties.

3. Counterparts

This Deed may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement.

4. Notices

Any notice required under this Deed shall be in writing and sent to the address of each party as stated above.

VII. Signatures

[Your Name]

[Your Company Name]

[Date Signed]

[Authorized Representative Name]

[Assignee's Company Name]

[Date Signed]

[Authorized Representative Name]

[Counterparty's Company Name]

[Date Signed]