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deed of assignment vs deed of donation

Contract of Sale vs. Deed of Donation Which should you choose

Are you transferring property to a loved one? Or is a loved one transferring property to you? What is the best way to transfer property between relatives? In the Philippines, it's typical for parents to transfer properties to their children during their lifetime... either it's a gift as an advanced inheritance. Sometimes they do this so that the properties are already transferred before they pass away.

Our question comes from Ronald P. and he asks, Attorney,

My parents are old and they want to transfer their house and lot to me so that I won't have any more problems when they die. What's the best way for them to transfer the property to me? I heard from my friends that we can choose between a sale or a donation. Which do you think is better?

If you're in a similar position as Ronald? Stick around as we answer his question.

This video is brought to you by "Transferring Land in the Philippines" a workshop that teaches Filipinos the basic modes of transferring land and real properties in the Philippines. It provides the pros and cons of each mode, as well as the steps and procedures so that you eliminate your confusion and successfully navigate the whole process. Transfer with confidence. A transfer without fixers. Go to info.legalguide.ph to learn more.

Welcome to Legal Guide Philippines, where we simplify the law to help you make better choices. I'm Atty. Ramon Ramirez and I are with my partner, Atty. Erwin Zagala. So today we're talking about transferring properties to loved ones. Specifically, what's the best way to transfer property from one person to another, especially if it's to or from a loved one. Now, Atty. Ramon, we've seen a lot of these situations happening where parents will transfer their properties to their kids during their lifetime so that when they die, the kids no longer need to pay taxes. When they do that, what is the best way to transfer the property?

Do we document it as a sale or as a donation? Should we execute a deed of absolute sale or a DOAS, or a deed of donation? Okay, so you're correct Atty. Erwin, this happens a lot. This transfer is usually done by parents as some sort of "tax" planning strategy.

So, why? So that their children no longer need to bear the burden of a tax that we call, right now, we call it the estate tax. which is a tax that needs to be paid when a parent dies, and before the properties can be transferred to the children. Okay, so in effect, it's some sort of "tax planning" because it's already being done by the parents.

What is a sale and what is a donation

But before we answer that question, which is better? A sale or donation? I think I'd want to tackle three things first. So you need to understand these three? Yes. So that we can understand the answer. So we can understand the answer. The first thing we want to tackle is I think it would be helpful to explain what is a sale, and what is a donation and what is the difference? Let's start with the sale.

So under, of course, for lawyers, we have to give the definition under the civil code. Okay, Atty. Ramon, read. I am the Attorney. A sale is an agreement whereby one of the parties obligates himself to deliver something to the other, who on his part, binds himself to pay, therefore for a sum of money or its equivalent. The sale is very clear.

So let's break it down. So basically it's a contract whereby one party, says, okay, I'm going to deliver something to you. Like, let's say, I'm delivering this phone. Delivering something to you. On your part, you also bind yourself to pay for whatever it is that I delivered to you.

I deliver the payment? Yes. A sum of money or its equivalent. So elements of a sale, basically, like any contract, there's the meeting of minds. There's a definite agreement between the parties with respect to the thing, our object. And the cost or price of the thing. Let's say you're selling it, I'm selling it for 100 pesos. That is our cost.

Of course, it's important that both of us have legal capacity. So I think we look like we're of age. So we have legal capacity. We have the ability to enter into legal affairs or contracts. Okay, the second element is we should have an object or a subject matter which is a determinate thing to be sold.

So in our case, it's the cell phone. So it's the determinate thing. We agree that this is the thing that will be the subject of the sale. And last is the Cause or Consideration. As I said, it's 100 pesos. It's a price, certain in money. Very clear. Okay. Now, what is a donation Atty? Erwin?

It's better if we read it. Under Article 725, a donation is an act of liberality whereby a person disposes gratuitously of a thing or right in favor of another who accepts it. It's also clear. So basically, it's an act of liberality whereby, instead of involving money, I want to, because of my liberality, I will just give you my phone. So in Tagalog, give or bestow. Yes. But you also need to accept it.

It's a requirement. Because even if you give it, what if the other party doesn't want it? I think I saw a pattern, there's two B's. What's the first B attorney, "Buy", the other one is, "Bestow" Yes. Pick between the two Bs. Okay so, the sale buys a donation is bestow. B or B. Alright, so that is the difference of a sale between the sale and donation. I hope that's clear.

Okay, so it's actually even without the legal definitions, I think it's pretty clear in our heads. B or B. All right, now and then. Okay second, the second thing I want to discuss is now, how come you can "choose your own adventure", so to speak. In terms of how to transfer something to your loved one? Usually, people say "Ah land? Which is better? Sale or Donation?"

Why was there such a big fuss between sales or donations?

Now, why did this become popular? Well, well definitely under our laws parties are definitely free to contract in whatever manner they see fit, as long as they don't violate, of course, our laws, good morals, customs, etc. they can contract. But in my experience, the reason for this "choose your own adventure" kind of thing and why it became a thing was because well before the TRAIN law, the tax rates for these two kinds of contracts, the sale, and the donation were quite different.

Ah, there is an effect to the tax Atty. Ramon. So it was kind of a tax-driven decision. So on the one hand, for a sale of property or land or whatever. Usually, this will trigger a tax called the CGT or the Capital Gains Tax Remember that, CGT. That usually just means capital gains tax. Okay, which was 6% of the fair market value or gross selling price whichever is higher.

Just remember 6% as opposed to a donation before the train law, okay? Donations at that time, it was based on graduated rates ranging from 2% to 15%, so it changes. Yes. So depending on the value of what you will donate. So depending on how much you'll donate, it becomes more expensive Yes, you cap it around 15%.

And this is for relatives only. Okay, so it is a different topic when they are not your relatives. Like for example, we are not blood relatives, Even if we are "brotha from another motha" Even in that case, we are treated as strangers.

And at that time, if I donated something to you or you donated something to me, it was a whopping 30%. Yes. It's like they don't want us to give to each other. It's like getting a penalty when you give. Anyway, so that was why it became popular, so back in the day, people, what will they do?

They'll make computations on their Excel spreadsheets and determine which is cheaper. And then on top-line -- sale, bottom line -- donation, and you'll see which one is cheaper. It's like you are pulling from memory, it looks like you've had a lot of experience computing this. And then, of course, that's what you would base. If you're a service provider, you would base your advice on that.

"Guys this is much cheaper." So Atty. Ramon, basically the main consideration before is not the type of transaction, not it's not the B or B... It was because, "How much will I pay for it?" That's why it became a big issue before --- choosing between sale or donation. Which is better? Usually made that computation. The question has finally been answered. So in many ways, it made sense to regular people to do this.

Why? Because these CGTs or capital gains tax and donor's taxes were expenses of ordinary people. People like you and me who probably work jobs work really hard for our living. Why make waste money in our minds, unnecessarily on unnecessary taxes. As supposed to be a business expense, that the business pays. While this one comes from your own pocket. That's why this became rampant and of course, add to that some experts and advisors would advise them to pick and choose the transaction.

Atty. Ramon, you've mentioned before that, when the segment started, you said, "... before the train law" Yes. And now, the TRAIN law is in operation. So my big question is, and I'm that our viewers thought about this, is this still applicable considering the train law is now applicable? Thank you for that question Atty. Erwin. And that's exactly the third thing I want to talk about.

Is this still applicable now?

So the third thing I want to talk about is, is this still applicable now? Well, the answer is no. People have been doing this for years. Obviously, the BIR knows that people do this in sale versus donation. They're not stupid. The government knows this. No, they're not idiots. So they knew that this was being practiced. So they made important changes to our tax laws very recently through the train law.

Now with the new law, with the train law, this practice is no longer as prevalent. Why? Because now the rates are, remember CDT, what was the rate for CDT? six percent CGT then it's based on the fair market value or gross selling price. And then the donor's tax, you have your two to fifteen percent, or sometimes thirty percent. What is it now? Now they're both six percent.

Okay, so it's a pretty big leap. So I think that was a smart thing for the government, it is now equalized. Because it was just driving people to not tell the truth. And I would like to note, it's a very fair percentage. If you noticed, it's on the lower level. Not all of it was standardized at the top. We're at the bottom. Yeah. Thank you, legislators for that. Yeah. So, in fact, the donor's tax, before, you had to make a distinction.

Is it part of the family? Or stranger? Right? Now under new law, there's no such distinction that needs to be made. So that's pretty cool. Atty Ramon, you can now give me a piece of land. It's now possible at six percent. So now when you make a comparative computation, the values of the CGT and donor's tax, should generally not be too different. Okay, so of course, each tax is computed differently, so there may be differences, but generally they're not that different.

Okay, Atty. Ramon, I now understand that they're both the same now if you're gonna look at it from a tax perspective. So going back to our original question, Atty. Ramon, what's better, sale or donation? Okay, I said a lot already. We're gonna go back to the question. Okay. Which is better? I would say that the better option between a sale or donation is the contract that you really intended.

So if you intended to sale, you should execute a document that best reflects the intent of the parties for you guys. Okay. So if the party has intended a sale, then execute a deed of sale. If the party is intended a donation, then execute a deed of donation.

Don't simulate a contract, guys, that's just lying. Don't lie, please. Don't try to trick the others or the government just to save on some pesos. That's bad. We can do better than that. If you execute a deed of sale when you really secretly intended a donation, then that would be called a simulated sale.

And there are legal implications to that. Actually, a simulated sale may be invalidated, or it can be argued to be invalidated because there's really no consideration. For example, hey let's just execute this, let's execute this document as if it's a sale so that we can save on tax, but actually, it's a donation. So in truth, there's really one of the elements of a sale is a consideration.

Now, if there's no consideration, then it could be invalidated. In fact, during the time of BIR Commissioner Jacinto-Henares, it was really something that she wanted to crack down on. So she made it a point to really investigate the capacity to pay off so-called buyers. Okay, so if ever they find that there's no capacity, they assess additional taxes that need to be paid.

That's very useful Atty. Ramon, do you have any other tips for our viewers and listeners? Yes. Okay. So I hope I answered your question. So, sale or donation, the answer is, what's the truth? Go with that. You can never go wrong. It has the same tax rate. Okay. As a bonus tip.

Even this whole concept of transferring land to your kids to avoid paying so much estate taxes, later on, may no longer be such a good idea. Why? Because before, similar to the donor's tax, the estate tax rates would again be based on a graduated scale and the maximum, which would be around twenty percent. Okay. So it's a pretty big chunk that goes to taxes.

So and again, that was before. That's why a lot of people avoided it by "I'm gonna transfer it to my child so that there's no problem" but now under the train law, that is also six percent as well. So it's all the same level now: donation, sale, and estate are six percent. Same rate. Thank you. Thank you, legislators. Okay. And also another reason why I'd say probably doing that kind of tax planning is no longer as good as an idea as it was before is because we will be letting go of deductions.

Because the deductions have changed. Yes. It is much more beneficial now for the heirs. Yeah. So as opposed to CGT also and donor's tax where there's no deduction, the estate tax has deductions. Okay, so it might not be anymore that good of an idea. Again, you want to consult your lawyer on that. Or if you want a very quick intro on estate laws, you might want to consider info.legalguide.ph/estate to learn more. So that's it Atty. Ramon, thank you so much for all of those points.

And to recap guys, we've gone through a lot. First off, we talked about what is a sale and what is a donation. In its simplest terms, the two B's: "buy and bestow", choose which applies. Now, number two is we talked about why was there such a big fuss between sale or donation? Why was it like choose your own adventure for some people? And we went through the history that the tax rate was different before. So to take advantage, people chose the mode which was more beneficial to them.

Third, we talked about does it still apply today? Apparently not with the introduction of the train law, the tax rates are all equal. And as a result, if the tax is the same, have the contract reflect what is your original intent. Yes. And finally, we had a bonus tip. Pre-transferring your properties may no longer be such a good idea. Why? The allowable deductions changed under the estate law, it may be cheaper to pay estate tax instead of transferring it while you are alive.

Additional Resources

Now, if you want to learn more about how to transfer land in the Philippines, please go to info.legalguide.ph/land to learn more. And if you want to use to tackle your question in our show, go to legalguide.ph and click the submit topic button. Next, we would like to know what's your biggest takeaway from today's video. Write it down in the comments and let's talk about it. And if you feel we've earned a good rating, please give us a like and a subscribe. It gives us feedback that we're doing a good job and encourages us to make more videos. One last thing guys, trying to trick the government by concealing or simulating contracts just to save on a few thousand, hundreds, or even millions is very often a short-sighted strategy that can definitely bite you in the ass later on.

Many times cheating the government of its taxes by simulating contracts, or whatnot stems from merely a lack of understanding or lack of preparation and lack of planning. We can always educate ourselves, research, discuss, or even consult someone. Now, let's give our country what it's due by paying the right taxes, let's influence our leaders in government by being honest in all our dealings and transactions.

So wasn't that simple? Now go make better choices.

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Deed of Assignment: Everything You Need to Know

A deed of assignment refers to a legal document that records the transfer of ownership of a real estate property from one party to another. 3 min read updated on January 01, 2024

Updated October 8,2020:

A deed of assignment refers to a legal document that records the transfer of ownership of a real estate property from one party to another. It states that a specific piece of property will belong to the assignee and no longer belong to the assignor starting from a specified date. In order to be valid, a deed of assignment must contain certain types of information and meet a number of requirements.

What Is an Assignment?

An assignment is similar to an outright transfer, but it is slightly different. It takes place when one of two parties who have entered into a contract decides to transfer all of his or her rights and obligations to a third party and completely remove himself or herself from the contract.

Also called the assignee, the third party effectively replaces the former contracting party and consequently assumes all of his or her rights and obligations. Unless it is stated in the original contract, both parties to the initial contract are typically required to express approval of an assignment before it can occur. When you sell a piece of property, you are making an assignment of it to the buyer through the paperwork you sign at closing.

What Is a Deed of Assignment?

A deed of assignment refers to a legal document that facilitates the legal transfer of ownership of real estate property. It is an important document that must be securely stored at all times, especially in the case of real estate.

In general, this document can be described as a document that is drafted and signed to promise or guarantee the transfer of ownership of a real estate property on a specified date. In other words, it serves as the evidence of the transfer of ownership of the property, with the stipulation that there is a certain timeframe in which actual ownership will begin.

The deed of assignment is the main document between the seller and buyer that proves ownership in favor of the seller. The party who is transferring his or her rights to the property is known as the “assignor,” while the party who is receiving the rights is called the “assignee.”

A deed of assignment is required in many different situations, the most common of which is the transfer of ownership of a property. For example, a developer of a new house has to sign a deed of assignment with a buyer, stating that the house will belong to him or her on a certain date. Nevertheless, the buyer may want to sell the house to someone else in the future, which will also require the signing of a deed of assignment.

This document is necessary because it serves as a temporary title deed in the event that the actual title deed for the house has not been issued. For every piece of property that will be sold before the issuance of a title deed, a deed of assignment will be required.

Requirements for a Deed of Assignment

In order to be legally enforceable, an absolute sale deed must provide a clear description of the property being transferred, such as its address or other information that distinguishes it from other properties. In addition, it must clearly identify the buyer and seller and state the date when the transfer will become legally effective, the purchase price, and other relevant information.

In today's real estate transactions, contracting parties usually use an ancillary real estate sale contract in an attempt to cram all the required information into a deed. Nonetheless, the information found in the contract must be referenced by the deed.

Information to Include in a Deed of Assignment

  • Names of parties to the agreement
  • Addresses of the parties and how they are binding on the parties' successors, friends, and other people who represent them in any capacity
  • History of the property being transferred, from the time it was first acquired to the time it is about to be sold
  • Agreed price of the property
  • Size and description of the property
  • Promises or covenants the parties will undertake to execute the deed
  • Signatures of the parties
  • Section for the Governors Consent or Commissioner of Oaths to sign and verify the agreement

If you need help understanding, drafting, or signing a deed of assignment, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.

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Content Approved by UpCounsel

  • Define a Deed
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  • Contract for Deed in Texas
  • Assignment Law
  • Deed Contract Agreement
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  • Legal Assignment
  • Deed vs Agreement
  • Assignment Legal Definition
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Deed of Assignment (for Intellectual Property)

a formal legal document used to transfer all rights

In the realm of intellectual property, a Deed of Assignment is a formal legal document used to transfer all rights, title, and interest in intellectual property from the assignor (original owner) to the assignee (new owner). This is crucial for the correct transfer of patents, copyrights, trademarks, and other IP rights. The deed typically requires specific legal formalities, sometimes notarization, to ensure it is legally enforceable.

To be legally effective a deed of assignment must contain:

  • Title of the Document : It should clearly be labeled as a "Deed of Assignment" to identify the nature of the document.
  • Date : The date on which the deed is executed should be clearly mentioned.
  • Parties Involved : Full names and addresses of both the assignor (the party transferring the rights) and the assignee (the party receiving the rights). This identifies the parties to the agreement.
  • Recitals : This section provides the background of the transaction. It typically includes details about the ownership of the assignor and the intention behind the assignment.
  • Definition and Interpretation : Any terms used within the deed that have specific meanings should be clearly defined in this section.
  • Description of the Property or Rights : A detailed description of the property or rights being assigned. For intellectual property, this would include details like patent numbers, trademark registrations , or descriptions of the copyrighted material.
  • Terms of Assignment : This should include the extent of the rights being transferred, any conditions or limitations on the assignment, and any obligations the assignor or assignee must fulfill as part of the agreement.
  • Warranties and Representations : The assignor typically makes certain warranties regarding their ownership of the property and the absence of encumbrances or third-party claims against it.
  • Governing Law : The deed should specify which jurisdiction's laws govern the interpretation and enforcement of the agreement.
  • Execution and Witnesses : The deed must be signed by both parties, and depending on jurisdictional requirements, it may also need to be witnessed and possibly notarized.
  • Schedules or Annexures : If there are detailed lists or descriptions (like a list of patent numbers or property descriptions), these are often attached as schedules to the main body of the deed.

Letter of Assignment (for Trademarks and Patents)

Letter of Assignment

This is a less formal document compared to the Deed of Assignment and is often used to record the assignment of rights or licensing of intellectual property on a temporary or limited basis. While it can outline the terms of the assignment, it may not be sufficient for the full transfer of legal title of IP rights. It's more commonly used in situations like assigning the rights to use a copyrighted work or a trademark license.

For example, company X allows company Y to use their trademark for specific products in a specific country for a specific period.  

At the same time, company X can use a Letter of Assignment to transfer a trademark to someone. In this case, it will be similar to the Deed of Assignment. 

Intellectual Property Sales Agreement

Intellectual Property Sales Agreement

An IP Sales Agreement is a detailed contract that stipulates the terms and conditions of the sale of intellectual property. It covers aspects such as the specific rights being sold, payment terms, warranties regarding the ownership and validity of the IP, and any limitations or conditions on the use of the IP. This document is essential in transactions involving the sale of IP assets.

However, clients usually prefer to keep this document confidential and prepare special deeds of assignment or letter of assignment for different countries.

IP Transfer Declaration

IP Transfer Declaration

In the context of intellectual property, a Declaration is often used to assert ownership or the originality of an IP asset. For example, inventors may use declarations in patent applications to declare their invention is original, or authors may use it to assert copyright ownership. It's a formal statement, sometimes required by IP offices or courts.

When assigning a trademark, the Declaration can be a valid document to function as a proof of the transfer. For example, a director of company X declares that the company had sold its Intellectual Property to company Y. 

Merger Document

Merger Document

When companies or entities with significant IP assets merge, an IP Merger Document is used. This document outlines how the intellectual property owned by the merging entities will be combined or managed. It includes details about the transfer, integration, or handling of patents, copyrights, trademarks, and any other intellectual property affected by the merger.

In all these cases, the precise drafting of documents is critical to ensure that IP rights are adequately protected and transferred. Legal advice is often necessary to navigate the complexities of intellectual property laws.

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A Guide to Deeds of Gift brochure cover

Donors of historical materials   are individuals or organizations that give materials to repositories, including historical societies, archives, or special collections libraries. Donated materials often include papers, records, and digital material documenting personal lives and family history or the history of organizations such as businesses, community associations, and religious groups. Repositories are administered by professional archivists, curators, or librarians, who assemble these materials, preserve them, and make them available for research. The relationship between you—as a donor—and a repository must be based on a common understanding of your wishes and the ability of the repository to carry out its mission and responsibilities. You should review the materials being offered for donation with the archivist or curator and discuss the repository’s policies and procedures for the care and use of donated materials. Most repositories have a collecting policy that informs their decisions about what they can accept. If both parties agree that the repository is an appropriate place for preservation of the materials, then both parties sign a deed of gift.

The Deed of Gift

The deed of gift is a formal and legal agreement between the donor and the repository that transfers ownership of and legal rights to the donated materials. A legal agreement is in the best interest of both donor and repository. After discussion and review of the various elements of the deed, the donor or donor’s authorized agent and a representative of the repository both sign it. The signed deed of gift establishes and governs the legal relationship between donor and repository and the legal status of the materials.

The Elements of a Deed of Gift

Various elements are essential to a deed of gift; others may be specific to the repository to which the materials are donated. The typical deed of gift identifies the donor, describes the materials, transfers legal ownership of the materials to the repository, establishes provisions for use, specifies ownership of intellectual property rights, and indicates disposition of unwanted materials. If you have any questions about the language of the deed of gift, ask for an explanation from the archivist or curator or from your attorney.

Name of the Donor and the Recipient

If you created and/or collected the materials you are donating, all that is needed in this section is your full legal name. If you are acting on behalf of someone else who created and/or collected the materials, include information about your relationship to that person or entity. You might note, for example, a sister, niece, son, or business agent. If you are not the creator of the materials, the repository may ask you for verification that you have the legal authority to donate them. The repository will provide its full name as the recipient.

Title and Description of the Materials Donated

This is generally a summary, such as “John Doe Papers,” or “Records of the First Baptist Church of Detroit,” and is written by the repository staff in consultation with the donor. The repository may wish to be more specific in describing the materials or append a detailed listing of the materials to the agreement.

Transfer of Ownership

In this section, the donor formally agrees to transfer legal ownership and physical custody of the materials, including future donations, to the repository. The deed will specify a point in time when the materials become the legal property of the repository (usually upon signing the deed or upon physical transfer of the materials to the repository). The repository will manage and care for them according to accepted professional standards and its mission and objectives.

Repositories prefer to accept materials through transfer of ownership. The cost of storing, preserving, and making collections available for research is so high that repositories generally can afford to do so only for materials they own. Most repositories do not accept materials on loan; those that do will generally not accept them without a legal deposit agreement outlining the terms and fixed duration of the loan. If you are donating materials that were created in digital formats, the repository may make it a condition of the gift that you not donate the same files to another repository.

After transfer of ownership, the staff of the repository will review the materials and may find that there is a reason to reformat some or all of those materials. For example, long-term preservation of fragile materials is a primary reason for microfilming, digitizing, creating multiple digital versions, or copying materials for use by researchers. The repository may also publicly present the digital versions on its website to the extent allowed under copyright law. Unless you note to the contrary in the gift agreement, when you transfer legal ownership of your materials to the repository, you agree that the staff may make reformatting and display decisions.

The archivist or curator will discuss with you the means by which your collection can be transported to the repository. In some cases this will involve a visit by an archivist or curator to your home or office. The repository may prefer to capture digital material directly from your computer. Part of that process is discussing how you use your computer in your work or personal life, including organization, file names, and file storage, especially storage in places other than your personal computer. The archivist or curator will need to know the current location of all the digital material that you wish to donate, such as backup disks or thumb drives, other computing devices, networked or cloud storage, or on the Internet.

Access to the Collection

deed of assignment vs deed of donation

  An essential mission of repositories is to make their collections open and available for research use. They accomplish this because most donors do not limit access to donated materials. There may be instances, however, when a donor or repository feels it is appropriate to restrict access to all or a portion of the materials for a limited and clearly stated period of time.

If the materials you donate contain student records, financial records, medical records, or legal case files relating to third parties (individuals other than you, your immediate ancestors, or your organization), federal or state privacy laws may apply. If you know that such materials exist, bring this to the attention of the archivist or curator. You may request that the archivist or curator discuss with you any such materials that the repository discovers during cataloging.

Be aware that any digital materials that you donate, including computers, computer disks, and other digital storage media, may contain passwords, web browsing history, other users’ files, and copies of seemingly deleted files. Whether or not these files are apparent to researchers will depend on the initial method of transfer and on the reposi-tory’s access policies and procedures for handling digital material, which may change over time as technology evolves. Discuss any concerns about deleted content with the archivist or curator.

If your concerns go beyond these types of materials, explain them to the archivist or curator, and be as specific as possible when you discuss the papers or records you want to restrict. If needed, the archivist or curator will work with you to arrive at language regarding a restriction for a limited time that is acceptable to you and which can be enforced by the repository.

Transfer of Intellectual Property Rights

When you sign the gift agreement, you transfer legal ownership of the physical and/or digital materials you donate. Ownership of intellectual property rights (primarily copyright, but including trademarks and patent rights) may also be legally transferred by the deed of gift. Copyright generally belongs to the creator of writings or other original material, such as photographs or music. Donors are encouraged to transfer to the repository all rights they possess in the donated materials; this assists researchers in their scholarship by making it easier to quote from or publish documents. If you wish to retain all or a portion of the intellectual property rights you own, you may include such a provision in the deed of gift, but you and the archivist or curator should agree on a date when full rights will be transferred to the repository. A separate license for digital content, distinct from copyright ownership, may help a repository to manage the preservation and use of that content. You cannot transfer ownership of rights to the works of others, such as letters written to you by others, included in the materials you donate.

Under the terms of U.S. Copyright Law, repositories may provide copies of items in their collections for scholarly research use, regardless of who owns the copyright. Under the “fair use” exemption, the law permits that researchers may publish portions of an item under copyright. Permission to publish or quote extensively from the material must still be obtained from the copyright holder. To learn more about copyright, see www.copyright.gov or ask your attorney.

Separations

In the course of arranging and describing the materials you donate, the repository’s staff will retain substantive materials of enduring historic value and separate out those materials that are duplicative or outside the collecting scope of the repository. Discuss with the archivist or curator your preferences for the disposition of separated materials and arrive at an agreement that can be stated in the deed of gift. Options include shredding out-of-scope materials, transferring them to another repository, or returning them directly to you. These options can be spelled out in the deed of gift.

Other Elements

Repositories vary widely in the kinds of materials they collect, the users they serve, and the facilities in which they preserve materials and make them available for research. As a result, a repository may require or permit the deed of gift to contain language related to a wide range of other issues. If you have any questions or concerns about what is or is not included in a deed of gift, it is important that you raise these with the archivist or curator before signing the agreement. Although a repository may not be able to accommodate a specific request, it is best to discuss all relevant issues.

Signing the Deed

deed of assignment vs deed of donation

It is important to sign the deed of gift as soon as you and the archivist or curator have discussed and agreed on its provisions. Few repositories will accept a collection without a signed deed of gift. If necessary, the deed of gift can be amended if both sides concur. Amendments should be signed and dated by both the donor and the repository’s representative.

Tax Deductions

In certain circumstances, it may be possible for a donor to take a tax deduction for the donation of a collection to a repository. Speak with your tax accountant or attorney about this possibility. Archivists cannot give tax advice, nor are they permitted to appraise the monetary value of a collection that is under consideration for donation to their repository. The archivist may be able to provide you with a list of local manuscript appraisers who can (for a fee) make monetary appraisals. It is up to you, as the donor, to arrange and pay for any such appraisal.

Lasting Benefits

The deed of gift confirms a legal relationship between the donor and repository that is based on a clearly articulated and common understanding. This relationship ensures that the donated materials, which help illuminate our past and its influence on us, are preserved and made available to future generations.

deed of assignment vs deed of donation

This work is licensed under a  Creative Commons Attribution 4.0 International License .

Originally prepared in the 1990s as a joint project of the Manuscript Repositories Section and Acquisitions and Appraisal Section of the Society of American Archivists (SAA). Christine Weideman served as principal author. Revised in 2013 by SAA’s Manuscript Repositories, Acquisitions and Appraisal, and Electronic Records sections. Images in print edition of brochure courtesy of Atlanta University Center Robert W. Woodruff Library; Beinecke Rare Book and Manuscript Library, Yale University; Carleton College Archives; Daily Herald, Lehi, Utah; Boy Scouts of America; Girl Scouts of Western Ohio; Labor Archives and Research Center, San Francisco State University; Louis Round Wilson Special Collections Library, University of North Carolina at Chapel Hill; Louisiana State University Libraries Special Collections; National Archives and Records Administration; New York Transit Museum; The Newberry Library; Raynor Memorial Libraries, Marquette University; iStockphoto; Bob Dylan/Grateful Dead concert staff pass © Wolfgang’s Vault.

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What Is the Difference Between the Deed of Absolute Sale and the Deed of Assignment?

Deeds are generally used to prove a transfer of real estate.

Deeds are generally used to prove a transfer of real estate.

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More Articles

  •   1. Certificate of Title Vs. Deed
  •   2. Assignment of Deed of Trust Vs. Deed or Grant Deed
  •   3. What Is a Quitclaim Assignment?

The deed of absolute sale, which is used in most real estate purchases, transfers property without any conditions beyond satisfaction of the purchase price. A deed of assignment, by contrast, can be used any time one party wants to transfer contractual rights to another. Deeds of assignment are common between mortgage lenders.

The difference between a deed of sale and a deed of assignment is that the deed of sale is used once and has no conditions other than the purchase price of the property, while the deed of assignment can be used anytime to transfer contractual rights from one party to another.

Absolute Sale Deeds

The deed of absolute sale is used in many real estate sales. A deed is a document that states that one party is transferring his real estate property rights to another. The deed proves the transfer, but, if properly recorded with the county recorder, it serves to give other prospective purchasers notice that all of the seller's rights in the property have now passed on to another party. An "absolute sale" deed is defined by having no conditions attached to the sale except the buyer's payment of the purchase price. When the seller signs and delivers the absolute sale deed, this is generally recognized by law as the moment of sale.

Deed Requirements

To be valid, an absolute sale deed must clearly describe the property being transferred, either by address or other distinguishing information. The deed must also clearly identify the seller and purchaser, the date on which the transfer becomes legally effective and pertinent information such as the purchase price. In modern real estate transactions, the parties often get around trying to cram all of this information into the deed by having an ancillary real estate sales contract. However, the deed must reference the information contained in the contract.

Understanding Assignment

Assignment is slightly different from an outright transfer. An assignment occurs when two parties are in a contractual relationship and one party wants to give all of his contractual rights to a third party and entirely remove himself from the contract. The new party, known as the "assignee," effectively replaces the old contracting party, taking on not only his rights under the contract but his obligations as well. Typically, unless the original contract states otherwise, both parties to the original contract must approve an assignment before it can take place.

Deed of Assignment

The deed of assignment is the document used to transfer the contracting party's rights. The parties may also choose to accomplish assignment via an assignment contract. In real estate, the deed of assignment often shows up in mortgage transactions. Mortgage lenders hold certain rights to property, notably the right to foreclose if the borrower fails to make payments. Lenders frequently wish to sell or purchase rights in a mortgaged property. The deed of assignment transfers or "assigns" the seller's rights in the property to another lender.

  • U.S. Legal: Absolute Sale Law and Legal Definition
  • U.S. Legal: Assignments
  • NOLO: What's the Difference Between a Mortgage Assignment and an Endorsement (Transfer) of the Note?
  • The Free Dictionary: Absolute Deed
  • Reference: What Is a Deed of Assignment?

Erika Johansen is a lifelong writer with a Master of Fine Arts from the Iowa Writers' Workshop and editorial experience in scholastic publication. She has written articles for various websites.

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Certificate of title vs. deed, assignment of deed of trust vs. deed or grant deed, what is a quitclaim assignment, warranty deed vs. deed of trust, what are instruments of conveyance & transfer, what is the redemption period in tennessee, is it necessary to have an attorney at closing in florida, what is an assignment of trust deed, what is an authorization to release from a short sale, the seller's rights in a land contract mortgage, foreclosure right of redemption & tenant's rights in maryland, what does the 45 days mean on the short sale addendum.

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deed of assignment vs deed of donation

Understanding a deed of assignment for intellectual property

A deed of transfer is used to change the ownership of intellectual property, a common occurrence in business. Explore how and when to use one.

Find out more about intellectual property basics

deed of assignment vs deed of donation

by   Brette Sember, J.D.

Brette Sember, J.D., practiced law in New York, including divorce, mediation, family law, adoption, probate and estat...

Read more...

Updated on: January 22, 2024 · 3min read

Understanding intellectual property in business

How to transfer intellectual property rights in business, what to include in a deed of assignment, registering new ownership, restrictions on intellectual property transfers.

Most companies have intellectual property as part of their assets, including software, product design, or copyright to white papers. Buying or selling such property is done using a document called a deed of assignment.

Illustrations and graphics surrounding the words "Intellectual Property"

A large part of what a business consists of may be tied to intellectual property . It's easy to see physical property a company owns, such as a building, office furniture, or inventory, but intellectual property can be more challenging to identify.

Most businesses have intellectual property, or works created by human minds or, in some cases, by computers. Some examples of intellectual property include architectural drawings, ad campaigns, company or product names, inventions, and source code.

Examples of when transfers of intellectual property might happen include when a company is buying another company, when you are setting up an LLC and want to transfer your intellectual property into the company, or when a business buys product rights from another company or individual.

A deed of assignment can be done in one transaction, instead of one transaction for each item of intellectual property, by transferring all ownership rights of all intellectual property detailed in the deed. The document is signed by both the buyer and seller. No payment is required for it to be valid.

A deed of assignment must be in writing and should include:

  • The names and addresses of the assignor and assignee
  • A description of the program or product for which the rights are being transferred
  • A statement that all intellectual property rights to the property are being transferred
  • Signatures of the parties and the date of the agreement execution

The deed could also include the following sections, where applicable:

  • Consideration, or payment, to be made to the original owner.
  • Warranties, or promises that the intellectual property rights being assigned don't infringe on anyone else's intellectual property rights . For example, in a deed regarding the transfer of a copyright, this section could state that the copyrighted work is original and not owned by someone else.
  • Indemnification, or promise by the seller to reimburse the assignee if there is some problem with title to the property.
  • Future assignments. For example, the agreement could be ongoing, so that anything the assignor creates in the future for this product or program is also transferred to the buyer.

Although a deed of assignment transfers ownership in intellectual property , it does not change the registration of the ownership. The assignee is responsible for handling all registration requirements.

For example, if a patent is transferred via a deed of assignment, the new owner must record the change in ownership with the U.S. Patent and Trademark Office. Similarly, the transfer of a copyright is recorded with the U.S. Copyright Office.

Transfers of intellectual property must comply with U.S. laws. One obvious caveat is that you can't transfer property you don't own. Transfers must also comply with antitrust laws, which are set up to prevent one company from completely dominating an industry.

If intellectual property rights are being transferred overseas, the transfer must comply with Export Administration Regulations and the International Traffic in Arms Regulations , which are designed to protect national security and trade.

The deed of assignment can be a crucial part of a business deal or transaction. You can create a deed of assignment yourself, or you can work with an attorney .

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Deed of Assignment and Transfer of Rights [Parts and Template]

Deed of Assignment and Transfer of Rights (Parts and Template)

A Deed of Assignment and Transfer of Rights is a legal document used when a person or a company who originally was a party to a contract (also known as the assignor or transferor) transfers his or its rights under the contract to another party (the assignee or transferee).

Accordingly, when the Deed of Assignment and Transfer of Rights has been drafted on the basis that in the original contract there is no prohibition to or restriction on assignment, and hence signed by both parties, it can be consequently assigned without the other contracting party’s consent.

In this article, I’ll try to dissect a sample Deed of Assignment and Transfer of Rights of a St. Peter Life Plan and provide descriptions of its fundamental elements or parts. As drafting a deed requires abundant caution, presence of mind, and knowledge of property and other allied laws, I highly advise that you seek help from experts and experienced in legal transactions.

Parts of a Deed of Assignment and Transfer of Rights

[1] Title of Deed . As implied above, deeds come in different forms and types. Check if the document and the first section displays the title – Deed of Assignment and Transfer of Rights. Conventionally, the first paragraph runs:

  KNOW ALL MEN BY THESE PRESENTS:

This deed, made and entered made and entered into this 13 rd day of January 2018 at the City of Manila, by and between:

[2] Parties Involved . A Deed of Assignment and Transfer of Rights must contain accurate information about the identities of the assigning and assigned parties. Other information such as age legality, citizenship, and postal address must be included, just as seen below:

Juan De la Cruz, Filipino citizen, of legal age, married to Josefina De la Cruz, and with residence and postal address at 123 Kasiglahan Street, Karangalan Village, Dela Paz, Pasig City, Philippines, hereinafter referred to as the “ASSIGNOR/TRANSFEROR”

Sebastian Maliksi, Filipino citizen, of legal age, single, and with residence and postal address at 456 Kasimanwa Street, Karangalan Village, Dela Paz, Pasig City, Philippines, hereinafter referred to as the “ASSIGNEE/TRANSFEREE”

[3] Contract Details . A Deed of Assignment and Transfer of Rights must contain a detailed description of the contract, hence in the context here – St. Peter Traditional Life Plan (St. Anne) contract and the Life Plan Agreement (LPA) Number:

WHEREAS, the ASSIGNOR/TRANSFEROR is the owner of life / memorial plan contract which is identified as St. Peter Traditional Life Plan (St. Anne), with Life Plan Agreement No. 123456;

[4] Contract Assignment and Transfer Agreement . As one of the most important and critical parts, this specifies the terms and conditions of the agreement. See sample below:

WHEREAS, for and in consideration of the value of the plan and out of accommodation and assistance for the ASSIGNEE/TRANSFEREE, the ASSIGNOR/TRANSFEROR is assigning and transferring all his/her rights and interests over the Life Plan mentioned in the immediately preceding paragraph to the ASSIGNEE/TRANSFEREE;

NOW, therefore for and in consideration of forgoing premises, the parties hereto have agreed on the following terms and conditions, to wit;

THE ASSIGNOR/TRANSFEROR, hereby waives all his / her rights and interests in the subject life plan in favor of the ASSIGNEE/TRANSFEREE. It is understood that when the Life Plan is assigned / availed of, then all obligations of St. Peter Life Plan, Inc. are fulfilled and discharged.

As a consequence of this assignment / transfer of rights, the ASSIGNEE/TRANSFEREE hereby assumes all the obligations and accountabilities of the ASSIGNOR/TRANSFEROR to St. Peter Life Plan, Inc. in connection with the life plan contract which it issued to the latter.

The ASSIGNEE/TRANSFEREE obligates and / or undertakes to comply with and abide by the requirements which St. Peter Life Plan Inc. may impose in connection with the purchase, possession, and use of the said Life Plan particularly the requirement that it should be fully paid before the memorial service could be availed of pursuant to the Life Plan.

[5] Execution . Once the Deed of Assignment and Transfer of Rights is drafted, the parties involved shall execute it by affixing their signatures. Other than the assigning and assigned parties, witnesses should also sign all the pages of the document. In addition, the deed shall be acknowledged and notarized by a legal practitioner.

IN WITNESS WHEREOF the parties have hereunto set their hands on the date and place first above written.

[  Assignor/Transferor]                           [Assignee/Transferee]

SIGNED IN THE PRESENCE OF:

[Witness]                                                    [Witness]

Disclaimer: Although much effort has been exerted in the creation of this article, the author disclaims any legal expertise and does not guarantee the accuracy and legitimacy of any or all of the information. Hence, it is advised that you consult with professionals such as insurance brokers and lawyers before engaging in legal transactions.    

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Deed of Assignment | Assignor | Assignee

Assign your property to another with a "deed of assignment".

Transfer your property to another person

Last updated on 16 November 2023

1. What is a Deed of Assignment? 

A Deed of Assignment is a contract where the owner (the “assignor”) transfers ownership over property to another person (the “assignee”) by way of assignment. The assignee steps into the shoes of the assignor and assumes all the rights and obligations to the property.

2. When do you need a Deed of Assignment?

A Deed of Assignment is used when the owner wants to transfer ownership (and the rights and obligations) over property to another person.

3. What information do you need to create the Deed of Assignment?

To create your Deed of Assignment you’ll need the following minimum information:

  • The type of assignor (e.g. individual or business) as well as name and details (e.g. nationality and address).
  • The type of assignee (e.g. individual or business) as well as name and details (e.g. nationality and address).
  • Brief description of the property to be assigned.

4.  How much is the document?

The document costs PHP 400 for a one-time purchase. Once purchased you have unlimited use and revisions of this type of document.

You can also avail of Premium subscription at PHP 1,000 and get (a) unlimited use of our growing  library  of documents (from affidavits to contracts); and (b) unlimited use of our “ Ask an Attorney ” service, which lets you consult an expert lawyer anytime for any legal concern you have.

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deed of assignment vs deed of donation

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DEED OF ASSIGNMENT: EVERYTHING YOU NEED TO KNOW.

A Deed of Assignment refers to a legal document in which an assignor states his willingness to assign the ownership of his property to the assignee. The Deed of Assignment is required to effect a transfer of property and to show the legal right to possess it. It is always a subject of debate whether Deed of Assignment is a contract; a Deed of Assignment is actually a contract where the owner (the “assignor”) transfers ownership over certain property to another person (the “assignee”) by way of assignment. As a result of the assignment, the assignee steps into the shoes of the assignor and assumes all the rights and obligations pertaining to the property.

In Nigeria, a Deed of Assignment is one of the legal documents that transfer authentic legal ownership in a property. There are several other documents like a deed of gifts, Assent, etc. However, this article focuses on the deed of assignment.

It is the written proof of ownership that stipulates the kind of rights or interests being transferred to the buyer which is a legal interest.

Read Also: DIFFERENCE BETWEEN TRANSFER OF PROPERTY THROUGH WILLS AND DEED OF GIFT

CONTENTS OF A DEED OF ASSIGNMENT

Content of a Deed of Assignment matters a lot to the transaction and special skill is needed for a hitch-free transaction. The contents of a deed of assignment can be divided into 3 namely; the introductory part, the second (usually the operative part), and the concluding part.

  • THE INTRODUCTORY PART: This part enumerates the preliminary matters such as the commencement date, parties in the transaction, and recitals. The parties mentioned in the deed must be legal persons which can consist of natural persons and entities with corporate personality, the name, address, and status of the parties must be included. The proper descriptions of the parties are the assignor (seller) and assignee (buyer). The Recitals give the material facts constituting the background to the current transaction in chronological order.
  • THE SECOND PART (USUALLY THE OPERATIVE PART): This is the part where the interest or title in the property is actually transferred from the assignor to the assignee. It is more like the engine room of the deed of assignment. The operative part usually starts with testatum and it provides for other important clauses such as the consideration (price) of the property, the accepted receipt by the assignor, the description of the property, and the terms and conditions of the transaction.
  • The testimonium : this shows that all the parties are involved in the execution of the deed.
  • Execution : this means signing. The capacity of the parties (either individual, corporate bodies, illiterates) is of great essence in the mode of execution.  It is important to note that the type of parties involved determines how they will sign. Example 2 directors or a director/secretary will sign if a company is involved. In the same way, if an association, couple, individual, illiterate, family land (omonile), firm, unregistered association, etc. is involved the format of signature would be different.
  • Attestation : this refers to the witnessing of the execution of the deed by witnesses.

For a Deed of Assignment to be effective, it must include a column for the Governor of the state or a representative of the Government where the property is, to sign/consent to the transaction. By virtue of Sec. 22 of the Land Use Act, and Sec. 10 Land Instrument Registration Law, the Governor must consent to the transaction.

Do you have any further questions? feel free to call Ibejulekkilawyer on 08034869295 or send a mail to [email protected] and we shall respond accordingly.

Disclaimer: The above is for information purposes only and should not be construed as legal advice. Ibejulekkilawyer.com (blog) shall not be liable to any person(s) for any damage or liability arising whatsoever following the reliance of the information contained herein. Consult us or your legal practitioner for legal advice.

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Deed of Assignment vs Novation: A Comprehensive Guide

Home > Uncategorized > Deed of Assignment vs Novation: A Comprehensive Guide

  • April 17, 2023

Deed of assignment and novation are two legal tools used to transfer contractual rights and obligations from one party to another. While both serve similar purposes, they differ in their implications and the extent of the transfer of rights and obligations. In this comprehensive guide, we will explore the key differences between the deeds of assignment and novation and provide insights into their respective uses.

Table of Contents

Deed of assignment and novation.

In the world of legal contracts, there are various tools available to transfer rights and obligations from one party to another. Two commonly used tools are deeds of assignment and novation. Both legal tools allow parties to transfer rights and obligations under a contract, but there are some differences between them.

A deed of assignment is a legal document that transfers the rights and obligations of one party to another party. It is often used in situations where one party wants to transfer its rights or obligations under a contract to another party without changing any other terms of the original contract. For example, if a homeowner wants to transfer their rights and obligations under a construction contract to a new contractor, they can use a deed of assignment to do so.

On the other hand, novation is a legal mechanism that allows parties to transfer both the rights and obligations of one party to another, and simultaneously replace one party in the original contract with a new party. In other words, novation replaces one party to the contract with another party, whereas a deed of assignment does not replace any party to the contract.

Novation is commonly used in situations where there is a change in ownership of a business or where a contractor wants to transfer its contractual obligations to a subcontractor. The novation process involves three parties: the original parties to the contract, the incoming party who will take over the obligations, and the outgoing party who will be released from their obligations.

In the following sections, we will delve deeper into the differences between the deeds of assignment and novation and explain how each legal tool works in practice.

Differences Between Deed of Assignment and Novation

When it comes to transferring rights and obligations under a contract, two legal tools commonly used are deeds of assignment and novation. Although both mechanisms involve the transfer of rights and obligations, they differ in various aspects, including the impact on the original contract and the consent required from the involved parties.

Rights and Obligations

Under a deed of assignment, the assignor transfers their rights and obligations to the assignee, but the original contract remains in force. In contrast, novation involves the creation of a new contract in which the original contract is extinguished, and a new contract is formed between the transferor, the transferee, and the obligor.

Original Contract

A deed of assignment does not affect the original contract between the assignor and the obligor, and the obligor must still perform their obligations to the assignee. In contrast, novation extinguishes the original contract, and the obligor’s obligations are owed to the transferee under the new contract.

New Contract or Deed

A deed of assignment does not require the creation of a new contract or deed, as the original contract remains in force. However, novation requires the creation of a new contract or deed, as the original contract is extinguished.

Consent Requirements

For a deed of assignment to be effective, the assignor must provide notice of the assignment to the obligor, but the obligor’s consent is not required. In contrast, novation requires the consent of all parties involved, including the transferor, the transferee, and the obligor.

It is crucial to understand the differences between a deed of assignment and a novation to choose the appropriate legal tool for transferring rights and obligations. Consider seeking legal advice before deciding which mechanism to use.

Novation in Detail

Novation is a legal process that transfers rights and obligations from one party to another. It differs from a deed of assignment in that it involves the substitution of a new party for an original party, rather than just the transfer of rights.

How a Novation Works

Novation requires the consent of all parties involved, including the new party that is taking on the rights and obligations. The process involves the following steps:

  • Agreement: The parties involved must agree to the novation and the terms of the new arrangement.
  • Documentation: A novation agreement must be drafted and signed by all parties involved.
  • Communication: All relevant parties, such as banks or insurers, must be informed of the novation and give their consent.
  • Implementation: The novation takes effect once all parties have signed the agreement and the necessary documentation has been completed.

Advantages and Disadvantages of Novation

There are several advantages to using novation in various situations, such as:

  • It allows for the substitution of parties without the need for a new contract.
  • It can simplify complex contractual arrangements.
  • It can allow for a transfer of obligations to a party better equipped to fulfil them.

However, novation also has some potential drawbacks, such as:

  • It requires the consent of all parties involved, which can be difficult to obtain.
  • It can result in the loss of important rights or benefits for the original party.
  • It can be more expensive and time-consuming than other legal tools.

Examples of Novation

Examples of novation include:

  • When a new contractor takes over a construction project from the original contractor, assuming all the rights and obligations under the original contract.
  • A subcontractor is working on a construction project for a main contractor. The subcontractor wants to assign the contract to another subcontractor due to financial difficulties. The main contractor agrees to novate the contract to the new subcontractor, who then takes over the subcontractor’s obligations and responsibilities.
  • An engineering firm is contracted by a city to design and construct a new road. The engineering firm decides to sell the design and construction contract to another firm. The city agrees to novate the contract to the new firm so that the new firm can complete the project.
  • A supplier has a contract with a contractor to supply building materials for a construction project. The supplier decides to sell the business to another company. The contractor agrees to novate the contract to the new company so that the new company can fulfil the supplier’s obligations under the contract.

Assignment in Detail

When a party to a contract transfers their rights and obligations to a third party, this is referred to as an assignment. The process of assignment is less complex than that of novation, as it does not require the formation of a new contract. Instead, a contract that already exists between two parties is simply transferred to a third party. Here are some details of the assignment:

How an Assignment Works

The process of assignment generally involves the following steps:

  • The original parties to the contract must agree to the assignment.
  • The assignor (the party transferring their rights and obligations) must provide written notice of the assignment to the other party.
  • The assignee (the third party taking over the rights and obligations) must accept the assignment in writing.

Advantages and Disadvantages of Assignment

Like novation, assignment has its advantages and disadvantages. Some of the benefits of using assignment include:

  • Flexibility: Assignment is a more flexible process than novation, as it doesn’t require the formation of a new contract.
  • Simplicity: The process of assignment is less complex and less time-consuming than that of novation.

However, there are also some disadvantages to using assignment:

  • No release from liability: Unlike novation, assignment does not release the assignor from their obligations under the original contract.
  • Lack of control: The original party to the contract may be concerned about losing control over who they are dealing with if an assignment takes place.

Examples of Assignment

Here are some examples of assignments in the construction industry:

  • A subcontractor assigns their right to receive payment for their work to a third party, such as a lender, to secure a loan.
  • A contractor assigns their right to receive payment from the owner to a supplier or vendor to pay for materials or equipment used in the project.
  • A developer assigns their right to receive payments from buyers of individual units in a development to a lender to secure financing for the project.
  • A contractor assigns their right to receive payment from the owner to a joint venture partner to share the risk and reward of the project.
  • An owner assigns their right to receive payments from a contractor to a surety to secure a performance bond for the project.

No Assignment Clauses in Construction Contracts

No assignment clauses are common in construction contracts and can have significant implications for both parties involved. These clauses prevent the transfer of rights or obligations to a third party without prior consent from the other party. In the context of construction contracts, the party with the most interest in such clauses is the Principal, who is usually the owner of the project.

Purpose of No Assignment Clauses

There are several reasons why Principals include no assignment clauses in construction contracts. These include:

  • Maintaining control: By preventing the assignment of rights and obligations, the Principal maintains control over the project and ensures that all decisions and actions are made by the original contracting parties.
  • Protecting interests: No assignment clauses can help protect the Principal’s interests by preventing the transfer of obligations to a third party who may not have the same level of expertise or resources as the original party.
  • Avoiding conflicts: No assignment clauses can prevent conflicts that may arise from a change in the parties involved in the contract.

How to Negotiate a No Assignment Clause

If a Principal wishes to include a no assignment clause in a construction contract, they should be prepared to negotiate this with the other party. Here are some tips for negotiating a no assignment clause:

  • Be clear about the reasons for the clause: The Principal should explain their reasons for including the no assignment clause and how it will benefit both parties.
  • Consider exceptions: The Principal should consider including exceptions to the no assignment clause, such as allowing assignment with prior written consent or in the event of a sale of the business.
  • Be reasonable: The Principal should ensure that the no assignment clause is reasonable and does not unfairly restrict the other party’s ability to conduct their business.
  • Seek legal advice: Both parties should seek legal advice before finalising the contract to ensure that the no assignment clause is enforceable and does not contravene any laws or regulations.

No assignment clauses are an important consideration in construction contracts and should be negotiated carefully to protect the interests of all parties involved.

deed of assignment vs deed of donation

In conclusion, both deeds of assignment and novation are important legal tools that allow for the transfer of rights and obligations in a contract. However, they differ in terms of the impact on the original contract, the need for a new contract or deed, and the consent requirements of involved parties. It is important to carefully consider the specific circumstances and objectives of the parties involved before choosing the appropriate legal tool.

In the case of construction contracts, no assignment clauses play a crucial role in protecting the interests of Principals. They ensure that the Principal has control over who performs the works and avoids having to work with an unknown or untested contractor. Principals must understand the purpose of no assignment clauses and negotiate them carefully to ensure that their interests are protected.

Ultimately, seeking legal advice is recommended when deciding which legal tool to use or negotiating the terms of a contract. A lawyer can provide guidance on the best course of action and ensure that the parties involved are aware of their rights and obligations.

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deed of assignment vs deed of donation

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Drafting a Deed of Assignment

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Note: Want to skip the guide and go straight to the free templates? No problem - scroll to the bottom. Also note: This is not legal advice.

Introduction

A Deed of Assignment is a vital legal document used to transfer rights, interests or assets between parties. It is regularly used in business transactions, and often regarding real estate or intellectual property. A well-crafted deed of assignment can protect both sides from potential legal disputes, ensuring that everyone involved understands their obligations and responsibilities.

The Genie AI team has seen many instances where having a valid deed of assignment can make all the difference - without it businesses could be exposed to considerable risk. That’s why we offer free templates and step-by-step guides to help those wishing to draft their own deed.

When creating a Deed of Assignment it is important to take the specific circumstances into account - any changes or additions should be accurately documented and agreed by all involved parties beforehand. Furthermore, it is essential that the terms are clearly written out in an unambiguous way so every party knows exactly what they have signed up for. Beyond protecting both sides’ interests, this type of agreement can also be used for copyright assignments, leases, debt transfers and trusts.

Before signing on the dotted line it’s also critical that executing such documentation is done properly - all parties must sign in the presence of a witness who will also affix their signature and date the document accordingly. Once this process has been completed filings must then be made with any relevant government authorities whenever necessary (especially in cases involving real estate or intellectual property transfers).

In summary, drafting a Deed of Assignment not only safeguards everyone’s best interests but also provides additional benefits depending on its use case - reading through our step-by-step guidance below should provide you with more information on how to access our template library today and start benefitting from its advantages without needing to sign up for an account with Genie AI first!

Definitions (feel free to skip)

Legal Binding: When a legally binding document is used, it means that all parties involved are legally obligated to follow the terms and conditions set forth in the document.

Assignor: The assignor is the person who is transferring rights, interests or assets to someone else.

Assignee: The assignee is the person who is receiving the rights, interests or assets from the assignor.

Witness: A witness is an independent third-party who is present when a document is signed, in order to ensure that the process is completed in a secure and legally binding manner.

Stamp: A stamp is an official seal or mark that is used to verify and authenticate a document.

Tax: A tax is a sum of money that is paid to a government or public authority.

Duty: Duty is an obligation or responsibility assigned to someone.

Defining the Deed of Assignment

What is a deed of assignment and what is its purpose, parties involved, who needs to be involved in the making of a deed of assignment, drafting the deed, determine what kind of deed of assignment needs to be drafted, consider the subject matter to be assigned in the deed, research the legal requirements for the kind of deed to be drafted, draft the deed of assignment in accordance with the legal requirements, executing the deed, check that the parties to the deed are correctly identified, confirm that the deed is correctly signed and dated by all parties, confirm that the deed is witnessed by an independent third party, have the deed of assignment properly executed by all parties, registration, determine whether the deed of assignment needs to be registered, if registration is necessary, confirm the registration procedures, take necessary steps to register the deed of assignment, considerations, consider any applicable tax or stamp duty implications of the deed of assignment, consider any restrictions or limitations on the rights being assigned, consider whether the deed of assignment needs to be registered in any public records, common mistakes, not accurately identifying all of the parties to the deed, not having the deed properly executed by all parties, not having the deed witnessed by an independent third party, not considering any applicable tax or stamp duty implications, not considering any applicable restrictions or limitations on the rights being assigned, record keeping, ensure that the original deed of assignment is securely stored, create a digital copy of the deed and store it in a secure manner, review the deed of assignment to ensure accuracy, confirm that all steps have been completed correctly, seek advice from legal professionals if necessary, get started.

  • Establish the parties involved in the Deed of Assignment
  • Identify the property or service being assigned
  • Specify the terms of the assignment
  • Ensure the Deed of Assignment is properly witnessed
  • Check that all signatures are valid

When you have completed the steps above, you will have successfully defined the Deed of Assignment and can proceed to the next step.

  • A deed of assignment is a legal document that is used to transfer the rights and responsibilities of one party (the assignor) to another party (the assignee)
  • It is used to transfer contractual rights and obligations between parties
  • It should include information such as the names of the parties, the date of the assignment, and the description of the rights transferred
  • You will know that you have completed this step when you have an understanding of what a deed of assignment is and why it is used.
  • Identify the party transferring their rights (the assignor) and the party receiving the rights (the assignee)
  • Draft the deed in the name of both parties, including full names and contact details
  • Ensure the deed is signed by both the assignor and assignee
  • Once the deed is signed, the parties should exchange copies of the document

Once the assignor and assignee have been identified and the deed has been drafted and signed, you can check this step off your list and move on to the next step.

  • Identify the parties involved in the Deed of Assignment. This would typically include the assignor (the party transferring their rights or interest) and the assignee (the party receiving the rights or interest).
  • Ensure that all parties involved have the legal capacity to enter into a contract.
  • When all parties have been identified and their legal capacity has been verified, you can check this step off your list and move on to drafting the Deed.
  • Read the applicable laws in your jurisdiction to determine the required language and structure of the Deed of Assignment
  • Gather the necessary information on the parties, the asset being assigned, and other relevant details
  • Draft the Deed of Assignment, taking into account all the necessary details
  • Make sure the language is clear and unambiguous
  • Have the Deed of Assignment reviewed by a legal professional
  • When the Deed of Assignment has been drafted and reviewed, you can move on to the next step.
  • Identify the type of assignment that needs to be drafted and the legal requirements that need to be satisfied
  • Consider the purpose of the Deed and the rights and obligations of the parties to the Deed
  • Determine if the Deed is for an absolute or conditional assignment
  • Consider if the Deed should be an express or implied assignment
  • Determine if the Deed needs to be in writing or if it can be oral
  • Check the applicable laws in your jurisdiction to ensure that you are drafting a valid Deed
  • Check if there are any additional requirements that need to be included in the Deed

When you can check this off your list: Once you have identified the type of assignment and the relevant legal requirements, you can move on to considering the subject matter to be assigned in the Deed.

  • Identify the subject matter of the Deed of Assignment, such as a patent, trademark, copyright, or other intellectual property
  • Assess the value of the subject matter and any associated liabilities
  • Understand the relationship between the assignor and assignee
  • Have all necessary documents, such as a purchase agreement, to provide more detail about the assignment

Once you have identified the subject matter of the Deed of Assignment, assessed its value, understand the relationship between the assignor and assignee, and gathered any additional documents, you can move onto the next step of researching the legal requirements for the kind of Deed to be drafted.

  • Research the relevant legislation, case law, and other materials related to the Deed of Assignment to be drafted
  • Consult with a lawyer familiar with the relevant law to understand the requirements
  • Take detailed notes on the legal requirements that must be adhered to in the Deed of Assignment
  • Once you have all the necessary information, double-check that you understand the requirements before moving on to the next step.
  • Prepare the text of the Deed, ensuring that all relevant information regarding the parties, the subject matter, and the consideration is included
  • Check to make sure the language conforms with relevant laws and regulations
  • Have the Deed reviewed by a solicitor to ensure that it complies with all legal requirements
  • Once the Deed has been approved by a solicitor, have the parties sign the document
  • Once the Deed has been signed by both parties, make multiple copies and ensure each party has a copy
  • This step is complete once the Deed has been signed and each party has a copy of the document.
  • Ensure both parties sign the Deed of Assignment in the presence of two witnesses who are over the age of 18 and not parties to the Deed
  • Have both parties sign the deed in the presence of two witnesses and have the witnesses sign the deed to attest to witnessing the signature of the parties
  • Check that the parties have signed the Deed in the presence of the witnesses by noting the signatures and the dates of signature in the execution clause of the Deed
  • Once the Deed has been executed, have the parties date and keep a copy of the Deed in a secure place
  • You will know that you have completed this step when the Deed has been properly executed by the parties in the presence of two witnesses.
  • Identify all parties to the Deed and verify that their details are correct.
  • Ensure that all parties to the Deed are identified in the document and that the details of each party are accurate and up-to-date.
  • Check that the names, addresses and contact details of each party are correct.
  • Once you have verified that the parties and their details are correctly identified, you can move on to the next step.
  • Check that all parties have signed the Deed in the correct place, and that the date of signature is correct
  • Ensure that each party has signed the Deed in the presence of an independent witness
  • Check that all parties have signed the Deed with their full name and title, if applicable
  • Confirm that the date of signature is correct and that all parties have signed on the same date
  • Once you have verified that all parties have correctly signed and dated the Deed, you can proceed to the next step.
  • Ensure that the Deed is witnessed by an independent third party who is not a party to the Deed.
  • Ask the third party to sign the Deed and provide their name, address, occupation and date of signing.
  • Check that the third party has signed and dated the Deed.
  • Once the above is complete, you can check this step off your list and move on to the next step.
  • Obtain signatures from all parties on the deed of assignment, ensuring that each party signs in the presence of a witness
  • Have an independent third party witness each party’s signature
  • Ensure that all parties have a valid form of identification, such as a driver’s license or passport, available for inspection by the witness
  • Ensure that all parties sign the deed of assignment in the presence of the witness
  • Obtain the witness’ signature, confirming that all parties signed in the presence of the witness
  • You will know this step is completed once all parties have signed the deed of assignment and the witness has signed confirming they were present during the signing.
  • Obtain a copy of the executed Deed of Assignment from all parties
  • Contact the relevant state or territory office to determine whether the Deed of Assignment needs to be registered
  • If registration is required, complete the necessary forms, pay the registration fee, and submit the required documents
  • Once the Deed of Assignment is registered, the registrar will issue a certificate of registration
  • Check off this step when you have received and reviewed the certificate of registration.
  • Research the applicable laws and regulations in the relevant jurisdiction to decide if the Deed of Assignment needs to be registered
  • Consult a legal professional if unsure
  • When you have the answer, you can move on to the next step.
  • Confirm what type of Deed of Assignment requires registration with the relevant government agency or registry.
  • Research the registration procedures and the requirements you must meet in order to register the Deed of Assignment.
  • Obtain any fees or additional documents that are necessary to complete the registration process.
  • Ensure that all parties to the Deed of Assignment understand the registration process and the requirements for completing it.

You can check off this step once you have researched and confirmed the registration procedures for the Deed of Assignment.

  • Gather the necessary documents for registration, such as the Deed of Assignment, supporting documents, and the applicable fee
  • Visit the registration office to register the Deed of Assignment
  • Submit the necessary documents to the registration office
  • Pay the applicable fee
  • Obtain a copy of the registered Deed of Assignment
  • Upon completion of the above steps, you can check this off your list and move on to the next step.
  • Review and understand the nature of the rights and obligations being assigned
  • Determine if there are any restrictions or limitations in the assignment
  • Assess if any approvals are needed from third parties before the assignment is valid
  • Confirm that the assignor has the right to assign the interest being transferred
  • Check to see if the assignee has the necessary capacity to accept the assignment
  • Analyze if the assignment is subject to any applicable laws or regulations
  • Determine if any additional documentation is needed to support the assignment
  • Once you have considered all of the above, you can proceed with drafting the Deed of Assignment.
  • Check with your local taxation authority or a qualified tax professional to see if the Deed of Assignment is subject to any taxes or stamp duty.
  • Ensure that the Deed of Assignment includes any required taxes or stamp duty payments.
  • Check to see if the tax or stamp duty implications vary by jurisdiction.
  • Once you’ve considered the tax or stamp duty implications, you can move on to the next step.
  • Identify any restrictions or limitations that could affect the transfer of rights in the Deed of Assignment
  • Consider whether there are any legal restrictions that must be observed in the transfer of the rights being assigned
  • Research any relevant industry standards or regulations to ensure that the restrictions or limitations on the rights being assigned are compliant
  • Ensure that the Deed of Assignment clearly outlines the restrictions or limitations of the rights being assigned
  • When all restrictions or limitations on the rights being assigned are taken into consideration, checked for compliance and outlined in the Deed of Assignment, this step is complete.
  • Consider whether the Deed of Assignment needs to be registered with any government or public agencies.
  • Determine if any registration is required or optional.
  • Research the relevant regulations and laws to ensure that the assignments are properly recorded.
  • Check any local requirements or restrictions.
  • Once you have determined that the Deed of Assignment does or does not need to be registered, you can move on to the next step in the process.

• Read over the Deed of Assignment twice to make sure you’re accurately identifying all of the parties to the Deed. Make sure you include the full names and addresses of the assignor and assignee, as well as any other relevant parties. • Check that the legal description of the subject property is accurate. • Ensure that the consideration (the amount being exchanged for the assignment) is stated clearly and accurately. • Make sure that the names of the initial parties to the Deed are also included in the recitals. • Ensure that the recitals and the express terms of the Deed are consistent with one another. • Make sure that the Deed is signed, notarized, and delivered in accordance with state law.

Once you’ve completed the above steps, you can check off this task and move on to the next step in the guide.

  • Identify the assignor and assignee. The assignor is the party transferring their rights and the assignee is the party receiving the rights.
  • Check all of the details are correct. This includes the names, addresses and other contact information for both parties.
  • Draft the deed to ensure that the assignor and assignee are accurately identified.
  • You can check this off your list and move on to the next step once you have confirmed that the assignor and assignee have been accurately identified in the deed.
  • Ensure that all parties to the Deed have read, understood and agreed to the terms and conditions of the agreement.
  • Have all parties affix their signature to the Deed and the accompanying documents.
  • Check that all the signatures are dated and in the presence of a witness.
  • When all parties have properly executed the Deed, you can move on to the next step.
  • Ensure all parties have signed the Deed in the presence of a witness.
  • The witness must be an independent third party who is not a party to the Deed.
  • The witness must sign each page of the Deed that contains a party’s signature.
  • The witness must also include their full name, address and occupation on the Deed.
  • Once all of the above requirements are met, then you can check this off your list and move on to the next step.
  • Determine the applicable taxes or stamp duty implications for the Deed of Assignment.
  • Research any applicable taxes or stamp duty fees for the Deed of Assignment.
  • Calculate the applicable taxes or stamp duty fees for the Deed of Assignment.
  • Make sure to include the applicable taxes or stamp duty fees in the Deed of Assignment.

Once you have determined the applicable taxes or stamp duty implications for the Deed of Assignment, and included them in the Deed of Assignment, you can move on to the next step.

  • Determine the rights that you are assigning and review any applicable laws or regulations to ensure that the assignment of such rights is permitted.
  • Consider any applicable contractual restrictions or limitations on the rights being assigned, such as any applicable confidentiality obligations or restrictions on the transfer of rights.
  • Once you have determined that the assignment of the rights is permitted and there are no applicable restrictions or limitations, you can proceed to the next step of recording keeping.
  • Create a record of the Deed of Assignment, including the date it was executed, by each party
  • Maintain a copy of the Deed of Assignment in a secure place
  • Record any additional related documents, such as any security documents, release documents, or other agreements
  • When all of the above have been done, you can check this off your list and move on to the next step.
  • Obtain a physical copy of the original Deed of Assignment
  • Ensure the original Deed is signed by both parties
  • Keep the original Deed in a safe and secure place, such as a locked filing cabinet or safe
  • Make sure the document is stored in a location that is accessible to both parties
  • Ensure that the original Deed is not destroyed or tampered with in any way

You can check this off your list and move on to the next step once the original Deed of Assignment is safely stored in a secure location.

  • Scan or take a digital photo of the original Deed of Assignment and save it to a secure location.
  • Ensure that the digital copy is readable and clearly displays all of the information contained in the original document.
  • Ensure that the digital copy is stored in a secure location, preferably on a cloud-based storage system or other secure server.
  • Make sure that only authorized personnel have access to the digital copy of the Deed.
  • When finished, you will have created a digital copy of the Deed and stored it in a secure manner.
  • Read over the Deed of Assignment to ensure accuracy
  • Make sure all details are correct, and all parties are named
  • Verify that all signatures are complete and accurate
  • Make sure the date of the assignment is correct
  • Check that the document is formatted and laid out correctly
  • Once you are satisfied with the accuracy of the Deed of Assignment, you can move on to the next step.
  • Read through the entire document to make sure all the information is correct
  • Double check that the names and details of the parties involved are spelled correctly
  • Ensure that all the dates are accurate, and that any and all parties have signed the deed in the right places
  • Check that the terms and conditions in the deed are consistent with the agreement between the parties
  • When you have verified all the details, you can check this off your list and move on to the next step.
  • Check the Deed of Assignment to ensure that all required elements are present, including accurate information and signatures of all parties.
  • Verify that any and all attachments to the Deed of Assignment are included and accurate.
  • Ensure that all dates, signatures, and other pieces of information are accurate and up-to-date.
  • Once you’ve confirmed that all of the steps have been completed correctly, you can move on to the next step.
  • Seek professional advice from a lawyer or other legal professional to ensure that the deed of assignment is legally binding and enforceable.
  • Request that the legal professional checks that all steps have been completed correctly, and that the deed of assignment meets all requirements under local law.
  • Ask the legal professional to provide you with written advice on any changes or revisions that may be necessary to make the deed of assignment valid and enforceable.
  • Once the legal professional has confirmed that the deed is legally sound, you can check off this step and proceed with the next one.
  • Research legal professionals who are able to provide advice and assistance with the drafting of a deed of assignment
  • Contact the legal professionals to discuss the specific requirements and details of the deed of assignment
  • Ask the legal professionals if they are able to provide advice and assistance with the deed of assignment
  • Receive advice from the legal professionals and make changes to the deed of assignment accordingly
  • Once you are satisfied with the changes to the deed of assignment, you can move on to the next step.

Q: Does a Deed of Assignment need to be signed?

Asked by John on April 23rd 2022. A: Yes, a Deed of Assignment needs to be signed by both the assignor and the assignee in order for it to be legally binding. The signatures should be witnessed and dated, and should be in front of an independent witness who is not related to either party. It is also important to include the relevant clauses and provisions in the deed, as these will set out the rights and obligations of each party.

Q: What is the difference between an assignment and a novation?

Asked by Sarah on July 29th 2022. A: An assignment is a transfer of rights or obligations from one party to another, while a novation is a transfer of rights or obligations from one party to another with the consent of all parties involved. An assignment does not necessarily require the consent of all parties, while a novation always requires the consent of all parties. Additionally, an assignment can transfer rights or obligations without necessarily extinguishing any pre-existing agreements, while a novation extinguishes any pre-existing agreements.

Q: Is a Deed of Assignment legally binding in different jurisdictions?

Asked by Tyler on October 17th 2022. A: Yes, a Deed of Assignment can be legally binding in different jurisdictions, though the exact requirements for validity may differ from jurisdiction to jurisdiction. In general, however, a Deed of Assignment needs to be signed by both parties and witnessed by an independent third party in order for it to be legally binding. Additionally, the deed should include all relevant clauses and provisions that are applicable in each jurisdiction.

Q: Are there any tax implications when drafting a Deed of Assignment?

Asked by Emma on January 15th 2022. A: Yes, there are tax implications that need to be taken into account when drafting a Deed of Assignment. Depending on the jurisdiction and specific tax laws, there may be tax implications for both parties if they are transferring rights or obligations under the deed. It is important to seek professional tax advice before entering into any agreement that involves transferring rights or obligations between parties as this could have significant financial implications for all involved.

Q: Do I need legal advice when drafting a Deed of Assignment?

Asked by Jacob on June 5th 2022. A: While it is not necessary to seek legal advice when drafting a Deed of Assignment, it is generally recommended in order to ensure that all relevant legal requirements are satisfied and that all involved parties are aware of their rights and obligations under the deed. It is also important to make sure that all language used in the deed is clear and unambiguous so that it can easily be understood by all parties involved.

Q: How can I ensure that my Deed of Assignment is valid?

Asked by Michael on August 28th 2022. A: In order for your Deed of Assignment to be valid, it must meet certain legal requirements which vary between jurisdictions. Generally speaking, your deed should include all relevant clauses and provisions applicable in your jurisdiction as well as signatures from both parties which should be witnessed by an independent third party who is not related to either party involved. Additionally, any language used within the document should be clear and unambiguous so that it can easily be understood by all involved parties.

Q: What information do I need to provide when drafting a Deed of Assignment?

Asked by Ashley on November 10th 2022. A: When drafting a Deed of Assignment, you will need to provide information about both parties involved such as their names, addresses, contact details and any other relevant information required under applicable laws in your jurisdiction. Additionally, you will need to include any relevant clauses or provisions applicable in your jurisdiction which will set out the rights and obligations of each party under the deed as well as any other information required for the document to be legally binding.

Q: What are common mistakes made when drafting a Deed of Assignment?

Asked by Joshua on February 20th 2022. A: One common mistake made when drafting a Deed of Assignment is failing to include all relevant clauses or provisions applicable in your jurisdiction which set out the rights and obligations of each party involved in the agreement. Additionally, failing to have the document signed by both parties or witnessed by an independent third party can render the document invalid or unenforceable under applicable law in some jurisdictions. Moreover, using ambiguous language within the document can also lead to misunderstandings and disputes further down the line which could be avoided if clear language was used throughout the document instead.

Example dispute

Lawsuit referencing a deed of assignment.

  • The plaintiff may raise a lawsuit if they have been wronged by the defendant in a way that is outlined in the deed of assignment.
  • For example, the deed of assignment may outline that the defendant is responsible for paying a certain amount of money to the plaintiff, and the defendant has failed to do so.
  • The plaintiff may also raise a lawsuit if the defendant has failed to adhere to any other obligations laid out in the deed of assignment.
  • The plaintiff would need to prove that the defendant has breached the deed of assignment in order to win the lawsuit.
  • If successful, the plaintiff may be able to obtain a judgment in their favor, which may require the defendant to pay the plaintiff the money they are owed.
  • In addition, the plaintiff may be able to seek other damages, such as punitive damages, if the breach of the deed of assignment was particularly egregious.
  • Depending on the severity of the breach, the plaintiff may also be able to seek an injunction to prevent the defendant from continuing to breach the deed of assignment.
  • Settlement of the dispute may also be possible, wherein the defendant agrees to pay a certain amount of money to the plaintiff, or agrees to adhere to the obligations laid out in the deed of assignment.

Templates available (free to use)

Deed Of Assignment For Rent Deposits Occupation Lease Deed Of Assignment Of Benefit Of Claim For The Freehold Or Extended Lease House Under Section 8 Or Section 14 Deed Of Assignment Of Equitable Interest In Residential Land Deed Of Assignment Of Goodwill And Intellectual Property Rights Transfer Of A General Partnership To An Llp Deed Of Assignment Of Property Sale Benefits [Section 42 Deed Of A

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Assignment of Deed

Table of contents, assignment of deed of trust.

An assignment of deed is used to show the deed of a property changing from one party to another, such as when a sale is made. It is used as the written proof to show who has rightful ownership of the property. When someone is purchasing property and decides to sell it before they have paid it off, an assignment of deed form would be used to transfer the rights and everything associated with the property over to the new owner.

When a debtor transfers real estate to a creditor, the  Assignment of Deed  is the legal document used to record this transfer. This happens when a lawsuit is filed on a property owner for a default in payment and the court’s rule in favor of the creditor; this is one example of when the deed of assignment would be put in to use. It’s used to show that the property is being transferred from the ownership of the defendant and given to the plaintiff that won the case and awarded the property.

It’s important to understand what these documents mean as they pertain to public property records as well as  personal background checks  into an individual. This could be exactly the type of information you need to help you gain a better understanding on someone or his or her history. It could also be in your own public background information if someone knows where to look for it.

Public records will always contain the history of who owns real property and the details on that property as it exchanges hands or ownership is passed. Anyone who knows how can access basic information about a deed or its assignments.

When a property owner uses an assignment of deed of trust, they are assigning ownership of the property to someone else and this is a very important document that should be kept in a safe and secure place. There are also public records kept on these types of documents and you should be able to request a copy – sometimes at a fee – should you need one.

The  Assignment of Deed  will also specify the rights the other person will receive along with the deed. As property transfers ownership like this, a recital is usually included as well which shows how many people and the identities of who has owned the property before. This allows you to see how many times the property has transferred hands over the course of its history.

Now that you know more about this particular property document, you will understand it when you use it. Whether you need it for your property or you are searching the  property records  of someone else for some reason, this information will be very beneficial to you.

We know that these types of legal matters can be confusing to the average person and that’s why we strive to make it easier to understand by giving you the basics here. Assignment of deed of trust documents do not have to confuse you anymore.

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  • Aug 21, 2023

Deed of Assignment v Deed of Novation - When and how to use them

Updated: Aug 26, 2023

Regarding the transfer of rights and obligations within a contract, two frequently employed legal methods are deeds of assignment novation. Even though both approaches encompass the transfer of rights and responsibilities, they contrast in several ways, such as their effects on the original contract and the requirement of the necessary consent by the parties involved.

Rights and Obligations

In the context of a deed of assignment, the assignor transfers its rights and responsibilities to the assignee, while the initial contract remains valid. Conversely, novation entails establishing a fresh agreement that replaces the original one, forming a new agreement involving the transferor, transferee, and obligor.

Requirement of Consent

To ensure the validity of an assignment deed, the assignor needs to notify the obligor about the assignment, although the obligor’s consent isn't necessary. Conversely, novation demands agreement from all parties—transferor, transferee, and obligor.

Novation in detail

How it works

Novation mandates the approval of every party engaged, including the fresh entrant adopting the responsibilities and rights. The procedure encompasses these stages:

Agreement: All involved parties need to reach a consensus on the novation's terms and the new setup.

Paperwork: A novation agreement needs preparation and endorsement from all parties concerned.

Notification/approvals: All pertinent entities, such as financial institutions or insurers, must be informed of the novation and provide their consent/approval.

Execution: The novation becomes operational once all parties have inked the agreement and the requisite paperwork is finalized.

Novation in action:

· When a fresh contractor assumes control of a construction venture from the original contractor, taking on all the rights and duties specified in the initial agreement.

· In the context of a construction project, if a subcontractor, grappling with financial issues, intends to transfer their responsibilities to another subcontractor, the primary contractor can agree to novate the contract. This process allows the new subcontractor to inherit the obligations and commitments of the original subcontractor.

· An engineering company, commissioned by a municipality to design and build a new road, decides to sell the design and construction contract to another firm. The municipality approves a novation, permitting the new firm to take over the contract and conclude the project

· If a supplier holding a contract with a contractor to deliver construction materials opts to sell their business to another entity, the contractor can consent to a novation. This facilitates the transition of the contract to the new company, ensuring the new entity fulfills the supplier's duties as stipulated in the contract.

Assignment in detail

How an assignment works

The typical procedure for assignment includes these stages:

The initial contracting parties need to reach a consensus on the assignment.

The assignor (the entity transferring rights and obligations) is required to formally inform the other party in writing about the assignment.(typically)

The assignee (the new party assuming rights and obligations) must acknowledge the assignment in written form. (again, typically)

Assignment in action

· A subcontractor transfers their entitlement to payment for their services to a third party, often a lender, as collateral for a loan.

· A contractor delegates their right to receive payment from the project owner to a supplier or vendor, aiming to settle expenses for materials or equipment utilized in the undertaking.

· A property developer relinquishes their right to collect payments from buyers of individual units within a development to a lender, thereby obtaining financing for the venture.

· A contractor relinquishes their right to receive payment from the owner and assigns it to a joint venture partner, distributing the risk and reward of the project.

Grasping the distinctions between assignment deeds and novation is vital for selecting the right method of transferring rights and responsibilities. Prior to making a decision, it's advisable to consult legal experts for guidance on which approach to adopt.

Let's Chat

If you need help in further understanding the distinction between assignment and novation, or require some assistance in transferring certain rights and obligations, feel free to contact us to schedule a complementary consultation.

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  • Practical Law

New: Deed of assignment

Practical law uk legal update 1-202-1081  (approx. 3 pages).

  • The assignor is assigning the whole of the property demised by the lease.
  • The property is not subject to any underlease(s).
  • Where the assignee is paying a premium to the assignor or the assignor is paying a reverse premium to the assignee.
  • Where the assignee gives an express indemnity covenant in respect of the rent and other obligations under the lease and/or in relation to matters contained in title documents affecting the property.
  • Where the lease is being held over under the Landlord and Tenant Act 1954 and also where the assignor has commenced renewal proceedings.
  • Where one party is paying, or making a contribution to, the legal (and surveyors') costs of the other.
  • Considers in greater detail the various general issues affecting assignments of unregistered leases.
  • Provides guidance on the legal, and drafting and negotiating, issues raised by each clause.

New Standard document and Drafting note

  • Deed of assignment .
  • Deed of assignment: drafting note .
  • Landlord and Tenant
  • Apostille/Authentication
  • Title Transfer

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Main Content

Difference of transfer of rights vs. deed of assignment, deed of assignment (doa).

A Deed of Assignment is a legal document in which one party (assignor) formally assigns specific rights, interests, or responsibilities to another person (assignee). DOAs are often used in a variety of contexts, including real estate sales, contractual rights assignments, debt assignments, intellectual property transfers, and more.

A DOA normally necessitates a formal contract outlining the terms and conditions of the assignment, including the persons involved, the rights being transferred, any compensation (money or value exchanged), and other pertinent elements. Depending on the nature of the rights being assigned, a DOA may require notarization or registration with the proper government body in order to be legally enforceable.

TRANSFER OF RIGHTS 

A Transfer of Rights is a wider term that incorporates many methods of transferring rights from one party to another. It can include assignments, conveyances, endorsements, and other types of rights transfers. Transfer of Rights can be utilized in a variety of circumstances, including contracts, real estate transactions, inheritance, and legal settlements.

The formalization of a Transfer of Rights can differ depending on the circumstances and the type of rights being transferred. Contracts, deeds, endorsements, and court orders are examples of legal papers. The legal requirements for a Transfer of Rights are determined by the nature of the transaction and the rights being transferred. Some transactions may need to be notarized or registered, while others may not.

Difference between deed of Assignment and Transfer of Rights

In summary, a Deed of Assignment is a sort of legal document that is often used for various transactions to transfer specific rights, interests, or responsibilities from one party to another. 

Transfer of Rights , on the other hand, is a broader notion that incorporates several techniques of transferring rights and can be applied in a wide range of legal and financial scenarios. 

DOAs and rights transfers may both require legal procedures to assure their legitimacy and enforceability.

Difference between Deed of Sale and Deed of Assignment

A deed of sale is a contract entered into by the parties where the property shall be transferred by the seller to the buyer subject upon the payment of the purchase price. What is being transferred during the sale is not just the property itself, but the ownership, possession, usage, and rights to the property therein. While a deed of sale is evidence of the transfer of the property from the seller to the buyer, the deed of sale also has another purpose. 

It also serves as a notice to those who wish to buy the property that the ownership and rights to the property have now gone from the original owner to the current owner of the property. 

When the sale is deemed as absolute, it means that there are no other conditions to the sale, only the payment of the purchase price indicated in the deed of sale.  

A deed of assignment , on the other hand, is a contract entered into by parties, wherein by way of assignment, the assignor transfers property ownership to the assignee. In assignment, the rights of the assignor are being transferred to the assignee. The obligations of the assignor are likewise being transferred to the assignee. In effect, the assignor no longer is a part of the original contract as he or she is being replaced by the assignee. 

Note that for the assignment to be valid, there must be an agreement or consent by the original parties to the contract that an assignment shall be taking place.  

What happens when one Transfers Rights? 

When one transfers rights , one does not necessarily totally relinquish all of his rights over the property being transferred to another. 

When there are concerns with the completeness or clarity of a property’s title, this can be used. In such instances, a DOA can assist with addressing and resolving these concerns by formally transferring any transferable rights or interests.

For example, if the title is indistinct. If there are ambiguities, disagreements, or conflicting claims regarding a property’s ownership or rights, a DOA may be used to transfer any legal, clear, and indisputable rights to another party. This can help to clarify ownership and possibly settle title concerns.

Another example is when a DOA can be used to transfer any existing rights that are backed by available documentation when some required documents for a complete property title are missing or unavailable.

If a property has multiple co-owners or partial owners, a DOA can be used to transfer the interests of the other co-owners to the desired owner(s). Another situation is that when the existing title documentation contains errors or inconsistencies, a DOA can be used to fix these issues by transferring the correct and exact rights to the appropriate parties.

When someone transfers rights to another party, they do not necessarily relinquish all rights to the property or subject matter being transferred. The amount of the transfer and the precise rights involved can vary greatly depending on the wording of the transfer agreement and the parties’ intentions.

Many times when rights are transferred, the transferor (the party transferring the rights) retains some rights or interests while handing particular rights to the transferee (the party receiving the rights). This provides for more flexible arrangements that may be adjusted to both parties’ requirements and aims.

The rights, ownership, and possession of the property depends upon what kind of transfer of rights was done. There are instances when one transfers rights wherein the usage and possession of the property shall be with the other, however the owner shall retain the ownership of the property. Some of the ways where one may transfer rights are through will, gifts, donation, sale, and deed. 

A transfer through deed requires formalities indicated in an instrument, stipulating the necessary information and signatories therein.        

Need further information and assistance regarding the difference of transfer or rights and deed of sale or deed of assignment in the Philippines?  Talk to our team at FILEDOCSPHIL to know more about the requirements and process. Call us today at (+632) 8478 5826 or send an email to [email protected] for more information.

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Geographic coordinates (latitude and longitude) define a position on the Earth’s surface. Coordinates are angular units. The canonical form of latitude and longitude representation uses degrees (°), minutes (′), and seconds (″). GPS systems widely use coordinates in degrees and decimal minutes, or in decimal degrees.

Latitude varies from −90° to 90°. The latitude of the Equator is 0°; the latitude of the South Pole is −90°; the latitude of the North Pole is 90°. Positive latitude values correspond to the geographic locations north of the Equator (abbrev. N). Negative latitude values correspond to the geographic locations south of the Equator (abbrev. S).

Longitude is counted from the prime meridian ( IERS Reference Meridian for WGS 84) and varies from −180° to 180°. Positive longitude values correspond to the geographic locations east of the prime meridian (abbrev. E). Negative longitude values correspond to the geographic locations west of the prime meridian (abbrev. W).

UTM or Universal Transverse Mercator coordinate system divides the Earth’s surface into 60 longitudinal zones. The coordinates of a location within each zone are defined as a planar coordinate pair related to the intersection of the equator and the zone’s central meridian, and measured in meters.

Elevation above sea level is a measure of a geographic location’s height. We are using the global digital elevation model GTOPO30 .

Elektrostal , Moscow Oblast, Russia

IMAGES

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  2. Deed of Donation Sample

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  3. Deed of Donation

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  4. Deed of Donation

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  5. deed of assignment vs deed of donation

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  6. DEED OF DONATION

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COMMENTS

  1. Contract of Sale vs. Deed of Donation Which should you choose

    I would say that the better option between a sale or donation is the contract that you really intended. So if you intended to sale, you should execute a document that best reflects the intent of the parties for you guys. Okay. So if the party has intended a sale, then execute a deed of sale. If the party is intended a donation, then execute a ...

  2. Deed of Assignment

    A deed of assignment refers to a legal document that records the transfer of ownership of a real estate property from one party to another. It states that a specific piece of property will belong to the assignee and no longer belong to the assignor starting from a specified date.

  3. Deed of Assignment: Everything You Need to Know

    In the realm of intellectual property, a Deed of Assignment is a formal legal document used to transfer all rights, title, and interest in intellectual property from the assignor (original owner) to the assignee (new owner). This is crucial for the correct transfer of patents, copyrights, trademarks, and other IP rights.

  4. A Guide to Deeds of Gift

    The typical deed of gift identifies the donor, describes the materials, transfers legal ownership of the materials to the repository, establishes provisions for use, specifies ownership of intellectual property rights, and indicates disposition of unwanted materials.

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    A deed of assignment must be in writing and should include: The names and addresses of the assignor and assignee. A description of the program or product for which the rights are being transferred. A statement that all intellectual property rights to the property are being transferred. Signatures of the parties and the date of the agreement ...

  7. Deed of Assignment and Transfer of Rights [Parts and Template]

    A Deed of Assignment and Transfer of Rights is a legal document used when a person or a company who originally was a party to a contract (also known as the assignor or transferor) transfers his or its rights under the contract to another party (the assignee or transferee).

  8. Assign your property to another with a "Deed of Assignment"

    1. What is a Deed of Assignment? A Deed of Assignment is a contract where the owner (the "assignor") transfers ownership over property to another person (the "assignee") by way of assignment. The assignee steps into the shoes of the assignor and assumes all the rights and obligations to the property. 2. When do you need a Deed of Assignment?

  9. What Do You Need To Know About The Deed of Assignment?

    If the individual title is issued when entering into a SPA: The stamp duty will be calculated based on the property purchase price (as stated in the Memorandum of Transfer and SPA), or the property's market value. If the individual title is not issued when entering into a SPA: Both the SPA and Deed of Assignment will bear a nominal stamp duty of RM10 on each copy of the documents.

  10. Is Deed of Donation the Best Way to Transfer Property from Parents to

    1. Deed of Donation Pros: Immediate Transfer: The property is transferred immediately upon the execution of the deed, allowing the child to take possession without delay. Expression of Love: It can be an expression of a parent's love, generosity, and affection toward their child. Cons:

  11. Deed of Assignment: Everything You Need to Know

    A Deed of Assignment refers to a legal document in which an assignor states his willingness to assign the ownership of his property to the assignee. The Deed of Assignment is required to effect a transfer of property and to show the legal right to possess it.

  12. Deed of Assignment vs Novation: A Comprehensive Guide

    Download Article Deed of assignment and novation are two legal tools used to transfer contractual rights and obligations from one party to another. While both serve similar purposes, they differ in their implications and the extent of the transfer of rights and obligations.

  13. Drafting a Deed of Assignment

    A Deed of Assignment is a vital legal document used to transfer rights, interests or assets between parties. It is regularly used in business transactions, and often regarding real estate or intellectual property. A well-crafted deed of assignment can protect both sides from potential legal disputes, ensuring that everyone involved understands ...

  14. What is an Assignment of Deed & How Does it Work

    An assignment of deed is used to show the deed of a property changing from one party to another, such as when a sale is made. It is used as the written proof to show who has rightful ownership of the property.

  15. Deed of Assignment v Deed of Novation

    In the context of a deed of assignment, the assignor transfers its rights and responsibilities to the assignee, while the initial contract remains valid. Conversely, novation entails establishing a fresh agreement that replaces the original one, forming a new agreement involving the transferor, transferee, and obligor. Requirement of Consent

  16. Philippine Legal Resources: Deed of Assignment (Shares of Stock)

    ASSIGNOR hereby agrees to be responsible for any and all costs, expenses, and taxes that may be due arising out of, in connection with, or as a consequence of the assignment of shares to ASSIGNEE pursuant to this Deed. ASSIGNOR has full, complete and absolute title to the shares, which are valid, fully paid and non-assessable; and ASSIGNOR ...

  17. Understanding Deed of Donation in the Philippines

    A Deed of Donation is a document that transfers the title of ownership of a property from one person (donor) to another (donee). This type of transfer does not require any consideration, meaning it is usually done free of charge. In most cases, donations between family members and close friends are made this way.

  18. New: Deed of assignment

    Summary. This new Standard document is for use on an assignment of an unregistered lease. It is suitable for use where: The assignor is assigning the whole of the property demised by the lease. The property is not subject to any underlease (s). The Standard document contains optional clauses that are appropriate in the following circumstances:

  19. Difference of Transfer of Rights vs. Deed of Assignment

    A Deed of Assignment is a legal document in which one party (assignor) formally assigns specific rights, interests, or responsibilities to another person (assignee). DOAs are often used in a variety of contexts, including real estate sales, contractual rights assignments, debt assignments, intellectual property transfers, and more.

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    Ukrainian military had 64 combat engagements with Russian forces near Synkivka of Kharkiv region, south to Terny and Vesele of Donetsk region, Klischiyivka and Andriyivka of Donetsk region, near Novobakhmutivka, Avdiyivka, Syeverne, Pervomayske and Nevelske of Donetsk region, Heorhiyivka, Pobyeda and Novomykhaylivka of Donetsk region, Staromayorske of Donetsk region, at the east bank of Dnipro ...

  22. BETA GIDA, OOO Company Profile

    Find company research, competitor information, contact details & financial data for BETA GIDA, OOO of Elektrostal, Moscow region. Get the latest business insights from Dun & Bradstreet.

  23. Geographic coordinates of Elektrostal, Moscow Oblast, Russia

    Geographic coordinates of Elektrostal, Moscow Oblast, Russia in WGS 84 coordinate system which is a standard in cartography, geodesy, and navigation, including Global Positioning System (GPS). Latitude of Elektrostal, longitude of Elektrostal, elevation above sea level of Elektrostal.