DIGITAL ASSET TRANSFER AGREEMENT

This Digital Asset Transfer Agreement (“Agreement”) is made and entered into as of this date [DATE], by and between:

PARTY A
[COMPANY_NAME]
[ADDRESS_LINE_1]
[ADDRESS_LINE_2]
[CITY], [STATE] [ZIP_CODE]
[LEGAL_ENTITY_TYPE]

PARTY B
[INDIVIDUAL_NAME]
[RESIDENTIAL_ADDRESS]
[CITY], [STATE] [ZIP_CODE]

RECITALS
WHEREAS, Party A owns certain digital assets, including but not limited to [ASSETS_DESCRIPTION] (the “Digital Assets”);
WHEREAS, Party B desires to acquire, and Party A agrees to transfer, ownership of the Digital Assets;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows:

1. TRANSFER OF DIGITAL ASSETS
1.1. Party A agrees to transfer, assign, and convey to Party B all of its right, title, and interest in and to the Digital Assets. Party A shall provide all necessary login credentials, encryption keys, and other information required for Party B to take possession and control of the Digital Assets.

1.2. Party B agrees to accept the transfer of the Digital Assets and acknowledges that they are being acquired on an “as is” basis. Party B assumes all risks associated with the acquisition and use of the Digital Assets.

2. REPRESENTATIONS AND WARRANTIES
2.1. Party A represents and warrants that it is the sole and lawful owner of the Digital Assets, with full power and authority to transfer the same to Party B.

2.2. Party A further represents and warrants that the Digital Assets are free and clear of any liens, encumbrances, or claims of third parties.

2.3. Party B represents and warrants that it has the necessary expertise and knowledge to manage and safeguard the Digital Assets effectively.

3. CONFIDENTIALITY
3.1. Both parties agree to keep the terms and conditions of this Agreement confidential and not disclose any confidential information to third parties without the prior written consent of the other party.

4. INDEMNIFICATION
4.1. Each party agrees to indemnify, defend, and hold harmless the other party from and against any and all claims, liabilities, losses, damages, and expenses arising out of or related to any breach of this Agreement by the indemnifying party.

5. GOVERNING LAW
5.1. This Agreement shall be governed by and construed in accordance with the laws of the [GOVERNING_STATE].

6. ENTIRE AGREEMENT
6.1. This Agreement constitutes the entire understanding and agreement between the parties concerning the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, negotiations, and discussions, whether written or oral.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
PARTY A: [DIGITAL_SIGNATURE]
PARTY B: [DIGITAL_SIGNATURE]