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Assignment Of Proceeds Agreement
"I need an Assignment of Proceeds Agreement for a Malaysian construction project where my company wants to assign progress payment receivables to a local bank as security for a new credit facility, with the assignment to take effect from March 2025."
1. Parties: Identifies the Assignor, Assignee, and any other relevant parties to the agreement
2. Background: Sets out the context of the assignment, including reference to the underlying contract generating the proceeds
3. Definitions: Defines key terms used throughout the agreement
4. Assignment: Core provision detailing the assignment of proceeds, including the scope and effective date
5. Consideration: States the consideration being paid or given for the assignment
6. Representations and Warranties: Assignor's confirmations regarding ownership, right to assign, and absence of encumbrances
7. Covenants: Ongoing obligations of the Assignor, including cooperation in securing the assignment
8. Payment Mechanics: Details of how assigned proceeds will be paid to the Assignee
9. Notices: Requirements for giving notices under the agreement
10. Governing Law and Jurisdiction: Specifies Malaysian law as governing law and jurisdiction for disputes
11. Execution: Signature blocks and execution formalities
1. Security Provisions: Additional security arrangements if the assignment is part of a security package
2. Third Party Consent: Required when the underlying contract requires consent for assignment
3. Tax Provisions: Specific tax-related provisions if the assignment has significant tax implications
4. Further Assurance: Additional provisions requiring parties to take further actions to perfect the assignment
5. Assignment of Related Rights: For assignments that include related rights beyond mere proceeds
6. Step-In Rights: Rights of Assignee to step into the underlying contract in certain circumstances
1. Schedule 1 - Details of Underlying Contract: Copy or key details of the contract generating the assigned proceeds
2. Schedule 2 - Form of Notice: Template notice to be sent to the underlying contract counterparty
3. Schedule 3 - Payment Details: Bank account and payment instruction details
4. Schedule 4 - Conditions Precedent: List of conditions to be satisfied before assignment becomes effective
5. Appendix A - Calculation of Proceeds: If proceeds calculation is complex, detailed methodology and examples
6. Appendix B - Form of Acknowledgment: Template acknowledgment from the underlying contract counterparty
Authors
Banking and Financial Services
Construction and Infrastructure
Energy and Utilities
Manufacturing
Real Estate
Telecommunications
Oil and Gas
Project Finance
Trade and Commerce
Professional Services
Legal
Finance
Treasury
Commercial
Risk Management
Compliance
Project Management
Business Development
Corporate Secretariat
Account Management
Legal Counsel
Finance Director
Contract Manager
Treasury Manager
Chief Financial Officer
Risk Manager
Commercial Director
Project Finance Manager
Corporate Secretary
Business Development Manager
Compliance Officer
Account Manager
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