Transfer and Assumption Agreement Sample Contracts

RECITALS
Transfer and Assumption Agreement • April 4th, 2008 • Xanodyne Pharmaceuticals Inc • Pharmaceutical preparations • New York
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AGREEMENT ---------
Transfer and Assumption Agreement • August 28th, 2012 • Usaa Mutual Funds Trust • Texas
TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • January 29th, 2021 • New York

This Transfer and Assumption Agreement ("Agreement") is made as of ___, March 19, 2001 (the "Effective Time"), by and among Enron Power Marketing, Inc. ("EPMI") and Enron North America Corp. ("ENAC") (EPMI and ENAC each, individually, a "Counterparty" and collectively, the "Counterparties"), Merrill Lynch Capital Services, Inc. ("Transferor"), Merrill Lynch & Co., Inc. ("ML&Co.") and Allegheny Energy Supply Company, LLC (“Transferee”) (Counterparties, Transferor, ML&Co. and Transferee, each, individually a "Party," and collectively the "Parties").

WITNESSETH ----------
Transfer and Assumption Agreement • October 16th, 2000 • Mbna America Bank National Association • Asset-backed securities • New York
TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • January 19th, 2021 • New York

This Transfer and Assumption Agreement (“Agreement”)("Agreement") is made as of ___ at 12:01 a.m., March 16, 19, 2001 (the "Effective Time"), by and among Enron Power Marketing, Inc. ("EPMI") and Enron North America Corp. ("ENAC") (EPMI and ENAC each, individually, a “Counterparty”"Counterparty" and collectively, the "Counterparties"), Merrill Lynch Capital Services, Inc. (“Transferor”),("Transferor"), Merrill Lynch & Co., Inc. ("ML&Co.") and Allegheny Energy Supply Company, LLC (“Transferee”) (Counterparties, Transferor, ML&Co. and Transferee, each, individually a "Party," and collectively the "Parties").

ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • October 20th, 2017
AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONS
Transfer and Assumption Agreement • December 18th, 2012 • Bullfrog Gold Corp. • Metal mining • Delaware

This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of September 30, 2011, by Bullfrog Gold Corp., a Delaware corporation (“Assignor”), and KOPR Resources Holdings, Inc., a Delaware corporation and a wholly-owned subsidiary of Assignor (“Assignee”).

AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONS
Transfer and Assumption Agreement • July 2nd, 2010 • Designer Export, Inc • Wholesale-apparel, piece goods & notions • Nevada

This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of June 30, 2010, by Designer Export, Inc., a Nevada corporation (“Assignor”), and Designer Export Holdings, Inc., a Nevada corporation and a wholly-owned subsidiary of Assignor (“Assignee”).

TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • May 30th, 2017 • Resource Credit Income Fund

This Transfer and Assumption Agreement is made as of this 11th day of April, 2017 by and among Resource Financial Fund Management, Inc. a Delaware corporation (“RFFM”), Resource Alternative Advisor, LLC, a Delaware limited liability company (“RAA”), each of which is currently a registered adviser under the Investment Advisers Act of 1940, as amended, (the “Investment Advisers Act”), and Resource Credit Income Fund (the “Fund”), a Delaware statutory trust registered as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

AGENTS ONLY: CONSENT TO ASSIGNMENT / ACCOUNT TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • September 14th, 2020

THIS CONSENT TO ASSIGNMENT/ACCOUNT TRANSFER AND ASSUMPTION AGREEMENT (The “Agreement”) is entered into as of____________ (“Effective Date”) by and between the current account owner ("Assignor") and the new customer (“Assignee”), and Alltel Communications, Inc. (“Alltel”).

Debt Transfer and Assumption Agreement (English Translation)
Transfer and Assumption Agreement • November 19th, 2008 • China Health Resource, Inc. • Pharmaceutical preparations
TRANSFER AND ASSUMPTION AGREEMENT (Saks Credit Card Master Trust)
Transfer and Assumption Agreement • April 16th, 2003 • Saks Credit Card Master Trust • Asset-backed securities • New York

THIS TRANSFER AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of April 15, 2003, is by and among Saks Incorporated, a Tennessee corporation (“Saks”), Saks Credit Corporation, a Delaware corporation (“SCC” and collectively with Saks, the “Saks Parties”), Household Bank (SB), N.A., a national banking association (“Household Bank”), Household Finance Corporation, a Delaware corporation (“HFC”), Household Receivables Acquisition Company, a Delaware corporation (“HRAC”) and HRSI Funding, Inc. III, a Delaware corporation (“HRSI”, and together with Household Bank, HFC and HRAC, the “Household Parties”).

TRANSFER AND ASSUMPTION OF AMENDED AND RESTATED INVESTMENT ADVISORY AGREEMENT
Transfer and Assumption Agreement • August 31st, 2020 • Virtus Opportunities Trust

This Transfer and Assumption Agreement (“Transfer and Assumption Agreement”) effective as of September 1, 2020 (the “Effective Date”) is being provided pursuant to Paragraph 14 of the Amended and Restated Investment Advisory Agreement dated November 20, 2002, as amended, (the “Investment Advisory Agreement”) solely with respect to Virtus Fort Trend Fund (fka Virtus Rampart Equity Trend Fund) (the “Fund”), and is by and among Virtus Opportunities Trust, a Delaware statutory trust (the “Trust”), Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser” and the Trust together, collectively the “Transferor”) and Virtus Alternative Investment Advisers, Inc. (“VAIA” the “Transferee”).

TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • April 20th, 2023 • Virtus Variable Insurance Trust • Delaware

This Transfer and Assumption Agreement (the “Agreement”) is made as of July 1, 2022 (the “Closing Date”) by and between Seix Investment Advisors LLC (“Seix”, to be known as Virtus Fixed Income Advisers, LLC) and Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”), on behalf of Virtus Newfleet Multi-Sector Intermediate Bond Series and Virtus Strategic Allocation Series (collectively, the “Series”), each a series of Virtus Variable Insurance Trust, a Delaware statutory trust (the “Trust” and the Adviser, collectively, the “Transferor”)

TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • January 24th, 2023 • Virtus Equity Trust • Delaware

This Transfer and Assumption Agreement (the “Agreement”) is made as of July 1, 2022 (the “Closing Date”) by and between Seix Investment Advisors LLC (“Seix”, to be known as Virtus Fixed Income Advisers, LLC) and Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”), on behalf of Virtus Tactical Allocation Fund (the “Fund”), a series of Virtus Equity Trust, a Delaware statutory trust (the “Trust” and the Adviser, collectively, the “Transferor”)

AGREEMENT OF CONVEYANCE, TRANSFER AND ASSIGNMENT OF ASSETS AND ASSUMPTION OF OBLIGATIONS
Transfer and Assumption Agreement • June 30th, 2011 • Resume in Minutes, Inc. • Services-personal services • Delaware

This Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations (“Transfer and Assumption Agreement”) is made as of June 24, 2011, by MEDL Mobile Holdings, Inc., a Nevada corporation (“Assignor”), and Resume in Minutes Holdings, Inc., a Nevada corporation and a wholly-owned subsidiary of Assignor (“Assignee”).

ARTICLE I TRANSFER AND ASSUMPTION OF INVESTMENT ADVISORY AGREEMENTS
Transfer and Assumption Agreement • July 26th, 2002 • Janus Adviser Series • Colorado
TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • January 23rd, 2015 • Mutual Fund Series Trust

This Transfer and Assumption Agreement is made as of this 1st day of February 2015 by and between Camelot Portfolios, LLC, an Ohio limited liability company ("Old Adviser") and Camelot Funds, LLC, an Ohio limited liability company ("New Adviser").

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TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • March 31st, 2023 • Virtus Stone Harbor Emerging Markets Income Fund • Delaware

This Transfer and Assumption Agreement (the “Agreement”) is made as of July 1, 2022 (the “Closing Date”) by and between Seix Investment Advisors LLC (“Seix”, to be known as Virtus Fixed Income Advisers, LLC) and Virtus Alternative Investment Advisers, Inc., a Connecticut corporation (the “Adviser”), on behalf of Virtus Stone Harbor Emerging Markets Income Fund, a Massachusetts business trust (the “Fund” and collectively with the Adviser, the “Transferor”).

TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • September 27th, 2022 • Virtus Opportunities Trust • Delaware

This Transfer and Assumption Agreement (the “Agreement”) is made as of July 1, 2022 (the “Closing Date”) by and between Seix Investment Advisors LLC (“Seix”, to be known as Virtus Fixed Income Advisers, LLC), and Virtus Alternative Investment Advisers, Inc., a Connecticut corporation (the “Adviser”), on behalf of Virtus Stone Harbor Local Markets Fund, Virtus Stone Harbor Strategic Income Fund, Virtus Stone Harbor Emerging Markets Debt Allocation Fund, Virtus Stone Harbor High Yield Bond Fund, Virtus Stone Harbor Emerging Markets Debt Fund and Virtus Stone Harbor Emerging Markets Corporate Debt Fund (each a “Fund” and collectively, the “Funds”), each a series of Virtus Opportunities Trust, a Delaware statutory trust (the “Trust” and collectively with the Adviser, the “Transferor”)

AMENDMENT NO. 1 TO INVESTMENT ADVISORY AGREEMENT
Transfer and Assumption Agreement • June 7th, 2012 • Usaa Mutual Funds Trust • Texas

This AMENDMENT NO. 1 is made as of the 1st day of December 2006, to the Investment Advisory Agreement made as of the 1st day of August 2006, between USAA INVESTMENT MANAGEMENT COMPANY, a corporation organized under the laws of the state of Delaware and having a place of business in San Antonio, Texas (IMCO), and USAA M UTUAL FUNDS TRUST, a statutory trust organized under the laws of the state of Delaware and having a place of business in San Antonio, Texas (the Trust).

TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • September 27th, 2022 • Virtus Opportunities Trust • Delaware

This Transfer and Assumption Agreement (the “Agreement”) is made as of July 1, 2022 (the “Closing Date”) by and between Seix Investment Advisors LLC (“Seix”, to be known as Virtus Fixed Income Advisers, LLC) and Virtus Investment Advisers, Inc., a Massachusetts corporation (the “Adviser”), on behalf of Virtus Newfleet Core Plus Bond Fund, Virtus Newfleet High Yield Fund, Virtus Newfleet Low Duration Core Plus Bond Fund, Virtus Newfleet Multi-Sector Intermediate Bond Fund, Virtus Newfleet Multi-Sector Short Term Bond Fund, Virtus Newfleet Senior Floating Rate Fund and Virtus Newfleet Tax-Exempt Bond Fund (each a “Fund” and collectively, the “Funds”), each a series of Virtus Opportunities Trust, a Delaware statutory trust (the “Trust” and collectively with the Adviser, the “Transferor”)

TRANSFER AND ASSUMPTION AGREEMENT THE TORONTO-DOMINION BANK (as TD Transferor) - and - TD WATERHOUSE INVESTOR SERVICES (CANADA) INC. (as Transferee) DATED JUNE 28, 1999
Transfer and Assumption Agreement • January 26th, 2001 • Td Waterhouse Group Inc • Security & commodity brokers, dealers, exchanges & services
Contract
Transfer and Assumption Agreement • January 26th, 2001 • Td Waterhouse Group Inc • Security & commodity brokers, dealers, exchanges & services
TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • October 27th, 2015 • Equinox Funds Trust • Delaware

THIS TRANSFER AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of the 21st day of August, 2015, by and between Equinox Fund Management, LLC, a limited liability company organized under the laws of the state of Delaware, (“EFM”) and Equinox Institutional Asset Management, LP, a limited partnership organized under the laws of the state of Delaware (“EIAM”).

ARTICLE I TRANSFER AND ASSUMPTION OF DISTRIBUTION AGREEMENTS
Transfer and Assumption Agreement • July 26th, 2002 • Janus Adviser Series • Colorado
AMENDMENT NO. 1 TO ASSIGNMENT, TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • November 24th, 2004 • Viropharma Inc • Pharmaceutical preparations • Delaware

This AMENDMENT NO. 1 dated as of November 9, 2004 (this “Amendment”) amends that certain Assignment, Transfer and Assumption Agreement dated as of October 18, 2004 (the “Assignment Agreement”) by and between ViroPharma Incorporated (“ViroPharma”), a corporation organized and existing under the laws of the State of Delaware with offices located at 397 Eagleview Boulevard, Exton, Pennsylvania 19341 and Eli Lilly and Company (“Lilly”), a corporation organized and existing under the laws of the State of Indiana with offices located at Lilly Corporate Center, Indianapolis, Indiana 46285.

TRANSFER AND ASSUMPTION AGREEMENT TD SECURITIES INC. (as TDSI Transferor) - and - TD WATERHOUSE INVESTOR SERVICES (CANADA) INC. (as Transferee) DATED JUNE 28, 1999
Transfer and Assumption Agreement • January 26th, 2001 • Td Waterhouse Group Inc • Security & commodity brokers, dealers, exchanges & services
TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • May 1st, 2008 • Sentinel Variable Products Trust • Vermont

This Agreement is made and entered into as of May 18, 2007, by and among Equity Services, Inc., a Vermont corporation (“Transferor”), Sentinel Financial Services Company, a Vermont partnership (“Transferee”), National Life Insurance Company, a Vermont corporation (“NLIC”), and Sentinel Variable Products Trust, a Delaware trust (“SVPT”). WHEREAS, Transferee and Transferor are both registered broker/dealers under the Securities and Exchange Act of 1934, as amended; WHEREAS, the Transferor desires to transfer and the Transferee desires to assume the Equity Services, Inc.’s interest in the Participation Agreement by and between Equity Services, Inc., Sentinel Variable Products Trust, and National Life Insurance Company dated July 27, 2000 (“Participation Agreement”); and

TRANSFER AND ASSUMPTION AGREEMENT
Transfer and Assumption Agreement • May 31st, 2013 • Northern Lights Fund Trust

This Transfer and Assumption Agreement is made as of this 31st day of December 2012 by and between Knollwood Investment Advisors, LLC, an Illinois limited liability corporation ("Old Adviser") and Dearborn Capital Management, LLC, an Illinois limited liability company ("New Adviser").

RECITALS
Transfer and Assumption Agreement • August 26th, 2005 • Cyber Merchants Exchange Inc • Services-business services, nec • Nevada
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