1. The liability of an entity remains unchanged while the same is assigned to another entity.

2. In this case on transfer of A to B all its rights and liabilities is assigned to B and hence B will be liable for the liabilities unless the contract between A and B stipulates that A will continue to keep the liability with it.

3. So unless and until such proviso is there your actions will lie against B. In other words your remedy does not get relinquished and it remains with B unless by stipulation it is still with A. 

1) B would be liable to discharge all obligations of A company

2) you can sign the deed of novation 

Dear Sir,

You may sign a deed that you will be continuing the business as earlier done with A company. 

It appears to me that you are acquiring the business of A company and wish to take over the entire business with liability and assets. 

I would advice you to check audited balance sheet of A Company for the last 3 years along with auditors report.

I would advice you further to appoint a C A for due diligence of the Business of A and seek report. 

After due diligence report if it is positive and assets are more than liabilities then go for deal otherwise reject it.

Company B shall be liable to honor A commitments on same terms and conditions. Dont sign novation deed, B us bound to continue with old terms and condition. When present contract will get over than can execute contract with fresh conditions.

The agreement says that the liability is not released it has been transferred. Therefore liability exists but has been transferred. You don't have to release anyone. You are a part of the agreement. In case you don't get your share you have to sue someone. It should be B. 

Novation is a renewal of the contract under new terms and conditions. Now go through it carefully. If you feel like A will not play a role in the future you may.

Yes it is safe for you to sign the document 

A deed of novation is an agreement which transfers one party's rights and obligations under a contract or agreement to a new third party. The terms of the agreement remain the same, but the identity of one party changes.

In simple terms, a deed of novation is a way of substituting one party to a valid contract with another party. If a business person wishes to get out of a contract or agreement, they may be able to find a new party to take it on. In these cases a deed of novation may be the appropriate course of action.

If a business owner buys a business from somebody else, deeds of novation may be used to transfer the contracts that the previous owner had with other parties to the new owner. The effect of the deed of novation is to release the previous owner from his or her obligations under the contracts, and to transfer the rights and obligations to the new owner.

Yes it is safe but check the averments carefully before execution

you can sign novation deed. 

Yes, your interests are protected by the Deed of Novation between companies A and B.

- In Novation , a new contract is substituted after terminating an existed contract , where the right and liabilities of the parties to the contract come to an end.    

- As per Section 62 in The Indian Contract Act, 1872 , If the parties to a contract agree to substitute a new contract for it or to rescind or alter it, the original contract need not be performed.

- Hence, as there is already clause , that the effective date B company and the vendor shall be at liberty to review the terms and conditions of the existing contract and finalise and execute a new document , hence you can proceed with the deed of Novation . It is safe.

Yes you can execute a notation deed with company A it is safe for you. 

1. The rights and liabilities will also pass to the buyer, unless otherwise provided in the contract between A and B.

2. A Deed of Novation is executed when a party wishes to transfer or assign its rights and obligations under an existing contractual arrangement to another party – that is, the outgoing party is substituted for the incoming party without changing the original rights and obligations under the original agreement.

3. Since there is a clause in the contract between A and B whereby and whereunder B will assume all rights and liabilities of A, it is safe for you to execute the Deed of Novation.

Yes, absolutely there will be  no problem, you can go ahead and sign Deed of Novation.

Since the under standing between A Company and B Company is clear,  and that, the B Company agrees to perform and discharge all the obligations of A Company.

Thus, there is no legal impediment, you can go ahead with the proposal.