Final Novation Agreement
Final Novation Agreement
BETWEEN
AND
AND
NOVATION AGREEMENT
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THIS NOVATION AGREEMENT is made on the day of 2023
Between
(1) CHUAH KEE LEAN (NRIC NO.: 570516-07-6204/ 5206597) of A-18-08, Cantara
Residences, No.6, Jalan Pju 1A/42B, Ara Damansara, 47301 Petaling Jaya, Selangor
(“Transferor”);
And
(2) WELTY KASTHURI GEORGE (NRIC NO.: 690307-10-5802/ A1257438) of No. 35 Jalan
Wawasan 2/10, Pusat Bandar Puchong, 47100 Puchong, Selangor Darul Ehsan
(“Transferee”);
And
(“Tenant”)
Each a “party” or “Party” and reference to “parties” or 1“Parties” shall refer to each of the Transferor,
Transferee and the Tenant respectively.
WHEREAS:
(A) The Transferor and the Tenant entered into a tenancy agreement particularly identified in the
Schedule (“Tenancy Agreement”) to this Agreement. A copy of the tenancy agreement is
attached herewith as Appendix 1.
(B) Pursuant to the Sale and Purchase Agreement dated between the
Transferor and the Transferee, the Transferor has agreed to transfer all its rights, benefits,
interest and obligations under the Tenancy Agreement to the Transferee and the Transferee
has agreed to acquire the same from the Transferor for the consideration and upon the terms
and subject to the conditions set out in this Agreement.
(C) It is a term of the Tenancy Agreement that the Transferee has to agree to allow the Tenant to
continue its occupation of the Premises for the unexpired term of the Tenancy.
1 Conditional Agreement
1.1 This Deed is conditional upon the completion of the sale and purchase of the Property under
the Sale and Purchase Agreement and if such sale and purchase shall not be completed, this
Deed shall become null and void and cease to be of any effect and none of the party or parties
hereto shall have any further rights against the other party or parties under this Deed save and
except for and without prejudice to any right which any party or parties may be entitled to
against the other party or parties in respect of any antecedent breach of this Deed.
1.2 The Transferor shall promptly notify the Tenant of the Delivery Date (Delivery Date shall mean
the date the Transferor delivers the legal possession of the Demised Premises to the
Transferee in accordance with the Sale And Purchase Agreement) and the completion of the
sale and purchase of the Property under the Sale Agreement.
1. NOVATION
1.1 In consideration of the mutual agreements and covenants of the Parties hereunder, it is
hereby agreed that with effect from the Delivery Date
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(a) The Transferor hereby assigns and transfers absolutely, without reservation to the
Transferee and the Transferee shall accept and assume all of the Transferor’s rights, title,
benefits, interests and obligations of the Transferor under the Tenancy Agreement and;
(b) The Transferor shall cease to be a party to the Tenancy Agreement and the Transferee
shall become a party to it in place of the Transferor;
(c) The Transferee hereby agrees to be bound by, observe and perform all obligations of the
Transferor as well as to observe each of the covenants, stipulations, terms and conditions
howsoever arising under the Tenancy Agreement in substitution for the Transferor as if
the Transferee were a party to the Principal Agreement, with effect from the Delivery
Date. The Transferee shall hereafter indemnify and keep the Transferor indemnified and
save the Transferor harmless against all claims, suits, proceedings, demands, liabilities,
losses, fines, charges, expenses and costs suffered or incurred by the Transferor arising
from or in connection with non-performance or breach by the Transferee of the Tenancy
Agreement from with effect from the Delivery Date;
(d) The Transferor hereby agree with the Transferee that the Transferor shall have no rights
title interest or claim of whatsoever nature whether legal equitable or otherwise under the
Tenancy Agreement with effect from the Delivery Date PROVIDED ALWAYS that nothing
herein shall affect the rights of the Transferor in respect of the liability of the Tenant
arising under the Tenancy Agreement prior to date hereto. The Transferor undertakes
with the Transferee to indemnify and keep the Transferee indemnified and save the
Transferee harmless against all claims, suits, proceedings, demands, liabilities, losses,
fines, charges, expenses and costs suffered or incurred by the Transferee arising from or
in connection with non-performance or breach by the Transferor of the Tenancy
Agreement prior to the Delivery Date.
1.2 At the request of the Transferor and in consideration of mutual covenants hereunder and with
effect from (and including) the Delivery Date, the Tenant hereby consents and agrees to the
assignment by the Transferor to the Transferee of the rights, title, benefit and interests and
the novation of the obligations and liabilities under the Principal Agreement. The Tenant
hereby agrees that the Transferee shall be entitled to all the rights, title, benefits and interest
of the Transferor under the Tenancy Agreement and agree to be bound by, observe, perform
all obligations of the Tenant as well as to observe each of the covenants, stipulations, terms
and conditions howsoever arising under the Tenancy Agreement in every way as if the
Transferee had been a party to the Tenancy Agreement in place of the Transferor.
1.3 The Tenant hereby consent and agrees to release and discharge the Transferor from all
claims and demands, and from each of its liabilities and all future obligations, howsoever
arising under the Tenancy Agreement with effect from the Delivery Date and agrees to accept
the liabilities and obligations of the Transferee in place of the Transferor to the extent
provided under this Agreement.
2. FURTHER ASSURANCE
2.1. Each of the parties agree to perform (or procure the performance of) all further acts and
things, and execute and deliver (or procure the execution and delivery of) such further
documents, as may be required by law or as may be necessary or reasonably desirable to
implement and/ or give effect to this Agreement.
3. GOVERNING LAW
3.1. This Agreement and the relationship between the parties shall be governed by, and
interpreted in accordance with, the laws of Malaysia.
4. GENERAL
4.1. This Agreement shall be binding on the successors in title of the parties.
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4.2. Each party shall bear its own costs including but not limited to legal costs for the preparation
and execution of this Agreement save that the stamp duty to be paid on this Agreement shall
be borne by the Transferee.
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IN WITNESS WHEREOF the parties hereto have hereunto set their hands the day and year first
above written.
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SCHEDULE
(to be construed as an essential part of the Novation Agreement)
Address:
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APPENDIX 1
[Copy of Tenancy Agreement to be novated]
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