Assignment of Equipment Lease
This
Assignment of Equipment Lease (“Assignment”) is made as of _______________ (Date) by and between
___________________________ Original Lessee (“Assignor”) of
_______________________________ (Address) and ___________________________ New
Lessee (“Assignee”) of _______________________________________________.
Whereas
by a lease dated _________ made between ____________________, the original
Lessor (the "Lessor") and the Assignor (the "Lease"), the
Lessor leased to the Assignor ___________________________________________
("Equipment"), subject to the covenants and agreements contained in
the Lease, a copy of which is attached hereto as Exhibit 1; and the Assignor
wishes to assign to the Assignee, and the Assignee wishes to be assigned, the
Lease;
Therefore in consideration of the mutual covenants and agreements
contained herein and for other good and valuable consideration (the receipt and
sufficiency of which is hereby acknowledged) the parties hereby agree as
follows:
1. The Assignor hereby assigns to the
Assignee its interest in the Equipment and the Lease and all benefit and
advantage to be derived there from.
2. The Assignee covenants and agrees to pay
the monthly lease payments and observe and perform all of the lessee's
covenants and obligations contained in the Lease.
3. The Assignee agrees to be bound by all
the terms, covenants, conditions and obligations in the Lease as if the
Assignee had entered into the Lease with the Lessor and as if the Assignee were
the original lessee under the Lease.
4. The Assignee
agrees to obtain a consent from the Lessor, whereby the Lessor consents to the
assignment of the Lease to the Assignee.
5. The Assignee indemnifies and holds harmless the Assignor from
and against any and all costs, expenses, damages and losses which the Assignor
may suffer or incur relating to the Equipment and the Lease from and after the
date hereof, including but not limited to any costs, expenses, damages and
losses which arise as a result of the failure of the Assignee to comply with
the terms of this paragraph.
6. This Assignment shall inure to the
benefit of and be binding upon the parties hereto and their respective heirs,
executors, administrators, successors and assigns.
7.
Notices.
Any notice required by this Agreement or given in
connection with it, shall be in writing and shall be given to the appropriate
party by personal delivery or a recognized over night delivery service such as
FedEx.
If
to the Assignor: _____________________________________________________.
If
to the Assignee: _____________________________________________________.
If
to the Lessor: _______________________________________________________.
8. No Waiver.
The
waiver or failure of either party to exercise in any respect any right provided
in this agreement shall not be deemed a waiver of any other right or remedy to
which the party may be entitled.
9. Entirety
of Agreement.
The terms and conditions set forth herein constitute the
entire agreement between the parties and supersede any communications or
previous agreements with respect to the subject matter of this Agreement. There are no written or oral understandings
directly or indirectly related to this Agreement that are not set forth
herein. No change can be made to this
Agreement other than in writing and signed by both parties.
10. Governing Law.
This
Agreement shall be construed and enforced according to the laws of the State of
____________________ and any dispute under this Agreement must be brought in
this venue and no other.
11. Headings in this Agreement
The
headings in this Agreement are for convenience only, confirm no rights or
obligations in either party, and do not alter any terms of this Agreement.
12. Severability.
If
any term of this Agreement is held by a court of competent jurisdiction to be
invalid or unenforceable, then this Agreement, including all of the remaining
terms, will remain in full force and effect as if such invalid or unenforceable
term had never been included.
In
Witness whereof, the parties have executed this Agreement as of the date
first written above.
_________________________ _______________________
Assignor Assignor
___________________ _______________________
Date Lessor
Exhibit 1: Original Lease
Assignment of Equipment Lease
Review List
This review list is
provided to inform you about this document in question and assist you in its
preparation. This is a straightforward
Assignment Agreement, which may be modified for other assignments.
1.
Make
multiple copies so all parties may have one original copy. Include a copy in your minute book, make it
available to any financial institution that requires you to provide copies of
capital equipment obligations, and keep a separate copy in the equipment lease
or vendor file.
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