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The Assignment of Claim Agreement is a vital legal instrument used in Philippine business and commercial transactions when one party wishes to transfer their rights to a claim to another party. This document is commonly used in debt assignments, factoring arrangements, or when restructuring business assets and liabilities. The agreement must comply with Philippine Civil Code requirements and typically includes detailed information about the claim being assigned, the consideration for the assignment, and the rights and obligations of both parties. It's particularly relevant in situations involving debt collection, business restructuring, or the sale of receivables. The document ensures legal certainty in the transfer of claims and provides protection for all parties involved under Philippine law.

1. Parties: Identifies and defines the Assignor (current claim holder) and Assignee (party receiving the claim), including their full legal names, addresses, and any registration details if companies

2. Background: Explains the context of the original claim, how the Assignor came to hold it, and the intention to assign it to the Assignee

3. Definitions: Defines key terms used throughout the agreement, including 'Claim', 'Debtor', 'Assignment Date', and other relevant terms

4. Assignment: Core section detailing the assignment of the claim, stating that the Assignor transfers all rights, title, and interest in the claim to the Assignee

5. Consideration: Specifies the payment or other consideration for the assignment, including payment terms and method

6. Assignor's Representations and Warranties: Warranties about the validity of the claim, Assignor's right to assign, and absence of prior assignments or encumbrances

7. Further Assurance: Obligation of the Assignor to execute further documents and assist in perfecting the assignment if needed

8. Notices: Procedures for giving notices under the agreement, including addresses and acceptable methods

9. Governing Law and Jurisdiction: Specifies Philippine law as governing law and designates courts with jurisdiction

10. Entire Agreement: Standard clause confirming the agreement represents the entire understanding between parties

11. Execution: Signature blocks and execution formalities