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This Assignment of Lease is made and entered into this th day of

November, 2016 at the City of Pasig, Philippines, by and between:

AKATEK SOLUTIONS, INC., a corporation

organized and existing under the laws of the
Republic of the Philippines, with address at
Suite 3002-D, 30th Floor West Tektite Tower
Philippine Stock Exchange Bldg.,
OrtigasCenter, Pasig City, represented herein
by ALAN PAUL RANDALL, in his capacity as
PRESIDENT andhereinafter referred to as the

- and –


corporation duly organized and existing
under the Philippine laws with principal
office located at Cagayan Special Economic
Freeport Zone, CEZA Complex, Sta. Ana
Cagayan, represented herein by JOCELYN
VILLEGAS in her capacity as AUTHORIZED
REPRESENTATIVE andhereinafter referred to
as the ASSIGNEE;

WHEREAS, this is an agreement (the “Assignment”) to assign a

commercial lease of a real property according to the terms specified
WHEREAS, the Assignor wishes to assign and transfer to the
Assignee a lease (the “Lease”) dated 19April 2016, and executed by
the Assignor as a tenant and by KING’S DEVELOPMENT, INC., as the
landlord (the “Landlord”).

WHEREAS, in consideration of the Assignor agreeing to assign and

the Assignee agreeing to assume the Lease for the premises, and
other valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, both parties agree to keep, perform and fulfil
the promises, conditions and agreements below:

1. Premises

1.1 The Lease governs the rental of the following described

premises to the Assignor:

“An office space located at the 3rd Floor of

King’s Court 1 Building, Pasong Tamo, Makati
City with a total area of One Hundred Eighty
One and 47/100 square meters (181.47 sq. m).”

2. Assigned Lease

2.1 The Assignor assigns and transfers to the Assignee all of

the Assignor’s right, title, and interest in and to the Lease
and the Premises, subject to all the conditions and terms
contained in the Lease.

3. Effective Date

3.1 This Assignment takes effect on 2016

(the “Effective Date”), and continues until the present
term of the Lease which expires on 20 July 2017.

4. Assignor’s Interest

4.1 The Assignor warrants that:

a. The Assignor is the lawful and sole owner of the
interest assigned under this Agreement;

b. This interest is free from all encumbrances; and;

c. The Assignor has performed all duties and

obligations and made all payments required
under the terms and conditions of the Lease.

5. Breach of Lease by Assignee

5.1 Consent to this Assignment will not discharge the

Assignor of its obligations under the Lease in the event of
a breach by the Assignee.

5.2 In the event of a breach by the Assignee, the Landlord will

provide the Assignor with written notice of this breach
and the Assignor will have full rights to commence all
actions to recover possession of the Premises (in the
name of the Landlord, if necessary) and retain all rights
for the duration of the Lease provided the Assignor will
pay all accrued rents and cure any other default.

6. Miscellaneous Provision

6.1 This Assignment incorporates and is subject to the Lease,

a copy of which is attached hereto, and which is hereby
referred to and incorporated as if it were set out here at
length. The Assignee agrees to assume all of the
obligations and responsibilities of the Assignor under the

6.2 This Assignment will be binding upon and inure to the

benefit of the parties, their successors, assigns, personal
representatives, beneficiaries, executors, administrators,
and heir, as the case may be.

6.3 All rents and other charges accrued under the Lease prior
to the Effective date will be fully paid by the Assignor,
and by the Assignee after the Effectivity Date. The
Assignee will also be responsible for assuming and
performing all other duties and obligations required
under the terms and conditions of the Lease after the
Effectivity date.

7. No Agency

7.1 The parties agree that the relationship between the

Assignor and the Assignee under this Agreement is that
of principal to principal and no agency shall be
established as a result of this agreement.

8. Waiver

8.1 The failure, with or without intent, of any party to insist

upon the performance by the other party of any term or
stipulation of this Agreement, nor shall such failure or
election be deemed to constitute a waiver of the right of
such party at any time whatsoever thereafter to insist
upon performance by the other party strictly in
accordance with any terms or provisions hereof.

8.2 All terms, conditions, and obligations under this

Agreement shall remain in full force and effect at all
times during the subsistence of this Agreement except
where otherwise amended or modified by the parties by
mutual written agreement with the consent of the

9. Entire Agreement and Modifications

9.1 The parties confirm and acknowledge that this

Agreement shall constitute the entire agreement between
them and shall supersede and override all previous
communications, either oral or written, between the
parties with respect to the subject matter of this
Agreement, and no agreement or understanding varying
or extending the same shall be binding upon any party
unless arising out of the specific provisions of this

9.2 No amendment, modification or addition to this

Agreement shall be effective or binding on either of the
parties unless set forth in writing and executed by them
through their duly authorised representatives; with the
consent of the Landlord and subject to obtaining
requisite approval, if any, following such execution.

10. Severability

10.1 Should any part of this Agreement be declared illegal or

unenforceable, the parties will co-operate in all ways open
to them to obtain substantially the same result or as
much thereof as may be possible, including taking
appropriate steps to amend, modify or alter this

10.2 If any term or provision of this Agreement shall be

hereafter declared by a final adjudication of any tribunal
or court of competent jurisdiction to be illegal, such
adjudication shall not alter the validity or enforceability
of any other term or provision unless the terms and
provisions declared (by either party) shall be one
expressly defined as a condition precedent or as of the
essence of this Agreement, or comprising an integral part
of, or inseparable from the remainder of this Agreement.

11. Governing law and Arbitration

11.1 This Agreement shall be governed by and construed and

enforced in accordance with the laws of the Philippines.

11.2 If a dispute or difference arises between the Parties

relating to this Agreement, the Parties undertake to use
all reasonable efforts to resolve the dispute or difference
amicably and in good faith. If negotiation and amicable
settlement fails, any Party shall have the right to refer the
conflict to arbitration. Finally, if arbitration should also
fail, any party may obtain redress from a court of
competent jurisdiction in Makati City, where the Parties
hereby agree the venue to be laid.


have executed these present this day of , 20 at .


President Representative



The Landlord in the above Assignment of Lease executed on the

day of August 2016, the payment of rent and performance of all
duties and obligations as provided in the Lease.

Dated: day of , 2016



Republic of the Philippines)

) S.S.

On this day of , 2016 personally appeared before me, a Notary

Public in and for the city of Pasig, the following persons:


All known to me to be the same persons who executed the foregoing

document and acknowledgement that the same is an act of their
free and voluntary will and deed. IN WITNESS WHEREOF, I hereunto
sign this document and affix my seal of office on this date and place

Doc. No. ;
Page No. ;
Book No. ;
Series of 2016.