In the business world, cession agreements are a common occurrence. They are legal documents that establish the transfer of ownership of a particular asset or liability from one party to another. These agreements are important as they help to minimize risk and protect both parties involved. In this article, we will provide an example of a cession agreement to help you better understand the key components.
Example of a Cession Agreement:
This cession agreement (“Agreement”) is made between ABC Company (hereinafter referred to as the “Cedent”) and XYZ Company (hereinafter referred to as the “Cessionary”).
1. The Cedent hereby cedes, assigns, and transfers to the Cessionary all of its rights, title, and interest in and to the assets described in Exhibit A hereto (hereinafter referred to as the “Assets”).
2. The Cessionary accepts the cession of the Assets and agrees to assume and pay all liabilities associated with the Assets.
3. The Cedent warrants that it is the owner of the Assets and has the right to cede, assign and transfer such Assets to the Cessionary.
4. The Cedent shall provide the Cessionary with all necessary documentation and information to assist the Cessionary in the effective management of the Assets.
5. The Cessionary shall indemnify and hold harmless the Cedent from and against any claims, liabilities, damages or expenses arising out of the Cessionary`s ownership or use of the Assets.
6. The parties agree that this Agreement shall be binding upon and inure to the benefit of their respective successors and assigns.
7. This Agreement shall be governed by and construed in accordance with the laws of the state of [insert state].
8. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
9. This Agreement constitutes the entire understanding of the parties and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to the subject matter of this Agreement.
In conclusion, a cession agreement is an important document that should be carefully drafted and reviewed by all parties involved. The example provided above highlights the key components of a cession agreement, including the transfer of ownership of assets, assumption of liabilities, warranties, and indemnification. By understanding the components of a cession agreement, you will be better equipped to protect your interests in any transfer of ownership of assets or liabilities.