THIS ASSIGNMENT is entered into on 27 December 2024

Between

(1)            PARTY_1_NAME whose principal place of business is at PARTY_1_ADDRESS_SINGLE_LINE (the "Assignor")

(2)            PARTY_2_NAME whose principal place of business is at PARTY_2_ADDRESS_SINGLE_LINE (the "Assignee")

Whereas

(A) The Assignor and COUNTERPARTY entered into an AGREEMENT agreement dated DATE (the Agreement).

(B) The Assignor has agreed to assign the Agreement to the Assignee for the consideration and upon the terms set out below.

It is agreed:

1. The Assignor hereby assigns and transfers to the Assignee the benefit of all the Assignor's right, title, benefit and interest to, in and under the Agreement to hold the same unto the Assignee absolutely, free and clear of all mortgages, charges, pledges, liens, trusts, claims and other interests.

2. The Assignor shall promptly give COUNTERPARTY written notice of this Assignment in the form set out in the Schedule.

3. The Assignor agrees to perform (or procure the performance of) all further acts and things, and execute and deliver (or procure the execution and delivery of) all such further documents as may be required by law or as may be necessary or reasonably desirable to implement and/or give effect to this Assignment, and as the Assignee may, from time to time, reasonably request for the purpose of implementing this Assignment.

4. This Assignment may be executed in any number of counterparts and by the parties to it on separate counterparts, each of which is an original but all of which together constitute one and the same instrument.

5. A person who is not a party to this Agreement shall have no right to enforce any of its terms.

6. This Assignment and the relationship between the parties shall be governed by, and interpreted in accordance with, JURISDICTION_STATE law.