ASSIGNMENT OF BUSINESS WITH GOODWILL AND TENANCY RIGHTS
THIS
ASSIGNMENT made at…………….this……………day of……20…between A
son of Shri …………resident of…………and B son of Shri……………resident of………… partners carrying on the business
under the name and style of M/s …………… in shop No . …………….in the street of (hereinafter collectively called the
Assignors) of the ONE PART and C son of…………resident of …………….. (hereinafter called the Assignee) of
the OTHER PART.
WHEREAS
(1) [P1] The
assignors are carrying on business under the name and tenant of style of M/s …………….(hereinafter
called "the said Business") in shop shop and No……………in
the street of ……………(hereinafter
called "the said carrying on premises") owned by Shri……………..son
of……………resident
of and have been paying monthly rent of Rs . …………….. for the said premises.
(2) [P2] The
assignors are absolutely seized and possessed of or otherwise well and
sufficiently entitled to the said business with its goodwill, stock-in-trade,
furniture, fixtures and other articles and things pertaining to the said
business
(3) [P3] The
assignors have agreed with the assignee to sell, grant, assign and transfer the
said business as a going concern with its goodwill, (valued at Rs . ……),
stock-in-trade, furniture, fixtures and other articles and things pertaining to
the said business and all other rights pertaining to the said business (valued
at Rs …………)
free from all debts and liabilities.
(4)
[P4] As
incidental to the said assignment of the business as a going concern, the
assignors have agreed to assign their rights, titles, interests and claims
whatsoever in the tenancy rights in respect of the said premises for a
consideration of Rs……………..
(5)
[P5] The
assignee has requested the assignor to execute the Deed of Assignment in his
favour, which the assignors have agreed to do.
NOW THIS
INDENTURE WITNESSETH:
(1) [P6] [P7] That
in pursuance of the said agreement and in consideration of a sum of Rs………paid by the
assignee to the assignors (the receipt whereof the assignors do hereby-admit
and acknowledge) and also in consideration of the covenants hereinafter
contained, the assignors hereby grant, assign and transfer to the assignee the
said business together with
stock-in-trade, furniture and fixture in the said premises, book debts
and. outstanding of the said firm, goodwill of the said business, benefit of
electric connection and the telephone No. .............. licences and all
rights, advantages and benefits arising out of pending contracts and
engagements entered into by the firm and the right of occupation of the shop
and the tenancy rights in respect of the said premises and also the assignors .
right, title, interest claim and demand whatsoever into and concerning the
same.
TO
HAVE AND HOLD THE SAME ABSOLUTELY..
(2) [P8] The
assignors hereby covenant with the assignee , that the tenancy of the said
premises is valid and subsisting and it is not void or voidable and the
assignors have good right, full power and absloute authority to grant, assign
and transfer the tenancy' rights of the said premises.
(3) [P9] The
assignors hereby covenant that they shall pay and discharge all debts,
liabilities and outgoings of the said business including the income-tax and
other taxes and liabilities including the liabilities or claims made by any
employee, for salary, leave pay, retrenchment compensation, provident fund or,
any other claim if any, against the assignors in the said business upto this
day.
(4)
[P10] The assignor's shall not do any act or
wilfully suffer any thing which may be prejudicial to or effect ,injuriously
the interest, hereby assigned to the assignee under this deed.
(5) [P11] The assignors hereby covenant that
they shall perform- their obligations and shall fulfil all contractual and
other obligator including the payment of rent of the said premises to the
landlord and will at all times keep harmless and indemnified the assignors and.
their heirs, administrators, successors, legal representatives and other
estates and effects from and against all proceedings, costs, claims, expenses
and liabilities whatsoever in respect thereof.
(6)
[P12] The assignors hereby covenant with the
assignee that they or any of them either alone or with any other person or
persons will, not carry on a similar business of……………
in any place within a radius of four kilometers from the said premises
(7)
[P13] The assignors hereby covenant and
assure the assignee that on the request of the assignee, they shall do acts and
make such writings or statements as may be necessary-, to claim and realise the
debts and outstandings of. the said business and for any other act as shall be
necessary to effecutate this assignment.
In
witness whereof, the parties have hereunto set and subscribed their respective
hands, the day and year first hereinabove written.
WITNESSES
1 Signed
and delivered by A and B withinnamed assignors
2. Signed and delivered by C, the
withinnamed assignee
Received the
sum of Rs ……………from
Q the withinnamed assignee, being the full consideration within mentioned to be
paid by him to us.
WITNESSES Rs
We
say received
1. ........................ A
2. ........................ B
[P1]Assignor business
[P2]Assignor owns the business with goodwill etc
[P3]Agreement to assign business with goodwill etc.
[P4]Agreement to assign tenancy rights of shop
[P5]Assignor agreed to execute deed
[P6]Consideration
[P7]Assignor's covenant about the validity of tenancy
[P8]Assignor’s covenant to pay business debts and liabilities
[P9]Assignor's covenant not to do any act prejudicial to Interest of assignee
[P10]Assignor's covenant
[P11]Assignor's covenant not to undertake similar business within certain limit
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