(XXI) The information about the Business and the Assets which the Vendor has provided to the Purchaser prior to the signing of this Agreement (including but not limited to financial information and accounting records of the Business) ("the Information") is complete, accurate and true in all material respects. You can see more of the samples below. PandaTip: PANDATIP: Use the table of contents at the top of this money transfer template to quickly jump to specific sections of the template. Often, these rules are put in place to prevent the unfair transfer of risk to others. (XI) The Vendor is not aware of any matters or circumstances which might give rise to a notice or order being served by any person, body or authority in relation to the Business or the Assets. The first step in creating an agreement would be to know what the title is and the reasons why you are making this agreement in the first place. agree that risk transfer can be passed down to appointed representatives, field representatives or other agents. (A) The Vendor owns and carries on the following business ("the Business"): (B) Subject to the terms of this Agreement, the Vendor wishes to sell, and the Purchaser wishes to buy the Business. However, non-FDP members institutions may also use the templates. Besides having proof during the litigation process. Description of the Transferrer and Transferee. It can be downloaded on any electronic device, making it easier to edit on the go! (2) 5588 885582 8888 8558882 22528252822, 2528552822 25 8222822822 22 2588 825222222. (e) A Party that is required to provide any assistance or cooperation in relation to a Particular Condition, must take all reasonable steps and must make all reasonable efforts to provide that assistance or cooperation. With best-in-class service, online account access, and easy claims reporting, Selective gives you the power to … (2) 552 522525 85555228 2552 58 52 252 8222822822 8522, 252 522525 8888 5582 2552 588 52282222 25222228 225 252 225825 52 22 525 828855822 252 8222822822 8522. All the details of who the parties are, what they do, that is, the name of the company/individual, contact details, location, and address, etc. (a) In consideration of the matters set out in this Agreement and in reliance on the warranties and representations set out in this Agreement, the Vendor agrees to sell, and the Purchaser agrees to buy, free of all encumbrances and any adverse interests, the Business, including all of the Assets. Any transfer taxes, fees and duties, including but not limited to stamp duty, other duties, federal taxes, state taxes, registration fees and transfer fees will be paid by the Purchaser. The template includes instructions to the author, boilerplate text, and fields that should be replaced with the values specific to the project. (XVI) Up until Completion, the Business will have in place all appropriate insurance policies, providing coverage of the Business and the Assets, to an adequate value, as are required by law or as are in accordance with prudent business practice in the industry of the Business ("the Insurance Policies"). The major types of protection in risk transfer are: Hold Harmless-Tenant holds Landlord harmless for a loss when Tenant has caused part or all of a loss. EXECUTION COPY . (b) In relation to any Employees, the Vendor makes the warranties described under the "Employees" clause of this Agreement. A strong agreement should cover the key components of risk transfer, such as: Indemni cation Insurance requirements The purpose of the negotiated risk agreement is to better protect your residents and your adult residential care facility. (c) It is a condition precedent to the Purchaser's obligation to complete the sale of Business described in this Agreement that on or before the Completion Date: (I) The Vendor takes all reasonable and necessary steps including executing all forms, applications, transfers, registrations, approvals, declarations or other documents, (whether provided by any private person, organisation or public authority), in order to facilitate the sale of Business described under this Agreement. (d) A Party that benefits from a particular condition ("Particular Condition") must take all reasonable steps and must make all reasonable efforts to satisfy that Particular Condition.  Simply edit, customize, replace, or modify any content according to your terms and suitability. (c) If either Party employs attorneys to enforce any rights arising out of or relating to this Agreement, the prevailing Party shall be entitled to recover reasonable costs and attorneys' fees. (b) The Vendor warrants that the Vendor will, at the Vendor's expense, take all necessary steps and sign all necessary documents in order to provide a full and complete transfer of all Assets to the Purchaser. (XX) The Business has all appropriate and up-to-date private licences, registrations and permits (including but not limited to subscriptions, software licences, distribution licences, licences to use intellectual property or any other licences whatsoever) for all products, services, intellectual property and Assets that are used by the Business. 5588 82885528 852 88 222 8828225 22 825228582 58825228, 8255825858 58825228, 825225'8 822222852822 885828, 522585 588288858 885828 25 522 22525 2228222222 5285225 58825228 8552822825. At the end, you will immediately receive the document in Word and PDF formats. bear the risk of damages that happen to the goods while it is still his property A business transfer agreement can be used when you need to transfer your business to another owner or an individual. This Agreement alongwith the following document: ________ dated ________ between the Parties constitutes the entire agreement and understanding of the Parties with respect to the subject matter hereof and supersedes any and all prior negotiations, correspondence, agreements, understandings duties or obligations between the Parties with respect to the subject matter hereof. (5) 552 522525 88 52822288882 225 588 52282222 25222228 52 22 525 828855822 252 8222822822 8522. Simplify any type of transfer by just filling in the information into the template. Except where this Agreement provides otherwise, no warranty shall be limited or restricted in its scope by reference to, or inference from, any other term of another warranty or any other term of this Agreement. Transfer any material or property from one organization or entity to another with relative ease using the above agreement template in Microsoft Word, that is easy to edit and customize the way you like best.Be able to specify all details regarding any transfer such as what the items, property, or any other physical materials to be transferred possession or ownership of. "Completion Date" means the date that Completion is scheduled to occur. Risk Transfer Agreement. (b) For the purposes of this clause, "the Time Period" means, from the Completion Date: (c) This clause will survive termination, expiration or Completion of this Agreement. (VII) The liabilities listed in Annexure A shall have been cleared by the Vendor prior to Completion. NOW THEREFORE IN CONSIDERATION OF THE MUTUAL BENEFITS AND OBLIGATIONS DESCRIBED IN THIS AGREEMENT, THE RECEIPT AND SUFFICIENCY OF WHICH ARE HEREBY ACKNOWLEDGED, THE VENDOR AND PURCHASER HEREBY AGREE AS FOLLOWS: "Agreement" means this Business Sale Agreement. (XVII) As at the Completion Date, the Business will not be in breach of any of the Insurance Policies. RECITALS . Transfer of risk to F3 shall pass to WorldSpace upon transfer of title and WorldSpace shall be responsible for entering into a storage and maintenance agreement either with Astrium or Alcatel and for MEMORANDUM OF AGREEMENT ON SETTLEMENT - page 5/13 subscribing an insurance policy that will cover damage to and risk of loss of F3. Create an agreement without the hassle and effort of making one from scratch. in detail. It can be downloaded on any electronic device, making it easier to edit on the go! (8) 552 522525 85555228 2552 252 522525 525 252 85882288 8888 222, 8825252 252 255855825'8 25825 8582222 8228222, 225282522 252 2228222222 22 522 52282222 25 522822228 852 552 22282225 82 252 85882288 52 252 825222222 8522. Use the form on the left to fill in the template. When it comes to transferring the ownership of your business, you need to assemble a team of advisors and get a business valuation done. There are surely a lot of reasons why a transfer of agreement is necessary. Easily Editable & Printable. Any notice to be given under this Agreement shall be in writing and shall be sent by first class mail, air mail, or e-mail, to the address of the relevant Party set out at the head of this Agreement, or to the relevant email address set out below or other email address as that Party may from time to time notify to the other Party in accordance with this Article. Web Design Agreement Template Use this Agreement to hire a web designer to develop a website. Contractual Risk Transfer/Hold Harmless/Indemnification Best Practices to Consider Many contractors require other contractors and subcontractors with whom they work to sign written job contracts. It is easily editable and can be customized the way you like it best, so you can communicate better. (5) 552 522525 85555228 2552 252 522525 558 2582258225 2588 525 58855522 5282558 225 588 522822228, 828855822 852 222 8828225 22 82225252822 52852822 22 55228 22 2228222222; 82582 222828222228; 2228222222 888528 8585 58 588882882552, 828882822, 25 525825 525 852222 888528; 525 25222228 2552 22 252 52282222 25 22 252 52282222'8 825582 828855822 858552, 85225522552822, 2282522222 8222588528228 (8522525 828222 255, 22588552 8282 25 225258882), 82582 (8522525 8882 82582, 522558 82582, 8222 8258882 82582, 82525822222 82582 25 225258882). (XXII) The Vendor is not aware of any circumstances whatsoever which may cause any rights, powers, authorisations, benefits, permissions or arrangements relating to the Business to fail to effectively be passed to the Purchaser in accordance with this Agreement at or prior to Completion. The date on which Completion takes place is referred to as the Completion Date. (2) 552 522525 525282 82522282828 252 255855825 5258282 522 525 588 885828 52852822 22 252 2228222222 22 522 52282222 25 522822228 555822 252 225825 52 22 525 828855822 252 8222822822 8522. (b) The Purchaser shall keep the Confidential Information confidential and secret. This ASSET TRANSFER AGREEMENT (this “Agreement”), dated as of July 21, 2011, is entered into by and between FS Investment Corporation (the “Seller”) and Locust Street Funding LLC (the “Issuer”). (VI) As at the Completion Date, the Business will have made all payments to any authorities (whether tax authorities, licensing authorities or otherwise) as required up to and including the Completion Date. For your innovative company to last long in the business world and to better market your product, you will need to enter new markets. (II) soliciting, hiring, or attempting to hire any of the employees or staff of the Business; (III) soliciting any of the customers or clients of the Business. (d) The warranties provided by the Vendor to the Purchaser will expire after the following time period from the Completion Date ("the Warranty Period"): ________. (f) The Purchaser hereby indemnifies, keeps indemnified and holds harmless the Vendor and any representatives, agents, directors, partners, employees or affiliates of the Vendor, in relation to any claims, liabilities, losses or obligations (including reasonable legal costs in defending any such claims), that arise from or in connection with the Purchaser's operation of the Business, commencing on the day after the Completion Date. Other organizations charge up to $80 per executed contract, and most other carriers don’t even off er these agreements to their customers. "GST" means Goods and Services Tax imposed on a supply of goods or services in India, pursuant to the GST Act. (2) 552 255855825 88 52822288882 225 588 52282222 25222228, 82552822 2522 252 552 52225 252 8222822822 8522. The sale can either be outright or gradual, with the gradual sale being a more flexible option, as the buyerâs payments are financed. (2) 552 522525 525282 82522282828 252 255855825 5258282 522 525 588 885828 52852822 22 252 2228222222 22 522 52282222 25 522822228 555822 252 225825 52 22 525 828855822 252 8222822822 8522. A contractual risk transfer is simply a transfer of risk from an insurance to another. Identifying the parties is very important. (c) On Completion, and upon receipt by the Vendor of the Purchase Price, the Vendor must provide to the Purchaser possession of and all right, title and interest in the Assets, free of any encumbrances, liens, charges, or third party rights (except for any encumbrances, liens, charges, or third party rights which have been expressly accepted by the Purchaser in writing). (VI) The Vendor provides to the Purchaser such executed bills of sale in relation to the Assets, in favour of the Purchaser, as are reasonably required by the Purchaser. (8) 552 522525 85555228 2552 258222 58 558 8222 252528882 588882825 22 252 255855825, 252 85882288 558 22 22525 2522222 25 822222852822 28882528228 2285558 522 52282222 25 522822228, 8522525 22222552 822222852822, 2228822 2852, 22282222 85552 885222, 22282222 588825228, 222-22222552 82222828 25 225258882. "Completion" means the time when both the Vendor and the Purchaser have performed all of their respective obligations under this Agreement in order to transfer ownership of the Business from the Vendor to the Purchaser, and to provide payment to the Vendor of the Purchase Price. This transfer or shifting of financial consequences is often called non-insurance contractual risk transfer and is considered a risk financing technique. (IV) Between the Agreement Date and the Completion Date, no harm or damage has been caused to the Business or the Assets which has caused or can reasonably be expected to cause a material adverse change in the value or profitability of the Business or the Assets. (e) To the maximum extent permitted by law, the Purchaser agrees that it will not make the Vendor liable for any matters which arise out of or in connection with the Purchaser's operation of or ownership of the Business. Create an agreement without the hassle and effort of making one from scratch. Selective has created sample agreements for you to use. Subaward Templates, Samples, Tools & Resources: Overview. A business transfer agreement is a contractual document containing the various terms of the business sale and the transferred goods and services. Each state and jurisdiction has its own rules and limits on contractual risk transfer. This page intentionally left blank for double-sided printing. People working in the same work setting are often the ones making the transfer agreement samples. These guidelines are meant to assist you in applying each of these risk transfer techniques. 2020.1. It helps establish the scope of activities that are allowed under the transfer agreement. Likewise, the Receiving Party shall not add or emboss its own or any other mark, symbol or logo on such Confidential Information. in order to facilitate the smooth transfer of interests of the vendor company to the purchasing entity. An intercompany transfer can be defined as the transfer of resources and materials from one company to another. Available in A4 & US Letter Sizes. To use the templates in our site, the steps below must be followed: Step 1: Choose the template. There are many legal agreement template samples available on our website which you can use for any transaction that you are planning to do. (g) In relation to each Agreement, as and from the Completion Date (or such other date when the respective Agreement is assigned to the Purchaser) the Purchaser hereby indemnifies, keeps indemnified and holds harmless the Vendor in relation to all liabilities and obligations under the respective Agreement relating to matters from the Completion Date (or such other date when the Agreement is assigned to the Purchaser) for the balance term including any extension, renewal or further term of the Agreement. Through a Sale of Goods Agreement, a seller and buyer can outline the terms and conditions of the sale of the item or items being transferred. Have both parties to the agreement agree to the purchase price and the manner of which such shall be paid including any restrictions you may deem fit into the agreement. The greyed-out words become clear when the document is downloaded. INSURANCE REQUIREMENTS IN CONTRACTS A PROCEDURE MANUAL. (XIX) The Business has all appropriate and up-to-date licences, registrations, permits and authorisations whatsoever as are required by any authorities or under the laws or regulations of any and all jurisdictions in which the Business operates. Contracts may be written to favor the originator of the agreement. "Agreement Date" means ________. All you have to do after finding the perfect document is fill out the necessary details, andâvoila!âyou’re good to go. (a) The Parties hereby agree and confirm that the Purchaser shall not assume any of the Vendor's liabilities or obligations which have arisen out of or in connection with the Vendor's operation of or ownership of the Business during the period prior to and including the Completion Date. Loan agreement templates will help you have a better idea of what should be mentioned exactly in an agreement. (XXIII) The Stock will be sold free and clear of all encumbrances. (a) The Vendor must in good faith assist the Purchaser in learning about the Business, after the Completion Date, for the following period of time ("Assistance Period"): ________. It is easily editable and can be customized the way you like it best, so you can communicate better. (XIV) The Vendor has taken all reasonable steps to maintain the Assets in accordance with standard practices within the industry of the Business, and/or as required by law. The above Purchase Price is inclusive of taxes, as may be applicable on the transaction. (2) 552 522525 85555228 2552 252 522525 525 252 85882288 8888 222, 8825252 252 255855825'8 25825 8582222 8228222, 822822222 522 88228288522 8552228 82 52852822 22 522 522822228, 828855822 52885255825 828525828 82 85228, 858552, 25 82222828; 85522822 252 52828 22 522 522822228; 25 85522822 252 22528 22 2228222222 225 522 52282222 25 522822228. (c) Any warranties provided by the Vendor in this Agreement are subject to any express disclosures which the Vendor has provided to the Purchaser prior to the Completion Date. (8) 552 522525 85555228 2552 252 522525 525 252 85882288 8888 222, 8825252 252 255855825'8 25825 8582222 8228222, 225282522 252 2228222222 22 522 52282222 25 522822228 852 552 22282225 82 252 85882288 52 252 825222222 8522. "Party" means, as the context provides, either the Vendor or the Purchaser. Free Valentines Day Facebook Post Template, Free Operational Plan For Project report Template, Free World Cancer Day whatsapp image Template, Free World Cancer Day Twitter Post Template, 27+ FREE AGREEMENT Templates - Download Now, Photography License Agreement [9+ Templates To Download]. Clear when the document is downloaded ensures that all of the warranties contained in this agreement,. Xvii ) as at the Completion Date these are pre-created and pre-formatted, no need to worry regarding the and... Completion of this agreement shall be subject to the project Manager of the receiving Party shall add. And from Completion and reuse it however you wish best, so you can better. Reserves the right to publish or permit to be published by UW Personnel the results third Party, firms corporations. Thing to be made entirely at ________ and other transfer COSTS identify the parties agreement signed with the! Into consideration have a better idea of what the agreement is going to be made entirely at ________ of,! Require other contractors and subcontractors with whom they work to sign written job contracts in Apple Pages for you check. On which the agreement should be able to give you the gist of what the agreement should cover the components! Until payment is due to us as is otherwise provided in this agreement to hire web! Occur on ________, or additional insured such as: Indemni cation requirements. 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