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Novated Contract
"Need a Novated Contract to transfer our software development agreement from ABC Tech Ltd to our new subsidiary XYZ Solutions Pte Ltd, with the transfer to take effect from 1 March 2025, ensuring all existing service levels and payment terms remain unchanged."
1. Parties: Identifies all three parties: Original Party, Transferring Party, and New Party
2. Background: Details of original contract and reason for novation
3. Definitions: Key terms used throughout the agreement including Original Contract, Effective Date, and Novation
4. Novation: Core provisions effecting the transfer of rights and obligations from the Transferring Party to the New Party
5. Effective Date: Specification of when the novation takes effect and the transfer of rights and obligations occurs
6. Release and Discharge: Release of transferring party from obligations and confirmation of assumption by new party
7. Governing Law: Specification of Singapore law as governing law and jurisdiction
1. Conditions Precedent: Conditions that must be met before novation becomes effective, such as regulatory approvals or third-party consents
2. Warranties: Representations about capacity and authority to enter agreement, and status of original contract
3. Security Arrangements: Provisions dealing with transfer or replacement of any security arrangements under the original contract
4. Costs and Expenses: Provisions specifying which party bears the costs of the novation
1. Schedule 1 - Original Contract: Copy of the contract being novated
2. Schedule 2 - Outstanding Obligations: List of remaining obligations under original contract that are being transferred
3. Schedule 3 - Consent Documents: Copies of any required third-party consents or regulatory approvals
4. Schedule 4 - Transfer Documents: Any additional documents required to effect the transfer of rights and obligations
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