# Assignee Agreement
**This Assignee Agreement** ("Agreement") is made effective as of [Date] by and between:
- **Assignor:** [Assignor's Name]
Address: [Assignor's Address]
Email: [Assignor's Email]
- **Assignee:** [Assignee's Name]
Address: [Assignee's Address]
Email: [Assignee's Email]
**Collectively referred to as the "Parties."**
## Recitals
WHEREAS, the Assignor is the owner of certain rights, title, and interest in and to the following described property, rights, or obligations:
[Description of Property/Rights/Obligations] (the "Subject Matter");
WHEREAS, the Assignor desires to assign these rights to the Assignee, and the Assignee desires to accept the assignment under the terms set forth in this Agreement.
## Terms and Conditions
1. **Assignment**
- The Assignor hereby assigns, transfers, and conveys to the Assignee all rights, title, and interest in and to the Subject Matter.
2. **Consideration**
- In consideration for this Assignment, the Assignee agrees to pay the Assignor the sum of [Dollar Amount] on or before [Payment Due Date].
3. **Representations and Warranties**
- The Assignor represents and warrants that:
1. The Assignor is the sole and exclusive owner of the Subject Matter.
2. The Subject Matter is free of any liens, claims, or encumbrances.
3. The Assignor has full power and authority to enter into this Agreement.
4. **Indemnification**
- The Assignee agrees to indemnify and hold harmless the Assignor from any claims, losses, damages, liabilities, or expenses (including reasonable attorney's fees) that may arise from any breach of this Agreement by the Assignee.
5. **Governing Law**
- This Agreement shall be governed by and construed in accordance with the laws of the State of [State], without regard to its conflict of law principles.
6. **Entire Agreement**
- This Agreement constitutes the entire agreement between the Parties and supersedes all prior negotiations, understandings, and agreements between them regarding the Subject Matter.
7. **Amendments**
- This Agreement may be amended only by a written document signed by both Parties.
8. **Severability**
- If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
9. **Notices**
- Any notices required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified mail, return receipt requested, or by email (with confirmation of receipt) to the addresses set forth above.
## Signatures
IN WITNESS WHEREOF, the Parties have executed this Assignee Agreement as of the date first above written.
__________________________
**[Assignor's Name]**
Assignor
__________________________
**[Assignee's Name]**
Assignee
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**Date**: [Insert Date]
**Witness**: ________________________
**Witness Name**: [Insert Name]
**Witness Signature**: ________________________
**Date**: [Insert Date]
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*End of Document*