This Settlement Agreement dated December, 20 entered between ________________ (Company No. ) of No. ____________________ and/or ____________________ (hereinafter referred to as “the Assignor”) of the one part and ________________ (NRIC ________) of __________________ (hereinafter referred to as “the Assignee”) of the second part.
WHEREAS
1. The Assignor is registered a company limited by shares incorporated in Malaysia under the Companies Act and is currently operating a second hand car retail center (hereinafter referred as ‘the car dealer shop’ ) located at ____________________ (hereinafter referred to as “the said premises”)
- The parties hereto entered into agreement for the settlement in respect of the assignment of the said premises subject to the terms and conditions hereinafter contained.
NOW THIS AGREEMENT WITNESSETH as follows:
1. CONSIDERATION
1.1 Subject to the terms and conditions hereinafter contained, in consideration of the Assignee pay the Assignor a sum of Ringgit Malaysia One only (RM 1.00) (in which the Assignor has acknowledged receipt hereof) the Assignor shall assign all property (moveable and immovable), interests, rights and liabilities to the Assignee as from the date hereof.
2. CONDITION OF ASSIGNMENT
2.1 The Assignor shall assign all moveable and immoveable properties inclusive of all stationary, all renovation or extension incurred, tenancy of the said premises, tables and chairs, computers and air conditions to the Assignee from the date hereof.
3. COMPLETION DATE
3.1 The Completion date shall be the date effective from this agreement.
4. COMPLETION TRANSACTION
4.1 The Assignor shall immediately upon the completion date of this agreement, execute the followings:
(a) To immediately provide vacant possession to the Assignee; and
(b) To execute all documents necessary particularly board and members resolutions to approve the transaction; and
(c) To indemnify the Assignee against any liability of the Assignor in the premises not known to the Assignee unless as otherwise stated hereinafter prior to the execution of this agreement.
4.2 The Assignee shall have knowledge only as to the following contractual transaction entered into by the Assignor that is a contractual tenancy entered into between the Assignor and [Company Name] C/o Penthouse New Bob Centre ____________________ (hereinafter referred to as “the Landlord”)
4.3 In addition to the clause above, the Assignor shall upon the execution of this agreement cause or assist the Assignee in whatever methods to assign the said tenancy to the Assignee and even to the extend of terminating the said tenancy and allow the Assignee to entered into a fresh tenancy agreement with the Landlord.
5. OTHER ASSETS
All the assets, moveable or immoveable property shall be owned by the Assignee legally and beneficially free from encumbrance and the property and the stock in trade is in good merchantable condition.
6. WARRANTY
6.1 The Assignor warrants that::
(a) They have not entered or purported to enter into any contract which remains to be performed and which has not been approved at a meeting and recorded in its minute book or otherwise disclosed in writing in this agreement.
(b) They have not done or caused to be done or omitted to do anything except with the approval of the board of directors and recorded in its minute book or otherwise disclosed in writing in this agreement liable to any expenses obligations or losses whatsoever.
7. NOTICE
Any notice to be given under this agreement shall be in writing and shall be deemed to be sufficiently served:-
(a) If it is sent by pre-paid registered post addressed to the other party at the address hereinbefore mentioned or to his solicitors and in such a case it shall be deemed to have been received at the time when such registered letter would in the ordinary course be delivered; or
(b) If it is dispatched by hand to the other party and duly acknowledged receipt by the other party.
8. SUCCESSORS BOUND
This Agreement shall bind the personal representatives heirs successors-in-title and assigns of the Vendor and Purchaser respectively.
IN WITNESS WHEREOF the parties hereto have hereunto set their hands the day and year first above written.
SIGNED and DELIVERED by the )
Assignor abovenamed in the )
Presence of: )
SIGNED and DELIVERED by the )
Assignee abovenamed )
In the presence of: )
