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1. Parties: Identification of the Assignor, Assignee, and any other relevant parties to the agreement
2. Background: Context of the assignment purchase, including details of the original rights/assets being assigned
3. Definitions: Key terms used throughout the agreement
4. Assignment and Purchase: Core provision detailing the assignment of rights/assets and the purchase arrangement
5. Purchase Price: Details of the consideration and payment terms
6. Completion: Mechanics and requirements for completing the assignment purchase
7. Assignor's Warranties: Warranties regarding ownership, authority to assign, and status of the assigned rights/assets
8. Assignee's Warranties: Warranties regarding authority to enter agreement and capacity to perform obligations
9. Pre-Completion Obligations: Obligations of parties before completion of the assignment
10. Post-Completion Obligations: Ongoing obligations after the assignment is completed
11. Notices: Process for serving notices under the agreement
12. Governing Law and Jurisdiction: Specification of Pakistani law as governing law and jurisdiction details
13. Execution: Signature blocks and execution formalities
1. Conditions Precedent: Used when completion is subject to certain conditions being satisfied
2. Security: Include when additional security or guarantees are required for the purchase price
3. Tax Provisions: Detailed tax arrangements when significant tax implications exist
4. Anti-corruption: Required for high-value transactions or when dealing with public sector assets
5. Confidentiality: When sensitive information is involved in the assignment
6. Non-competition: When restricting the assignor from competing post-assignment
7. Force Majeure: When parties want specific provisions for unforeseen circumstances
8. Assignment and Transfer: When further assignment rights need to be addressed
9. Dispute Resolution: When specific dispute resolution mechanisms (e.g., arbitration) are preferred
1. Schedule 1 - Assigned Rights/Assets: Detailed description of the rights or assets being assigned
2. Schedule 2 - Purchase Price Calculation: Formula or mechanism for calculating the purchase price, if complex
3. Schedule 3 - Completion Requirements: List of documents and actions required for completion
4. Schedule 4 - Form of Notice: Template notices required for the assignment
5. Schedule 5 - Existing Contracts: List of relevant contracts related to the assigned rights/assets
6. Appendix A - Required Consents: List of third-party consents required for the assignment
7. Appendix B - Power of Attorney: Form of power of attorney if required for the assignment
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