Vesting of undertaking in transferee
4 Vesting of undertaking in transferee
When any assets, rights or liabilities are transferred by a transfer to which this Part applies, the following provisions have effect—
the assets of the transferor vest in the transferee by virtue of this clause and without the need for any further conveyance, transfer, assignment or assurance,
the rights or liabilities of the transferor become by virtue of this clause the rights or liabilities of the transferee,
all proceedings relating to the assets, rights or liabilities commenced before the transfer by or against the transferor or a predecessor of the transferor and pending immediately before the transfer are taken to be proceedings pending by or against the transferee,
any act, matter or thing done or omitted to be done in relation to the assets, rights or liabilities before the transfer by, to or in respect of the transferor is (to the extent to which that act, matter or thing has any force or effect) taken to have been done or omitted by, to or in respect of the transferee,
the transferee has all the entitlements and obligations of the transferor in relation to those assets, rights and liabilities that the transferor would have had but for the regulation giving rise to the transfer, whether or not those entitlements and obligations were actual or potential at the time the regulation took effect,
a reference in any Act, in any instrument made under any Act or in any document of any kind to the transferor or a predecessor of the transferor is (to the extent to which it relates to those assets, rights or liabilities) taken to include a reference to the transferee.
The operation of this clause is not to be regarded—
as a breach of contract or confidence or otherwise as a civil wrong, or
as a breach of any contractual provision prohibiting, restricting or regulating the assignment or transfer of assets, rights or liabilities, or
as giving rise to any remedy by a party to an instrument, or as causing or permitting the termination of any instrument, because of a change in the beneficial or legal ownership of any asset, right or liability, or
as an event of default under any contract or other instrument.
No attornment to the transferee by a lessee from the transferor is required.
A transfer is subject to the terms and conditions of the regulation giving rise to the transfer.
No compensation is payable to any person or body in connection with a transfer to which this Part applies except to the extent (if any) to which the regulation giving rise to the transfer so provides.
This provision refers to the regulations (the regulation
). Made under this Act:
This Act’s bill:Explanatory memorandumSecond reading speech
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