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1. Parties: Identification of the Assignor (existing tenant), Assignee (new tenant), and Landlord
2. Background: Details of the existing lease, property description, and reason for assignment
3. Definitions: Definitions of key terms used throughout the agreement
4. Agreement to Assign: Core clause establishing the assignment of the lease from Assignor to Assignee
5. Consideration: Details of the payment or other consideration for the assignment
6. Conditions Precedent: Conditions that must be satisfied before the assignment becomes effective, including landlord's consent
7. Completion: Details of the completion process, timing, and requirements
8. Assignor's Warranties: Warranties given by the Assignor regarding the lease and property condition
9. Assignee's Covenants: Assignee's promises to comply with lease terms and obligations
10. Costs and Stamp Duty: Responsibility for legal costs and stamp duty payments
11. Notices: Process for serving notices under the assignment
12. Governing Law and Jurisdiction: Confirmation of Hong Kong law and jurisdiction
1. Guarantor Provisions: Required when there is a guarantor for the Assignee's obligations
2. Existing Deposits: Required when dealing with transfer or replacement of existing security deposits
3. Break Clause: Optional provision allowing early termination under specific circumstances
4. Property Condition: Detailed provisions about the condition of the property, required when there are specific concerns or requirements
5. Outstanding Repairs: Required when there are pending repair obligations to be transferred or settled
6. Existing Alterations: Required when dealing with alterations made by the Assignor that need consent or reinstatement
7. VAT/Tax Provisions: Required when there are specific tax implications to be addressed
1. Schedule 1 - The Property: Detailed description of the leased property including floor plans and boundaries
2. Schedule 2 - The Lease: Details of the existing lease including date, parties, and any supplemental deeds
3. Schedule 3 - Rent and Other Payments: Details of current rent, service charges, and other financial obligations
4. Schedule 4 - Existing Licenses and Consents: List of all existing licenses, consents, and permits relating to the property
5. Appendix A - Form of Landlord's Consent: Draft or copy of the landlord's consent to the assignment
6. Appendix B - Inventory: List of any fixtures, fittings, or equipment included in the assignment
7. Appendix C - Outstanding Requirements: List of any outstanding obligations or requirements to be satisfied
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