Assignment of Accounts Receivable, Non-Recourse

This is an agreement made and effective [EFFECTIVE DATE],

BETWEEN: [NAME] a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at:

AND: [NAME] a corporation organized and existing under the laws of the [STATE/PROVINCE], with its head office located at:

FOR VALUE RECEIVED, the undersigned, [NAME] hereby sells and transfers all right, title and interest in and to the account(s) receivable as annexed; to [NAME]. The undersigned warrants that the said account(s) are just and due and the undersigned has not received payment for same or any part thereof; provided, however, that said account(s) are sold without recourse to the undersigned in the event of non-payment.

Signed under seal this [DATE].

NAME NAME

Authorized Signature Authorized Signature

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