Loan Assignment Agreement Template (Debtor Change)
Loan Assignment Agreement Template (Debtor Change)
BETWEEN
LIONHOLD LIMITED
(“ASSIGNOR”)
AND
(“ASSIGNEE”)
LIS TRADING GROUP LTD., a BVI Business Company duly registered under the laws
of BVI in the person of Irakli Litanshvli, with the registered address at Offshore
Incorporations Centre, P.O. Box 957, Road Town, Tortola, British Virgin Islands.
(1.) Assignee and Assignor are party of the present Assignment Agreement dated as of
15th February, 2017 (the “Assignment Agreement”);
(2.) Assignor and Jenerous Estates Limited (“Lender”) are party to the
Agreement, dated as of August 10, 2016 (“the Agreement”), pursuant to which the
Assignor owes the Lender, as of date of this Assignment Agreement, the amount of
USD 2,000,000.00 (“Loan”) and appropriate accrued interest payments under
conditions mentioned in the Agreement;
(3.) Assignee and Assignor have agreed to assign all debts, obligations,
responsibilities and rights in, to and under the Agreement, such Loan evidenced by
certain agreements, deeds and proceedings (the “Loan Document”) to Assignee
and holds the Assignee or its agents as the new borrower, and responsible for the
due payment of the Loan and the appropriate accrued interests, to the Lender,
upon the terms and conditions set forth in the Agreement.
(4.) Assignee hereby accepts the foregoing assignment, on behalf of itself and its
respective successors and assigns.
(5.) Assignor, upon acceptance of the assignee, without any fault, bad faith or fraud
on the former’s part, shall be remised, released and be forever discharged,
together with its successors and assigns, from any and all actions, causes of
action, suits, debts, accounts, covenants, disputes, agreements, promises,
damages, judgments, executions, claims, and demands whatsoever in law or in
equity that they ever had which may arise from the enforcement of the
Agreement.
(6.) Assignor hereby appoints Assignee the true and lawful attorney-in-fact of Assignor,
with full power of substitution, in its own name, both before and/or after any Event
of Breach/Default on the part of the Lender (as defined in the Agreement), to take
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any action under or in connection with the Loan. This power shall be deemed to be
coupled with an interest and shall be irrevocable.
The Assignor herewith explicitly waives any and all warranty for the solvency of the
succeeding borrowers. However, the Assignor hereby represents and warrants that the
Loan is legally valid and existing under the applicable laws.
(1) Protocols as to the determination of business days, the payment of funds and such
similar financial activities shall be according to the accepted practices.
(2) All notices, reports, statements, invoices and any other documents hereunder shall
be deemed as duly delivered, if executed in writing and sent by facsimile and/or
hand delivered to the parties at their last notified addresses.
(3) The present Agreement is in substitution for and shall supersede all former and
existing oral or written agreements between the parties regarding the subject
matter of the present Agreement.
(4) Any amendments and additions to this Agreement must be made in writing in and
signed by both parties in order to be valid. Any such amendments, and
appendixes and attachments hereto (if any) shall be an integral part of this
Agreement.
(6) This Agreement shall be governed by and construed pursuant to the laws of
Switzerland, without regard to the principals of conflicts of laws thereof.
(7) Any dispute, controversy or claim arising out of or in relation to this Agreement,
including validity, invalidity, breach or termination thereof, shall be settled by
arbitration in accordance with of International Arbitration rules of Switzerland in
force on the date when the Notice of Arbitration is submitted in accordance with
these Rules. The number of arbitrators shall be three. The seat of the arbitration
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shall be in Switzerland, and the arbitral proceedings shall be conducted in English.
IN WITNESS WHEREOF the parties have executed the present Agreement in two (2)
counterparts (one for each party).
APPROVED BY:
_________________________________
JENEROUS ESTATES LIMITED