what is meaning of law of assignment

assignments basic law

Assignments: The Basic Law

The assignment of a right or obligation is a common contractual event under the law and the right to assign (or prohibition against assignments) is found in the majority of agreements, leases and business structural documents created in the United States.

As with many terms commonly used, people are familiar with the term but often are not aware or fully aware of what the terms entail. The concept of assignment of rights and obligations is one of those simple concepts with wide ranging ramifications in the contractual and business context and the law imposes severe restrictions on the validity and effect of assignment in many instances. Clear contractual provisions concerning assignments and rights should be in every document and structure created and this article will outline why such drafting is essential for the creation of appropriate and effective contracts and structures.

The reader should first read the article on Limited Liability Entities in the United States and Contracts since the information in those articles will be assumed in this article.

Basic Definitions and Concepts:

An assignment is the transfer of rights held by one party called the “assignor” to another party called the “assignee.” The legal nature of the assignment and the contractual terms of the agreement between the parties determines some additional rights and liabilities that accompany the assignment. The assignment of rights under a contract usually completely transfers the rights to the assignee to receive the benefits accruing under the contract. Ordinarily, the term assignment is limited to the transfer of rights that are intangible, like contractual rights and rights connected with property. Merchants Service Co. v. Small Claims Court , 35 Cal. 2d 109, 113-114 (Cal. 1950).

An assignment will generally be permitted under the law unless there is an express prohibition against assignment in the underlying contract or lease. Where assignments are permitted, the assignor need not consult the other party to the contract but may merely assign the rights at that time. However, an assignment cannot have any adverse effect on the duties of the other party to the contract, nor can it diminish the chance of the other party receiving complete performance. The assignor normally remains liable unless there is an agreement to the contrary by the other party to the contract.

The effect of a valid assignment is to remove privity between the assignor and the obligor and create privity between the obligor and the assignee. Privity is usually defined as a direct and immediate contractual relationship. See Merchants case above.

Further, for the assignment to be effective in most jurisdictions, it must occur in the present. One does not normally assign a future right; the assignment vests immediate rights and obligations.

No specific language is required to create an assignment so long as the assignor makes clear his/her intent to assign identified contractual rights to the assignee. Since expensive litigation can erupt from ambiguous or vague language, obtaining the correct verbiage is vital. An agreement must manifest the intent to transfer rights and can either be oral or in writing and the rights assigned must be certain.

Note that an assignment of an interest is the transfer of some identifiable property, claim, or right from the assignor to the assignee. The assignment operates to transfer to the assignee all of the rights, title, or interest of the assignor in the thing assigned. A transfer of all rights, title, and interests conveys everything that the assignor owned in the thing assigned and the assignee stands in the shoes of the assignor. Knott v. McDonald’s Corp ., 985 F. Supp. 1222 (N.D. Cal. 1997)

The parties must intend to effectuate an assignment at the time of the transfer, although no particular language or procedure is necessary. As long ago as the case of National Reserve Co. v. Metropolitan Trust Co ., 17 Cal. 2d 827 (Cal. 1941), the court held that in determining what rights or interests pass under an assignment, the intention of the parties as manifested in the instrument is controlling.

The intent of the parties to an assignment is a question of fact to be derived not only from the instrument executed by the parties but also from the surrounding circumstances. When there is no writing to evidence the intention to transfer some identifiable property, claim, or right, it is necessary to scrutinize the surrounding circumstances and parties’ acts to ascertain their intentions. Strosberg v. Brauvin Realty Servs., 295 Ill. App. 3d 17 (Ill. App. Ct. 1st Dist. 1998)

The general rule applicable to assignments of choses in action is that an assignment, unless there is a contract to the contrary, carries with it all securities held by the assignor as collateral to the claim and all rights incidental thereto and vests in the assignee the equitable title to such collateral securities and incidental rights. An unqualified assignment of a contract or chose in action, however, with no indication of the intent of the parties, vests in the assignee the assigned contract or chose and all rights and remedies incidental thereto.

More examples: In Strosberg v. Brauvin Realty Servs ., 295 Ill. App. 3d 17 (Ill. App. Ct. 1st Dist. 1998), the court held that the assignee of a party to a subordination agreement is entitled to the benefits and is subject to the burdens of the agreement. In Florida E. C. R. Co. v. Eno , 99 Fla. 887 (Fla. 1930), the court held that the mere assignment of all sums due in and of itself creates no different or other liability of the owner to the assignee than that which existed from the owner to the assignor.

And note that even though an assignment vests in the assignee all rights, remedies, and contingent benefits which are incidental to the thing assigned, those which are personal to the assignor and for his sole benefit are not assigned. Rasp v. Hidden Valley Lake, Inc ., 519 N.E.2d 153, 158 (Ind. Ct. App. 1988). Thus, if the underlying agreement provides that a service can only be provided to X, X cannot assign that right to Y.

Novation Compared to Assignment:

Although the difference between a novation and an assignment may appear narrow, it is an essential one. “Novation is a act whereby one party transfers all its obligations and benefits under a contract to a third party.” In a novation, a third party successfully substitutes the original party as a party to the contract. “When a contract is novated, the other contracting party must be left in the same position he was in prior to the novation being made.”

A sublease is the transfer when a tenant retains some right of reentry onto the leased premises. However, if the tenant transfers the entire leasehold estate, retaining no right of reentry or other reversionary interest, then the transfer is an assignment. The assignor is normally also removed from liability to the landlord only if the landlord consents or allowed that right in the lease. In a sublease, the original tenant is not released from the obligations of the original lease.

Equitable Assignments:

An equitable assignment is one in which one has a future interest and is not valid at law but valid in a court of equity. In National Bank of Republic v. United Sec. Life Ins. & Trust Co. , 17 App. D.C. 112 (D.C. Cir. 1900), the court held that to constitute an equitable assignment of a chose in action, the following has to occur generally: anything said written or done, in pursuance of an agreement and for valuable consideration, or in consideration of an antecedent debt, to place a chose in action or fund out of the control of the owner, and appropriate it to or in favor of another person, amounts to an equitable assignment. Thus, an agreement, between a debtor and a creditor, that the debt shall be paid out of a specific fund going to the debtor may operate as an equitable assignment.

In Egyptian Navigation Co. v. Baker Invs. Corp. , 2008 U.S. Dist. LEXIS 30804 (S.D.N.Y. Apr. 14, 2008), the court stated that an equitable assignment occurs under English law when an assignor, with an intent to transfer his/her right to a chose in action, informs the assignee about the right so transferred.

An executory agreement or a declaration of trust are also equitable assignments if unenforceable as assignments by a court of law but enforceable by a court of equity exercising sound discretion according to the circumstances of the case. Since California combines courts of equity and courts of law, the same court would hear arguments as to whether an equitable assignment had occurred. Quite often, such relief is granted to avoid fraud or unjust enrichment.

Note that obtaining an assignment through fraudulent means invalidates the assignment. Fraud destroys the validity of everything into which it enters. It vitiates the most solemn contracts, documents, and even judgments. Walker v. Rich , 79 Cal. App. 139 (Cal. App. 1926). If an assignment is made with the fraudulent intent to delay, hinder, and defraud creditors, then it is void as fraudulent in fact. See our article on Transfers to Defraud Creditors .

But note that the motives that prompted an assignor to make the transfer will be considered as immaterial and will constitute no defense to an action by the assignee, if an assignment is considered as valid in all other respects.

Enforceability of Assignments:

Whether a right under a contract is capable of being transferred is determined by the law of the place where the contract was entered into. The validity and effect of an assignment is determined by the law of the place of assignment. The validity of an assignment of a contractual right is governed by the law of the state with the most significant relationship to the assignment and the parties.

In some jurisdictions, the traditional conflict of laws rules governing assignments has been rejected and the law of the place having the most significant contacts with the assignment applies. In Downs v. American Mut. Liability Ins. Co ., 14 N.Y.2d 266 (N.Y. 1964), a wife and her husband separated and the wife obtained a judgment of separation from the husband in New York. The judgment required the husband to pay a certain yearly sum to the wife. The husband assigned 50 percent of his future salary, wages, and earnings to the wife. The agreement authorized the employer to make such payments to the wife.

After the husband moved from New York, the wife learned that he was employed by an employer in Massachusetts. She sent the proper notice and demanded payment under the agreement. The employer refused and the wife brought an action for enforcement. The court observed that Massachusetts did not prohibit assignment of the husband’s wages. Moreover, Massachusetts law was not controlling because New York had the most significant relationship with the assignment. Therefore, the court ruled in favor of the wife.

Therefore, the validity of an assignment is determined by looking to the law of the forum with the most significant relationship to the assignment itself. To determine the applicable law of assignments, the court must look to the law of the state which is most significantly related to the principal issue before it.

Assignment of Contractual Rights:

Generally, the law allows the assignment of a contractual right unless the substitution of rights would materially change the duty of the obligor, materially increase the burden or risk imposed on the obligor by the contract, materially impair the chance of obtaining return performance, or materially reduce the value of the performance to the obligor. Restat 2d of Contracts, § 317(2)(a). This presumes that the underlying agreement is silent on the right to assign.

If the contract specifically precludes assignment, the contractual right is not assignable. Whether a contract is assignable is a matter of contractual intent and one must look to the language used by the parties to discern that intent.

In the absence of an express provision to the contrary, the rights and duties under a bilateral executory contract that does not involve personal skill, trust, or confidence may be assigned without the consent of the other party. But note that an assignment is invalid if it would materially alter the other party’s duties and responsibilities. Once an assignment is effective, the assignee stands in the shoes of the assignor and assumes all of assignor’s rights. Hence, after a valid assignment, the assignor’s right to performance is extinguished, transferred to assignee, and the assignee possesses the same rights, benefits, and remedies assignor once possessed. Robert Lamb Hart Planners & Architects v. Evergreen, Ltd. , 787 F. Supp. 753 (S.D. Ohio 1992).

On the other hand, an assignee’s right against the obligor is subject to “all of the limitations of the assignor’s right, all defenses thereto, and all set-offs and counterclaims which would have been available against the assignor had there been no assignment, provided that these defenses and set-offs are based on facts existing at the time of the assignment.” See Robert Lamb , case, above.

The power of the contract to restrict assignment is broad. Usually, contractual provisions that restrict assignment of the contract without the consent of the obligor are valid and enforceable, even when there is statutory authorization for the assignment. The restriction of the power to assign is often ineffective unless the restriction is expressly and precisely stated. Anti-assignment clauses are effective only if they contain clear, unambiguous language of prohibition. Anti-assignment clauses protect only the obligor and do not affect the transaction between the assignee and assignor.

Usually, a prohibition against the assignment of a contract does not prevent an assignment of the right to receive payments due, unless circumstances indicate the contrary. Moreover, the contracting parties cannot, by a mere non-assignment provision, prevent the effectual alienation of the right to money which becomes due under the contract.

A contract provision prohibiting or restricting an assignment may be waived, or a party may so act as to be estopped from objecting to the assignment, such as by effectively ratifying the assignment. The power to void an assignment made in violation of an anti-assignment clause may be waived either before or after the assignment. See our article on Contracts.

Noncompete Clauses and Assignments:

Of critical import to most buyers of businesses is the ability to ensure that key employees of the business being purchased cannot start a competing company. Some states strictly limit such clauses, some do allow them. California does restrict noncompete clauses, only allowing them under certain circumstances. A common question in those states that do allow them is whether such rights can be assigned to a new party, such as the buyer of the buyer.

A covenant not to compete, also called a non-competitive clause, is a formal agreement prohibiting one party from performing similar work or business within a designated area for a specified amount of time. This type of clause is generally included in contracts between employer and employee and contracts between buyer and seller of a business.

Many workers sign a covenant not to compete as part of the paperwork required for employment. It may be a separate document similar to a non-disclosure agreement, or buried within a number of other clauses in a contract. A covenant not to compete is generally legal and enforceable, although there are some exceptions and restrictions.

Whenever a company recruits skilled employees, it invests a significant amount of time and training. For example, it often takes years before a research chemist or a design engineer develops a workable knowledge of a company’s product line, including trade secrets and highly sensitive information. Once an employee gains this knowledge and experience, however, all sorts of things can happen. The employee could work for the company until retirement, accept a better offer from a competing company or start up his or her own business.

A covenant not to compete may cover a number of potential issues between employers and former employees. Many companies spend years developing a local base of customers or clients. It is important that this customer base not fall into the hands of local competitors. When an employee signs a covenant not to compete, he or she usually agrees not to use insider knowledge of the company’s customer base to disadvantage the company. The covenant not to compete often defines a broad geographical area considered off-limits to former employees, possibly tens or hundreds of miles.

Another area of concern covered by a covenant not to compete is a potential ‘brain drain’. Some high-level former employees may seek to recruit others from the same company to create new competition. Retention of employees, especially those with unique skills or proprietary knowledge, is vital for most companies, so a covenant not to compete may spell out definite restrictions on the hiring or recruiting of employees.

A covenant not to compete may also define a specific amount of time before a former employee can seek employment in a similar field. Many companies offer a substantial severance package to make sure former employees are financially solvent until the terms of the covenant not to compete have been met.

Because the use of a covenant not to compete can be controversial, a handful of states, including California, have largely banned this type of contractual language. The legal enforcement of these agreements falls on individual states, and many have sided with the employee during arbitration or litigation. A covenant not to compete must be reasonable and specific, with defined time periods and coverage areas. If the agreement gives the company too much power over former employees or is ambiguous, state courts may declare it to be overbroad and therefore unenforceable. In such case, the employee would be free to pursue any employment opportunity, including working for a direct competitor or starting up a new company of his or her own.

It has been held that an employee’s covenant not to compete is assignable where one business is transferred to another, that a merger does not constitute an assignment of a covenant not to compete, and that a covenant not to compete is enforceable by a successor to the employer where the assignment does not create an added burden of employment or other disadvantage to the employee. However, in some states such as Hawaii, it has also been held that a covenant not to compete is not assignable and under various statutes for various reasons that such covenants are not enforceable against an employee by a successor to the employer. Hawaii v. Gannett Pac. Corp. , 99 F. Supp. 2d 1241 (D. Haw. 1999)

It is vital to obtain the relevant law of the applicable state before drafting or attempting to enforce assignment rights in this particular area.

Conclusion:

In the current business world of fast changing structures, agreements, employees and projects, the ability to assign rights and obligations is essential to allow flexibility and adjustment to new situations. Conversely, the ability to hold a contracting party into the deal may be essential for the future of a party. Thus, the law of assignments and the restriction on same is a critical aspect of every agreement and every structure. This basic provision is often glanced at by the contracting parties, or scribbled into the deal at the last minute but can easily become the most vital part of the transaction.

As an example, one client of ours came into the office outraged that his co venturer on a sizable exporting agreement, who had excellent connections in Brazil, had elected to pursue another venture instead and assigned the agreement to a party unknown to our client and without the business contacts our client considered vital. When we examined the handwritten agreement our client had drafted in a restaurant in Sao Paolo, we discovered there was no restriction on assignment whatsoever…our client had not even considered that right when drafting the agreement after a full day of work.

One choses who one does business with carefully…to ensure that one’s choice remains the party on the other side of the contract, one must master the ability to negotiate proper assignment provisions.

Founded in 1939, our law firm combines the ability to represent clients in domestic or international matters with the personal interaction with clients that is traditional to a long established law firm.

The Law Dictionary

Your Free Online Legal Dictionary • Featuring Black’s Law Dictionary, 2nd Ed.

ASSIGNMENT Definition & Legal Meaning

Definition & citations:.

In contracts. 1. The act by which one person transfers to another, or causes to vest in that other, the whole of the right, interest, or property which he has in any realty or personalty, in possession or in action, or any share, interest, or subsidiary estate therein. Seventh Nat. Bank v. Iron Co. (C. C.) 35 Fed. 440; Haug v. Riley, 101 Ga. 372, 29 S. E. 44, 40 L It A. 244. More particularly, a written transfer of property, as distinguished from a transfer by mere delivery. 2. In a narrower sense, the transfer or making over of the estate, right, or title which one has in lands and tenements; and, in an especially technical sense, the transfer of the unexpired residue of a term or estate for life or years. Assignment does not include testamentary transfers. The idea of an assignment is essentially that of a transfer by one existing party to another existing party of some species of property or valuable interest, except in the case of an executor. Ilight v. Sackett, 34 N. Y. 447. 3. A transfer or making over by a debtor of all his property and effects to one or more assignees in trust for the benefit of his creditors. 2 Story, Eq. Jur.

This article contains general legal information but does not constitute professional legal advice for your particular situation. The Law Dictionary is not a law firm, and this page does not create an attorney-client or legal adviser relationship. If you have specific questions, please consult a qualified attorney licensed in your jurisdiction.

Browse Legal Articles

Business Formation

Business Law

Child Custody & Support

Criminal Law

Employment & Labor Law

Estate Planning

Immigration

Intellectual Property

Landlord-Tenant

Motor Vehicle Accidents

Personal Injury

Real Estate & Property Law

Traffic Violations

Browse by Area of Law

About The Law Dictionary

Terms and Conditions

Personal Profile
See all online law products
Guided Tour
Subscriber Services

Financial Law [FBL]
International Commercial Arbitration [ICMA]
Private International Law [PRIL]
International Commercial Law [ICML]

The Law of Assignment (3rd Edition)

Marcus smith, nico leslie.

This book is the leading text on the law relating to intangible property or choses in action. Its clear and approachable structure covers all forms of intangible property (debts, rights under contract, securities, intellectual property, leases, rights/causes of action, and equitable rights), considering the nature of intangible property, how it comes into being, and how it is transferred or assigned. The first part of the book analyses the general principles regarding intangibles and their transfer, and the second examines the practical considerations relating to particular types of intangibles, securities, insurance contracts, leases, and intellectual property under the law. This new edition includes new chapters on powers of attorney and factoring, areas particularly important to legal practice. Other significant developments include the expansion of the chapter on leases to include leasing of chattels, and more material on securities, especially regarding the operation of settlement systems.

Bibliographic Information

Affiliations are at time of print publication..

Marcus Smith, author

Nico Leslie, author

Share This Facebook LinkedIn Twitter
Foreword to The Third Edition
Foreword to the Second Edition
Foreword to the First Edition
Preface to The Third Edition
Preface to the First Edition
Summary Contents
Detailed Contents
Table of Cases
Statutory Instruments
Netherlands
United States
Conventions
Regulations
International Conventions
List of References
List of Authority Abbreviations
Preliminary Material
Part III.01
[66.249.64.20|195.216.135.184]
195.216.135.184

Article III, Section 2, Clause 1:

The judicial Power shall extend to all Cases, in Law and Equity, arising under this Constitution, the Laws of the United States, and Treaties made, or which shall be made, under their Authority;—to all Cases affecting Ambassadors, other public Ministers and Consuls;—to all Cases of admiralty and maritime Jurisdiction; to Controversies to which the United States shall be a Party;—to Controversies between two or more States; between a State and Citizens of another State, between Citizens of different States,—between Citizens of the same State claiming Lands under Grants of different States, and between a State, or the Citizens thereof, and foreign States, Citizens or Subjects.

An assignment of a legal claim occurs when one party (the “assignor” ) transfers its rights in a cause of action to another party (the “assignee” ). 1 Footnote Black’s Law Dictionary 136 (9th ed. 2009) (defining “assignment” as “the transfer of rights or property” ). The Supreme Court has held that a private litigant may have standing to sue to redress an injury to another party when the injured party has assigned at least a portion of its claim for damages from that injury to the litigant. The Supreme Court in the 2000 case Vermont Agency of Natural Resources v. United States ex rel. Stevens held that private individuals may have Article III standing to bring a qui tam civil action in federal court under the federal False Claims Act (FCA) on behalf of the federal government if authorized to do so. 2 Footnote 529 U.S. 765, 768, 778 (2000) . The FCA imposes civil liability upon “any person” who, among other things, knowingly presents to the federal government a false or fraudulent claim for payment. 3 Footnote 31 U.S.C. § 3729(a) . To encourage citizens to enforce the Act, in certain circumstances, a private individual, known as a “relator,” may bring a civil action for violations of the Act. Such plaintiffs sue under the name of the United States and may receive a share of any recovered proceeds from the action. 4 Footnote Id. § 3730(d)(1)–(2) . Under the FCA, the relator is not merely the agent of the United States but an individual with an interest in the lawsuit itself. 5 Footnote Vt. Agency of Nat. Res. , 529 U.S. at 772 ( “For the portion of the recovery retained by the relator . . . some explanation of standing other than agency for the Government must be identified.” ) (citing 31 U.S.C. § 3730 ).

Ordinarily, if the relator’s financial interest in the outcome of the case were merely a byproduct of the suit itself, there would be no injury sufficient for standing. 6 Footnote Id. at 772–73 ( “An interest unrelated to injury in fact is insufficient to give a plaintiff standing. . . . A qui tam relator has suffered no [invasion of a legally protected right]—indeed, the ‘right’ he seeks to vindicate does not even fully materialize until the litigation is completed and the relator prevails.” ) (citations omitted). The Supreme Court has held that a litigant’s interest in recovering attorneys’ fees or the costs of bringing suit by itself normally does not confer standing to sue. E.g. Steel Co. v. Citizens for a Better Env’t, 523 U.S. 83, 107 (1998) ( “The litigation must give the plaintiff some other benefit besides reimbursement of costs that are a byproduct of the litigation itself.” ); Diamond v. Charles, 476 U.S. 54, 70–71 (1986) ( “[T]he mere fact that continued adjudication would provide a remedy for an injury that is only a byproduct of the suit itself does not mean that the injury is cognizable under Art. III.” ). In Stevens , however, the Supreme Court recognized a distinction that confers standing upon qui tam plaintiffs in FCA cases. Justice Antonin Scalia, writing for the Court, determined that assignments of claims are distinguishable from cases in which a litigant has a mere financial interest in the outcome of the suit because the assignee-plaintiff actually owns a stake in the dispute as a legal matter. 7 Footnote Vt. Agency of Nat. Res. , 529 U.S. at 773 . Justice Scalia drew support for this distinction from the long-standing historical practice of the government assigning a portion of its damages claim to a private party and allowing that party to assert the injury suffered by the federal government as a representative of the United States. 8 Footnote Id. at 774, 778 The Court noted the “long tradition of qui tam actions in England and the American colonies,” 9 Footnote Id. concluding that “Article III’s restriction of the judicial power to ‘Cases’ and ‘Controversies’ is properly understood to mean ‘cases and controversies of the sort traditionally amenable to, and resolved by, the judicial process.’” 10 Footnote Id. Although the Court held that the relator had standing to sue under the qui tam provision, it ultimately determined that the plaintiff could not maintain the action against a state agency for allegedly submitting false grant claims to the EPA because states were not “persons” subject to liability under the False Claims Act. Id. at 787 .

Eight years after deciding Stevens , the Supreme Court again found that an assignee of a claim had standing, even when the assignee had promised to remit all of the money it recovered in the proceedings to the assignor. 11 Footnote Sprint Commc’ns Co. v. APCC Servs., Inc. , 554 U.S. 269 , 271 (2008) . In Sprint Communications Co. v. APCC Services, Inc. , payphone operators had assigned their legal claims for money owed to them by long-distance communications carriers to third-party collection agencies. 12 Footnote Id. at 271–72 . The agencies were authorized to bring suit on behalf of the payphone operators and promised to pay all of the proceeds of the litigation to the payphone operators for a fee. 13 Footnote Id. at 272 . The Court held that these collection agencies had standing to pursue the operators’ claims because of the long history of courts’ acceptance of such claims. 14 Footnote Id. at 273–75 . The Court noted that “federal courts routinely entertain suits which will result in relief for parties that are not themselves directly bringing suit. Trustees bring suits to benefit their trusts; guardians ad litem bring suits to benefit their wards; receivers bring suit to benefit their receiverships; assignees in bankruptcy bring suit to benefit bankrupt estates; executors bring suit to benefit testator estates; and so forth.” Id. at 287–88 . Assignment was sufficient to transfer the injury to the collections agencies, and the injury to the operators that had been transferred to the collection agencies would be redressed by a favorable judicial decision, even if the agencies would subsequently pay all of the proceeds to the operators. 15 Footnote Id. at 286–87 ( “[I]f the [collection agencies] prevail in this litigation, the long-distance carriers would write a check to [them] for the amount of dial-around compensation owed. What does it matter what the [agencies] do with the money afterward?” ).

The Stevens and Sprint cases could have broader implications for Article III standing doctrine, as they suggest a way in which the constitutional limitations on standing may be bypassed through the assignment of rights to a third party. 16 Footnote See also ArtIII.S2.C1.6.4.3 Particularized Injury. For instance, if Congress enacts a federal statute recognizing an injury to the federal government that otherwise satisfies Article III’s requirements, it may assign a portion of its claim to a private party, thereby potentially giving that plaintiff standing to sue as a representative of the United States. 17 Footnote See Vt. Agency of Nat. Res. , 529 U.S. at 773 . This is essentially the operation of the False Claims Act. 18 Footnote 31 U.S.C. §§ 3729–3733 . However, it is unclear whether every such statute would necessarily resolve all Article III standing concerns. In Stevens and Sprint , the Court gave significant weight to the lengthy history of courts recognizing the types of assignments at issue when determining that the litigants in those cases had standing to sue. 19 Footnote See id. at 774, 778 ; Sprint Commc’ns Co. , 554 U.S. at 273–75 . Moreover, there may be a number of concerns about the constitutionality and practicality of using assignments to delegate core government functions (e.g., criminal prosecutions) to private parties when courts have not historically recognized claims based on such assignments, including concerns about interference with the Executive Branch’s Article II powers and prosecutorial discretion. 20 Footnote See Heather Elliott , Congress’s Inability to Solve Standing Problems , 91 B.U. L. Rev. 159 , 195–204 (2011) (questioning whether Congress’s assignment of claims to citizen suitors in order to confer standing would be constitutional or practical).

Legal Assignment: Everything You Need to Know

A legal assignment occurs when a party assigns their contractual rights to a third party. 3 min read updated on February 01, 2023

A legal assignment occurs when a party assigns their contractual rights to a third party. The benefit that the issuing party would have received from the contract is now assigned to the third party. The party appointing their rights is referred to as the assignor, while the party obtaining the rights is the assignee.

Assignment of Contract

A legal assignment occurs when:

The rights in personal or real property are transferred from one party to another
The transfer also gives the new owner the rights to the property that the prior owner held prior to the transfer occurring

In the Purman Estate case, the court stated that a legal assignment is a transfer of property, or of some right or interest, from one person to another. It also stated that it must be the proper transfer of one whole interest in that property.

An assignment of rights occurs when an assignor gives up or transfers their rights of a future benefit to another party. In other words, an assignment is the act of one party transferring, vesting, or causing to vest their interest in a property to another party. A valid legal assignment only occurs when all underlying elements of a lawfully binding contract are included in it, including intent. A trial court can determine if an assignment has occurred. To prevent disputes or miscommunications, it's important that the subject matter is clearly identified in the assignment.

A contract assignment occurs when a party assigns their contractual rights to a third party. The benefit the issuing party would have received from the contract is now assigned to the third party. The party appointing their rights is referred to as the assignor, while the party obtaining the rights is the assignee. Essentially, the assignor prefers that the assignee reverses roles and assumes the contractual rights and obligations as stated in the contract. Before this can occur, all parties to the original contract must be notified.

How Assignments Work

The specific language used in the contract will determine how the assignment plays out. For example , one contract may prohibit assignment, while another contract may require that all parties involved agree to it before proceeding. Remember, an assignment of contract does not necessarily alleviate an assignor from all liability. Many contracts include an assurance clause guaranteeing performance. In other words, the initial parties to the contract guarantee that the assignee will achieve the desired goal.

When Assignments Will Not Be Enforced

The following situations indicate when an assignment of a contract is not enforced:

The contract specifically prohibits assignment
The assignment drastically changes the expected outcome
The assignment is against public policy or illegal

Delegation vs. Assignment

Occasionally, one party in a contract will desire to pass on or delegate their responsibility to a third party without creating an assignment contract. Some duties are so specific in nature that they cannot be delegated. Adding a clause in the contract to prevent a party from delegating their responsibilities and duties is highly recommended.

Three Steps to Follow if You Want to Assign a Contract

There are three main steps to take if you're looking to assign a contract:

Make sure the current contract does not contain an anti-assignment clause
Officially execute the assignment by transferring the parties' obligations and rights
Notify the obligor of the changes made

Once the obligor is notified, the assignor will effectively be relieved of liability.

Anti-Assignment Clauses

If you'd prefer not to allow the party you're doing business with to assign a contract, you may be able to prevent this from occurring by clearly stating anti-assignment clauses in the original contract. The three most common anti-assignment clauses are:

Consent required for assignment
Consent not needed for new owners or affiliates
Consent not unreasonably withheld

Based on these three clauses, no party in the contract is allowed to delegate or assign any obligations or rights without prior written consent from the other parties. Any delegation or assignment in violation of this passage shall be deemed void. It is not possible to write an anti-assignment clause that goes against an assignment that is issued or ordered by a court.

If you need help with a legal assignment, you can post your job on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.

Hire the top business lawyers and save up to 60% on legal fees

Content Approved by UpCounsel

Assignment Law
Assignment Contract Law
Assignment of Rights and Obligations Under a Contract
Assignment of Rights Example
Consent to Assignment
Assignment Legal Definition
What Is the Definition of Assigns
Delegation vs Assignment
Assignment Of Contracts
Assignment of Contract Rights

Assignment of Contract

Jump to Section

What is an assignment of contract.

An assignment of contract is a legal term that describes the process that occurs when the original party (assignor) transfers their rights and obligations under their contract to a third party (assignee). When an assignment of contract happens, the original party is relieved of their contractual duties, and their role is replaced by the approved incoming party.

How Does Assignment of Contract Work?

An assignment of contract is simpler than you might think.

The process starts with an existing contract party who wishes to transfer their contractual obligations to a new party.

When this occurs, the existing contract party must first confirm that an assignment of contract is permissible under the legally binding agreement . Some contracts prohibit assignments of contract altogether, and some require the other parties of the agreement to agree to the transfer. However, the general rule is that contracts are freely assignable unless there is an explicit provision that says otherwise.

In other cases, some contracts allow an assignment of contract without any formal notification to other contract parties. If this is the case, once the existing contract party decides to reassign his duties, he must create a “Letter of Assignment ” to notify any other contract signers of the change.

The Letter of Assignment must include details about who is to take over the contractual obligations of the exiting party and when the transfer will take place. If the assignment is valid, the assignor is not required to obtain the consent or signature of the other parties to the original contract for the valid assignment to take place.

Check out this article to learn more about how assigning a contract works.

Contract Assignment Examples

Contract assignments are great tools for contract parties to use when they wish to transfer their commitments to a third party. Here are some examples of contract assignments to help you better understand them:

Anna signs a contract with a local trash company that entitles her to have her trash picked up twice a week. A year later, the trash company transferred her contract to a new trash service provider. This contract assignment effectively makes Anna’s contract now with the new service provider.

Hasina enters a contract with a national phone company for cell phone service. The company goes into bankruptcy and needs to close its doors but decides to transfer all current contracts to another provider who agrees to honor the same rates and level of service. The contract assignment is completed, and Hasina now has a contract with the new phone company as a result.

Here is an article where you can find out more about contract assignments.

Assignment of Contract in Real Estate

Assignment of contract is also used in real estate to make money without going the well-known routes of buying and flipping houses. When real estate LLC investors use an assignment of contract, they can make money off properties without ever actually buying them by instead opting to transfer real estate contracts .

This process is called real estate wholesaling.

Real Estate Wholesaling

Real estate wholesaling consists of locating deals on houses that you don’t plan to buy but instead plan to enter a contract to reassign the house to another buyer and pocket the profit.

The process is simple: real estate wholesalers negotiate purchase contracts with sellers. Then, they present these contracts to buyers who pay them an assignment fee for transferring the contract.

This process works because a real estate purchase agreement does not come with the obligation to buy a property. Instead, it sets forth certain purchasing parameters that must be fulfilled by the buyer of the property. In a nutshell, whoever signs the purchase contract has the right to buy the property, but those rights can usually be transferred by means of an assignment of contract.

This means that as long as the buyer who’s involved in the assignment of contract agrees with the purchasing terms, they can legally take over the contract.

But how do real estate wholesalers find these properties?

It is easier than you might think. Here are a few examples of ways that wholesalers find cheap houses to turn a profit on:

Direct mailers
Place newspaper ads
Make posts in online forums
Social media posts

The key to finding the perfect home for an assignment of contract is to locate sellers that are looking to get rid of their properties quickly. This might be a family who is looking to relocate for a job opportunity or someone who needs to make repairs on a home but can’t afford it. Either way, the quicker the wholesaler can close the deal, the better.

Once a property is located, wholesalers immediately go to work getting the details ironed out about how the sale will work. Transparency is key when it comes to wholesaling. This means that when a wholesaler intends to use an assignment of contract to transfer the rights to another person, they are always upfront about during the preliminary phases of the sale.

In addition to this practice just being good business, it makes sure the process goes as smoothly as possible later down the line. Wholesalers are clear in their intent and make sure buyers know that the contract could be transferred to another buyer before the closing date arrives.

After their offer is accepted and warranties are determined, wholesalers move to complete a title search . Title searches ensure that sellers have the right to enter into a purchase agreement on the property. They do this by searching for any outstanding tax payments, liens , or other roadblocks that could prevent the sale from going through.

Wholesalers also often work with experienced real estate lawyers who ensure that all of the legal paperwork is forthcoming and will stand up in court. Lawyers can also assist in the contract negotiation process if needed but often don’t come in until the final stages.

If the title search comes back clear and the real estate lawyer gives the green light, the wholesaler will immediately move to locate an entity to transfer the rights to buy.

One of the most attractive advantages of real estate wholesaling is that very little money is needed to get started. The process of finding a seller, negotiating a price, and performing a title search is an extremely cheap process that almost anyone can do.

On the other hand, it is not always a positive experience. It can be hard for wholesalers to find sellers who will agree to sell their homes for less than the market value. Even when they do, there is always a chance that the transferred buyer will back out of the sale, which leaves wholesalers obligated to either purchase the property themselves or scramble to find a new person to complete an assignment of contract with.

Learn more about assignment of contract in real estate by checking out this article .

Who Handles Assignment of Contract?

The best person to handle an assignment of contract is an attorney. Since these are detailed legal documents that deal with thousands of dollars, it is never a bad idea to have a professional on your side. If you need help with an assignment of contract or signing a business contract , post a project on ContractsCounsel. There, you can connect with attorneys who know everything there is to know about assignment of contract amendment and can walk you through the whole process.

Meet some of our Lawyers

Partnering with business clients to keep their greatest asset - their employees - from becoming their biggest liability. Mark accomplishes this by working with in-house counsel and human resource professionals of several Fortune 50 companies, as well as many smaller public and privately held profit and not for profit organizations, to provide advice and counsel on the day to day employment and workforce practice issues encountered by those organizations. For over fifteen years Mark has been Board Certified in Labor and Employment Law by the Texas Board of Legal Specialization. He is licensed and practices in both Texas and Colorado and has focused his practice for the last 20 plus years on defending companies in employment and labor related matters. During this time Mark has had extensive experience in handling and responding to a wide range of local, state and federal employment issues that impact the management and operations of businesses in a wide range of industries. Mark's experience includes appearances before state and federal agencies and regulatory boards, litigation in both state and federal courts, defense of class actions and appearances before courts of appeal. While Mark regularly handles matters in litigation, he has a high regard for handling every issue with the best interest of the client’s business. Mark is a published author and regular speaks on labor, employment and workplace practice topics. Whether it be an investigation by the Occupational Safety and Health Administration (OSHA), the Wage & Hour division of the U.S. Department of Labor, or other state agency; an Equal Employment Opportunity Commission (EEOC) or state agency charge claiming a violation of local, state or federal employment or labor laws; or the need for direction on a hiring, termination or business operational issue involving employees, Mark has extensive experience in handling these and many other employment and labor issues.

An experienced commercial contracts attorney with sales, leasing, NDA, SEC compliance, corporate governance, commercial real estate, and employment experience. Also well versed in internal and external policy document and manual creation.

Greg Fidlon has been practicing exclusively in employment law since 1998. He represents and advises clients in all aspects of the employment relationship. In addition to his litigation work, Greg regularly negotiates and drafts corporate policy handbooks, employment contracts, separation agreements and restrictive covenants. He also develops and presents training programs and has spoken and written extensively on labor and employment law topics.

Experienced sports and entertainment attorney. I specialize in contracts, business formation, licensing, wage disputes, negotiations, and intellectual property.

I practiced law for the past 22 years in Immigration, Bankruptcy, Foreclosure, Civil Litigation, and Estate Planning. I am interested in downsizing to a more workable schedule to allow the pursuit of other interests.

I advise clients in the areas of business, trademarks, real estate, employment, and finance. My overarching goals are to unite creative people and companies to assist them in making sound legal and business decisions. I have been fortunate enough to build a fast-growing, 21st-century law firm with an amazing staff by my side. Our focus is not just on providing invaluable legal insight but creating a better all-around client experience. We provide unique subscription pricing and flat-fee options for our clients, providing billing transparency and enhanced value to all of our wonderful clients. Focus areas: contract drafting, negotiations, research, trademarks international law, entertainment, business development, entity choice; business: manager, team builder, leader, motivator. Speaking Engagements: National Business Institute (NBI) - "Business Contracts 101"

Hi, I am the founding member of Son of Brown Law Firm, based in Charlotte North Carolina. Our firm practices in the areas of Business Transactions, Cannabis/Hemp, Personal Injury and Immigration Law.

Find the best lawyer for your project

Need help with a contract agreement.

Post Your Project

Get Free Bids to Compare

Hire Your Lawyer

CONTRACT LAWYERS BY TOP CITIES

Austin Contracts Lawyers
Boston Contracts Lawyers
Chicago Contracts Lawyers
Dallas Contracts Lawyers
Denver Contracts Lawyers
Houston Contracts Lawyers
Los Angeles Contracts Lawyers
New York Contracts Lawyers
Phoenix Contracts Lawyers
San Diego Contracts Lawyers
Tampa Contracts Lawyers

ASSIGNMENT OF CONTRACT LAWYERS BY CITY

Austin Assignment Of Contract Lawyers
Boston Assignment Of Contract Lawyers
Chicago Assignment Of Contract Lawyers
Dallas Assignment Of Contract Lawyers
Denver Assignment Of Contract Lawyers
Houston Assignment Of Contract Lawyers
Los Angeles Assignment Of Contract Lawyers
New York Assignment Of Contract Lawyers
Phoenix Assignment Of Contract Lawyers
San Diego Assignment Of Contract Lawyers
Tampa Assignment Of Contract Lawyers

Learn About Contracts

Novation Contract

How It Works

Want to speak to someone.

Get in touch below and we will schedule a time to connect!

Find lawyers and attorneys by city

+1 855 997 0206

Contact Hours: Sun-Sat 8am - 10pm ET

LawDistrict ❯
Legal Dictionary

Assignment is a legal definition that refers to the transfer of rights, property, or other benefits between two parties. The party allocating the rights is known as the “assignor”, while the one receiving them is called the “assignee”. The other original party to the contract is known as the “ obligor ”.

A burden, duty, or detriment cannot be transferred as an assignment without the agreement of the assignee . Furthermore, the assignment can be carried out as a gift, or it may be paid for with a contractual consideration .

Keep reading to learn how this important legal term is used both in contract and property law and to see relevant examples.

Assignment Examples

A common example of assignment within property law can be seen in rental agreements between landlords and tenants. For example, a tenant may be renting from a landlord but wants another party to take over the property . In this scenario, the tenant may be able to choose between assigning the lease to a new tenant or subleasing it.

If assigning it, the new tenant will be given the entire balance of the term, with no reversion to anyone else being possible. In other words, the new tenant would have a legal relationship with the landlord. On the other hand, if subleasing the property, the new tenant would be given a limited term and no legal responsibility towards the property owner, only towards the original tenant.

Another example of assignment can be seen within contract law . Let’s say that a school hires a piano teacher for a monthly employment contract with a salary of $2000 per month. As long as there is consent from all parties, the teacher could assign their contract to another qualified piano instructor.

This would be an assignment both of the piano teacher’s rights to receive $2000 per month, and a delegation of their duty to teach piano lessons. This illustrates the fact that under contract law, assignment always includes a transfer of both rights and duties between the parties. If a breach of contract is made by either party, for example for defective performance, then the new teacher or the school can sue each other accordingly.

Legal Requirements for Assignment

For an assignment to be legally valid, it must meet certain requirements . If these are not met, a trial court can determine that the transfer of rights did not occur. The legal requirements for assignment are as follows:

All parties must consent and be legally capable to carry out the assignment.
The objects, rights, or benefits being transferred must be legal.
The assignment is not against public policy or illegal.
Some type of consideration is included if necessary.
The contract in question must already be in place and doesn’t prohibit assignment.
If a duty is being transferred, and it requires a rare genius or skill, then it cannot be delegated.
The assignment doesn’t significantly change the expected outcome of a contract.
Assignment Steps

To successfully assign a contract, certain steps must be followed to ensure the process is legally valid. The necessary assignment steps are listed below:

Ensuring there is no anti-assignment clause in the contract.
Executing the assignment by transferring the obligations and rights to a third party.
Notifying the obligor of the transfer, which in turn relieves the assignor of any liability.
Avoiding Assignment

In certain situations, one of the two parties may not want to allow their counterpart to assign the contract. This can be prevented by setting anti-assignment clauses in the original contract. An example of this is making it necessary for prior written consent to be attained from the other parties before the assignment is approved. Nevertheless, an anti-assignment clause cannot be included in an assignment that was issued or ordered by a court.

Assignment vs. Novation

Novation occurs when a party would like to transfer both the benefits and burden of a contract to another party. This is similar to assignment in the sense that the benefits are transferred, but in this case, the burden is also passed on. When novation is finalized, the original contract is deleted and a new one is created, in which a third party becomes responsible for all the obligations and rights of the original contract.

Assignment vs. Delegation

Although delegation and assignment are similar in purpose, they are two different concepts. Delegation refers to transferring the obligation to a third party without an assignment contract . While in assignment an entire contract and its rights and benefits can be passed on, in delegation only a particular contractual task or activity is transferred.

Let’s look at an example . Lisa is a homeowner that wants to hire Michael with an independent contractor agreement to remodel her garage. He plans to do all the work himself, but he’s not a painter, so he wants to delegate the painting work to his friend Valentina.

In this example, the contract is between Lisa, the obligor, and Michael, the delegator. Valentina would then be known as a delegatee, she doesn’t assume responsibility for the contract nor does she receive the contractual benefits, which in this case would be monetary compensation. However, Michael may have a separate agreement with Valentina to pay her in return for her work.

It’s also important to note that some duties are so specific in nature that it’s not possible to delegate them. In addition, if a party wants to avoid delegation , it’s recommended to add a clause to prevent the other party from delegating their duties.

Create a Customizable Legal Form Now

Get 7 Days Total Access to Our Entire Catalog!

Assignment definition

What does assignment mean.

An assignment is 'an immediate transfer of an existing proprietary right, vested or contingent from one party to another'. Assignments can occur by consent or by operation of law.

A consensual assignment occurs by way of a gift or consideration. Assignments by law can occur during life or on death and will transfer the benefit of rights to the assignee but will not make the assignee personally liable. An attempt to transfer benefits under a contract of personal performance will not be effective.

View the related practice notes about Assignment

Subcontracting.

This Practice Note examines the following legal and practical matters in relation to entering into a subcontract or when granting...

What constitutes a valid assignment of a contract?

This Practice Note identifies what can be transferred when assigning rights under a contract and how to effect a valid...

Discover our 1673 Practice Notes on Assignment

View the related precedents about Assignment

Property warranties (short-form) in an asset purchase, step-in rights and sra compliance clauses: law firm outsourcing agreement.

Dive into our 695 Precedents related to Assignment

View the related q&as about Assignment

When determining whether an employee is ‘assigned to the organised grouping of resources or employees that is subject to the relevant transfer’ for the purposes of the automatic transfer provisions in tupe 2006 a tribunal will look at, among other things, the amount of time spent working at the part of the business. where an employee is employed by a holding company but in practice works for various group companies and the nature of the employment is such that the time the employee spends working for each group company fluctuates on an ad hoc basis, how would a tribunal assess the percentage of time spent working in the business that transfers.

When determining whether an employee is ‘assigned to the organised grouping of resources or employees that is subject to...

If an employee who would otherwise be assigned to the organised grouping of resources or employees that is subject to a relevant transfer under TUPE 2006 has been temporarily assigned to carry out alternative duties for another such grouping for the three months prior to the relevant transfer, will the employee still transfer to the transferee under TUPE 2006, regulation 4(1)?

If an employee who would otherwise be assigned to the organised grouping of resources or employees that is subject to...

See the 786 Q&As about Assignment

View the related News about Assignment

Assignees of an arbitral award may intervene in enforcement proceedings, paris court of appeal rules (india v devas shareholders and us companies).

Arbotration analysis: In its decision of 13 February 2024, the Paris Court of Appeal held that third parties to the...

New Immigration, Nationality and Passport fees details

The Immigration, Nationality and Passport (Fees) (Amendment) Regulations 2024 were made on 19 March 2024. The instrument will come into...

Read the latest 1516 News articles on Assignment

Speed up all aspects of your legal work with tools that help you to work faster and smarter. Win cases, close deals and grow your business–all whilst saving time and reducing risk.

Access this content for free with a 7 day trial of LexisNexis and benefit from:

Instant clarification on points of law
Smart search
Workflow tools
41 practice areas

** Trials are provided to all LexisNexis content, excluding Practice Compliance, Practice Management and Risk and Compliance, subscription packages are tailored to your specific needs. To discuss trialling these LexisNexis services please email customer service via our online form. Free trials are only available to individuals based in the UK, Ireland and selected UK overseas territories and Caribbean countries. We may terminate this trial at any time or decide not to give a trial, for any reason. Trial includes one question to LexisAsk during the length of the trial.

"Everything at Advocates is done on a timed basis, so we need to conduct our research efficiently. We don't want to charge clients unnecessarily or write off our time. With Lexis products, we can get more research done each day"

Access all documents on Assignment

0330 161 1234

International Sales(Includes Middle East)
Latin America and the Caribbean
Netherlands
New Zealand
Philippines
South Africa
Switzerland
United States

HELP & SUPPORT

Legal Help and Support
Tolley Tax Help and Support

LEGAL SOLUTIONS

Compliance and Risk
Forms and Documents
Legal Drafting
Legal Research
Magazines and Journals
News and Media Analysis
Practice Management
Privacy Policy
Cookie Settings
Terms & Conditions
Data Protection Inquiry
Protecting Human Rights: Our Modern Slavery Agreement

What is a notice of assignment?

An assignment takes place when one party is holding a right to property, claims, bills, lease, etc., of another party and wishes to pass it along (or sell it) to a third party. As complicated as that sounds, it really isn’t. Strangely enough, many assignments can be made under the law without immediately informing, or obtaining the permission, of the personal obligated to perform under the contract. An example of this is when your mortgage is sold to another mortgage company. The original mortgage company may not inform you for several weeks, and they certainly aren’t going to ask your permission to make the sale.

If a person obligated to perform has received notice of the assignment and still insists on paying the initial assignor, the person will still be obligated to pay the new assignee according to the agreement. If the obligated party has not yet been informed of the assignment and pays the original note holder (assignor), the assignor is obligated to turn those funds over to the new assignee. But, what are the remedies if this doesn’t take place? Actually, the new assignee may find themselves in a difficult position if the assignor simply takes off with their funds or payment. They are limited to taking action against the person they bought the note from (assignor) and cannot hold the obligator liable. Therefore, it is important to remember that if any note or obligation is assigned to another party, each party should be well aware of their responsibilities in the transaction and uphold them according to the laws of their state. Assignment forms should be well thought out and written in a manner which prevents the failure of one party against another.

Does your Agreement Require an Assignment Legal Form?
Why Every Landlord and Tenant Needs a Lease Agreement
Why you need a Power of Attorney and How to Assign One

Seven Slip-and-Fall Accidents FAQs That You Should Know
What is a mutual non-disclosure agreement?
Can I use a form to change my name?
When do I need a mechanic’s lien?

Private Equity

Watch your inbox.

Get the latest views and developments in the private equity world from the Global Private Equity Watch team at Weil.

Skip to primary navigation
Skip to main content
Skip to primary sidebar
Skip to footer

A Legal Dictionary

Black’s Law Online Dictionary

What is ASSIGNMENT

In contracts. 1. The act by which one person transfers to another, or causes to vest in that other, the whole of the right, interest, or property which he has in any realty or personalty , in possession or in action, or any share, interest, or subsidiary estate therein. Seventh Nat. Bank v. Iron Co. (C. C.) 35 Fed. 440; Haug v. Riley, 101 Ga. 372, 29 S. E. 44, 40 L It A. 244. More particularly, a written transfer of property, as distinguished from a transfer by mere delivery. 2. In a narrower sense, the transfer or making over of the estate, right, or title which one has in lands and tenements; and, in an especially technical sense, the transfer of the unexpired residue of a term or estate for life or years. Assignment does not include testamentary transfers. The idea of an assignment is essentially that of a transfer by one existing party to another existing party of some species of property or valuable interest, except in the case of an executor. Ilight v. Sackett, 34 N. Y. 447. 3. A transfer or making over by a debtor of all his property and effects to one or more assignees in trust for the benefit of his creditors. 2 Story, Eq. Jur.

Skip to primary navigation
Skip to main content
Skip to primary sidebar
Skip to footer

Conventus Law

More results...

UK – Legal Terms Explained: Assignment.

April 18, 2023 by Rohin Pujari

What is assignment?

An assignment is the transfer of an interest from one party (“ assignor ”) to another (“ assignee ”). Assignment allows the assignor to transfer the benefit of a contract to the assignee. For example, the tenant of recently built office premises may transfer the benefit of a collateral warranty originally granted in its favour to a subsequent tenant.

Without express words, assignment usually involves an assignment of accrued and future rights. Clear words are required to assign only future rights under a contract ( Energy Works (Hull) Ltd v MW High Tech Projects UK and others [2020] EWHC 2537 (TCC)).

Assignment in a construction context typically refers to a legal or equitable assignment (although assignment can also occur by other means, e.g. operation of law). A key difference between legal and equitable assignments is that, in the case of a legal assignment, the assignee may enforce any assigned rights in its own name. In contrast, following an equitable assignment, the assignee would need to join the assignor in any action brought to enforce its rights.

To take effect as a legal assignment under English law, an assignment must comply with section 136(1) of the Law of Property Act 1925 (“ LPA 1925 “). This requires the assignment to be: (i) in writing; (ii) absolute; and (iii) expressly notified in writing to the other party to the contract (“ debtor “). In practice, parties tend to effect a legal assignment by way of an assignment agreement or deed of assignment to ensure that these requirements are satisfied.

However, if the parties fail to meet any of the requirements set out in LPA 1925 the assignment will usually have equitable effect. Equitable assignments may arise orally or in writing, and whilst recommended, there is no need to notify the debtor, provided a clear intention to assign can be established. Neither legal nor equitable assignments generally require the debtor’s consent.

Assignment v novation

Although both terms are sometimes used interchangeably, assignment should be distinguished from novation. The most notable difference is that assignment only transfers the benefit of a contract (e.g. a warranty that works have been carried out to the required standard), whereas a novation transfers both the benefit and the burden (e.g. an obligation to pay for a service). As novation also requires the consent of all parties, it will typically be effected by a tripartite agreement between the novating party, the party to whom the contract is to be novated, and the counterparty to the relevant contract.

Some issues concerning assignment

Restrictions on assignment – Unless there is an express prohibition in the contract, the parties will usually be free to assign the benefit of a contract. However, many standard form building contracts, including the JCT Design and Build Contract, prohibit assignment, or allow it only subject to certain conditions. In this regard, a developer may seek to amend the contract to reduce any restrictions on their ability to assign. In contrast, a contractor may seek to limit any rights to assign, for example by specifying the number of permitted assignments. This is often linked to the contractor’s professional indemnity insurance terms which may provide for restricted cover in respect of successive assignments.
Ineffective assignment where prohibited – If a party purports to assign a right in contravention of an assignment clause, the assignment will only be effective as between the assignee and the assignor, and will not be enforceable against the debtor.
Means of assignment – A clause in a contract permitting assignment is not sufficient to effect an assignment. There must be a separate document or oral agreement to show the assignor’s intention to assign ( Allied Carpets Group Plc v Macfarlane (t/a Whicheloe Macfarlane Partnership) [2002] EWHC 1155 (TCC)).

* This is an updated version of an article originally published as part of the ‘Legal Terms Explained’ series of Construction Law .

For further information, please contact:

James Doe , Partner, Herbert Smith Freehills

[email protected]

Register for your monthly Asia legal updates from Conventus Law

Error: Contact form not found.

UK – New Rates And Limits For Employment Claims Come Into Effect On 6 April 2024.

Major Extension To Redundancy Protection For Employees In The UK.

Changes to the way the uk fundraising regulator reports on complaints data from charities..

CONVENTUS LAW

CONVENTUS DOCS CONVENTUS PEOPLE

3/f, Chinachem Tower 34-37 Connaught Road Central, Central, Hong Kong

[email protected]

Trending News

Related Practices & Jurisdictions

Litigation / Trial Practice
Civil Procedure
All Federal

On March 12, 2024, the Judicial Conference of the United States announced new guidance applying to case assignments in federal district courts, with the intent to curb “judge-shopping” by limiting litigants’ ability to pre-select a specific judge by filing in a division where only a single judge sits. Officially titled Guidance for Civil Case Assignments in District Courts , the new guidance recommends that courts randomly assign certain civil actions to any judge within a district rather than only the judge(s) in the division where the case is filed.

Under the guidance, district courts are encouraged to apply district-wide assignment to all civil actions that seek to bar or mandate statewide enforcement of a state law or the nationwide enforcement federal law, including a rule, regulation, policy, or order of the executive branch, a state agency, or a federal agency. The guidance includes all civil actions seeking declaratory judgment and/or any form of injunctive relief, but it does not currently apply to criminal and bankruptcy cases.

In recent years, concerns about litigants intentionally selecting preferred judges based on their perceived leanings, abilities, or positions on legal issues that could have a nationwide impact have gained national prominence as litigants on divisive issues such as abortion medication challenges, environmental issues, and immigration policies have commenced their actions in specific single-judge divisions.

It is currently unclear how district courts across the United States will interpret and implement the guidance, if at all. This guidance does not have the force of law as do general rules of practice and procedure or rules of evidence that have been passed pursuant to the rulemaking function under the Rules Enabling Act, 28 U.S.C. § 2071-2077. The guidance requests that courts “consider incorporating case assignment practices into rules and orders as opposed to internal plans or policies,” to promote transparency and public confidence in the case assignment process. Practically speaking, any such changes will likely only significantly impact divisions where only a single judge sits. Moreover, district courts opting to adopt measures pursuant to the guidance, and disclose their revised case assignment policies, will need time to update their official rules and orders.

Current Legal Analysis

More from epstein becker & green, p.c., upcoming legal education events.

Share full article

Supported by

What Happens if a Powerful Surveillance Law Expires This Week?

Senators are under pressure to reject amendments to a House-passed bill so it can become law before a statute expires Friday night. But the program would continue after any such lapse — with some caveats.

By Charlie Savage

Charlie Savage has been writing about national security legal policy, including surveillance, for more than two decades. He reported from Washington.

Senate leaders of both parties are urging their colleagues to renew an expiring warrantless surveillance law before it lapses at midnight on Friday, as advocates of the law have argued that any expiration would mean going blind on a key source of counterterrorism information and other foreign intelligence.

That deadline adds pressure to senators not to vote for any amendments to the version of the bill that the House passed last week , since any changes would force the legislation to go back to the House rather than swiftly arriving on President Biden’s desk.

But the suggestion that the tool itself would simply lapse on April 19 is significantly misleading. A national security court this month granted a request from the government that allows the program to operate for another year, even if the law, known as Section 702, expires. Still, it is true that such an expiration could lead to smaller gaps in collecting some messages.

Here is a closer look.

What is Section 702?

It is a law that authorizes the government to collect, without a warrant and from U.S. companies like AT&T and Google, messages of foreigners abroad who are targeted for intelligence or counterterrorism purposes.

The idea is that in the internet era, foreigners’ communications are often handled by domestic companies. But it is controversial because the government also sweeps up messages of Americans to and from those foreign targets.

The law traces back to a warrantless wiretapping program that President George W. Bush secretly created after the terrorist attacks of Sept. 11, 2001. It violated the Foreign Intelligence Surveillance Act, or FISA, which requires warrants for national security wiretapping on domestic soil.

After the program came to light, Congress in 2007 legalized a form of it in a short-lived law called the Protect America Act. Lawmakers enacted Section 702 the next year, carving out a more enduring exception to FISA. Congress extended Section 702 in 2012 and 2018. It is now set to expire again.

What are the proposals before the Senate?

The House bill would tighten some controls on Section 702, while extending it for another two years. The bill would also expand the program in several ways, including by allowing it to be used to scrutinize foreign drug cartels.

While Senator Chuck Schumer, Democrat of New York and the majority leader, has not yet announced the details, it appears likely that before voting on that bill, the Senate will consider several proposed amendments sought by surveillance skeptics and reform-minded lawmakers.

Among them will probably be a proposal to bar officials from searching the repository of messages collected under Section 702 for the content of communications by Americans unless the government first obtains a warrant. Privacy advocates have long sought such a change, while national security officials strongly oppose it, saying it would cripple the program. A similar amendment in the House failed in a 212-to-212 tie vote .

Another possible amendment would remove an enigmatically worded provision the House added to the bill that expands the type of service providers that can be compelled to participate in the program. The provision is aimed at certain data centers for cloud computing that the FISA court ruled in 2022 fell outside the current definition of what services the statute covers, according to people familiar with the matter.

Privacy advocates have warned that it is too broadly worded, leaving open the potential for abuses. On Thursday, the Justice Department sent a letter to Congress committing to using the expanded definition “exclusively to cover the type of service provider at issue” in the 2022 litigation and pledging to report to Congress every six months about its use. The letter also said “the number of technology companies providing this service is extremely small.”

The Senate could also vote on a proposal to bar the government from purchasing personal information about Americans from third-party data brokers that it would need a warrant to obtain directly from a company. The House on Wednesday voted to approve a stand-alone bill containing that measure, called the Fourth Amendment is Not For Sale Act .

Why would the program continue if its law has expired?

Congress wrote into the 2008 law a provision ensuring that the government would not be abruptly cut off from using the Section 702 program.

The program operates under certifications issued each year by the Foreign Intelligence Surveillance Court, and the government directs communications companies to participate in it. Crucially, the provision, Section 404(b), says that despite anything else in the statute, these orders or directives “shall continue in effect” until their expiration dates.

Because the FISA court issued a round of certifications this month that expire next April 4, this provision appears to mean that the Section 702 program can lawfully keep operating until then, even if Congress allows the underlying statute to lapse in the meantime.

Has this theory been legally tested?

In April 2008, the presiding judge of the FISA court at the time, Reggie B. Walton, ruled that a similar provision in Section 702’s precursor law, the Protect America Act, meant that a directive to Yahoo still had legal force after the act itself had expired — and that the court could still compel Yahoo to comply with it.

It is clear, Judge Walton wrote , “that, even after that expiration date, the challenged directives ‘remain in effect until their expiration.’”

That August, a panel of three federal appeals court judges upheld Judge Walton’s ruling . Those precedents suggest the FISA court would rule the same way about Section 702.

Does that mean there is no risk of a gap in collecting communications?

While the overall program would continue, if the statute’s lapse prompts a particular provider to balk at cooperating, there could be at least a temporary pause in collection from that entity, according to a senior Justice Department official.

The matter would end up in court, as happened with Yahoo in 2008. Even if the government ultimately prevailed, there could be a gap in collection of communications from that company. It is not clear how swiftly the court would resolve such a case.

What kind of dispute does the Justice Department think it could win?

The department believes it could win a dispute in which a program participant balks at continuing to fully cooperate after the statute lapses.

Under some iterations of this scenario, a company might stop turning over all communications of targeted foreign users. Or it might keep turning over those the government had ordered it to target before the lapse but balk at adding any new ones.

The senior Justice Department official said the agency was confident that the government would prevail before the FISA court in such a fight, citing the Yahoo precedent. The official, who spoke on the condition of anonymity to discuss a legally sensitive topic, also noted that the directives are explicitly written to anticipate that the government would provide new targets over time.

What might the government not be allowed to do?

The government may be prohibited from forcing a new service to start participating in the program.

While major communications companies already participate, new internet-based communication services regularly emerge. When agencies learn that a suspected adversary is using a service that is not part of the program, the government directs it to join the program. According to the Justice Department official, this happens multiple times a year.

If the provider balks, the matter goes to the FISA court. But since the provision centers on allowing orders that were already in effect to continue until they themselves expire, it is not clear that the executive branch or the court would have the power to issue new orders to a new service.

Charlie Savage writes about national security and legal policy. More about Charlie Savage

A Divided Congress: Latest News and Analysis

Aid for Allies: Speaker Mike Johnson’s elaborate plan to push his foreign aid package for Israel and Ukraine through the House over the objections of his fellow Republicans relies on Democrats' cooperation .

TikTok Bill: The House made another push to force through legislation that would require the sale of TikTok by its Chinese owner or ban the app in the United States by packaging the measure with aid to Ukraine and Israel .

Surveillance Bill: Senate leaders of both parties are urging their colleagues to renew a warrantless surveillance law before it expires. But the program would continue after any such lapse — with some caveats.

Mayorkas Impeachment: Republicans say the Senate’s quick dismissa l of charges against Alejandro Mayorkas, the homeland security secretary, sets a dangerous precedent. Democrats say the mistake would have been to treat the case seriously .

Campus Antisemitism Hearing: Columbia’s president, Nemat Shafik, agreed that the university needed to take a tougher stance on antisemitism, in response to harsh questioning from a Republican-led House committee .

Supreme Court grapples with limits on obstruction charge in Jan. 6 cases

About 350 defendants, one-fourth of the total, have been charged with obstruction in the capitol attack on jan. 6, 2021, so the high court's decision could have a big impact..

The lawyer for Jan. 6 defendant Joseph Fischer argued prosecutors turned a 'catchall' law into a 'dragnet' by charging obstruction too broadly.
Solicitor General Elizabeth Prelogar said prosecutors must prove defendants intended to obstruct a specific meeting such as Congress counting Electoral College votes, which limits it.

The Supreme Court grappled Tuesday with the breadth of obstruction charge s filed against one-fourth of the defendants from the Capitol attack on Jan. 6, 2021 , including former President Donald Trump .

Prosecutors have applied a 2002 law adopted in the wake of a financial scandal so broadly that even peaceful protesters could face 20 years in prison if the government's interpretation is allowed to stand, Jeffrey Green, a lawyer for Jan. 6 defendant Joseph Fischer , told the court.

Green urged the justices to interpret the law narrowly, applying it only to the destruction of documents , and to avoid turning “a catchall provision into a dragnet.”

If the high court sides with the Fischer, a former Pennsylvania police officer, hundreds of people convicted or facing trial for entering the Capitol on Jan. 6 could see their top felony charge dismissed − a victory for those defendants and for supporters, including Trump, who say they were unfairly targeted.

But Solicitor General Elizabeth Prelogar , representing the Justice Department, told the justices that the obstruction law's limits are clear, noting that three-quarters of the Jan. 6 defendants haven’t been charged with it. She argued the law applied to obstructing an official meeting, such as Congress counting Electoral College votes, with corrupt intent − such as threating violence.

Prep for the polls: See who is running for president and compare where they stand on key issues in our Voter Guide

Several justices said they were searching for boundaries for what crimes the law should cover.

“We need to find out what are the outer reaches of this statute, under your interpretation,” Justice Samuel Alito said to Prelogar.

Justice Amy Coney Barrett asked about how broadly the law was being interpreted. “Should I be concerned?” Barrett asked Prelogar.

Does pulling a fire arm or heckling at the State of the Union qualify for obstruction charge? Gorsuch asks

Justice Neil Gorsuch and Alito asked whether non-violent protests could be charged. Gorsuch asked whether pulling a fire alarm before a congressional vote , disrupting a trial or heckling the president’s State of the Union speech would qualify for charges with a 20-year maximum sentence.

Alito asked whether a protest in the courtroom would warrant charges if five people standing up to speak about Jan. 6 were removed forcibly, delaying arguments for 5 minutes.

"Has the government applied this provision to other protests in the past, and has this been the government's position throughout the lifespan of this statute?" Justice Clarence Thomas asked.

Prelogar said there have not been previous charges involving protests under the law, but it had been used in cases other than for shredding paperwork, such as in tipping off suspects about a grand jury or about an undercover cop.

In response to Alito and Gorsuch, she said it would be difficult to charge brief protests under the obstruction law because the disruption was brief and because the protesters would have First Amendment claims. She contrasted that to the violence on Jan. 6.

“I think it’s in a fundamentally different posture than if they had stormed into the courtroom, overrun the Supreme Court police, required the justices and other participants to flee for their safety and done so with clear evidence of intent to obstruct,” Prelogar said.

Justice Sonia Sotomayor sounded friendlier to the government’s position. She said if a theater posts a sign threatened to kick out anyone who photographed or recorded the actors, an audience member could still be kicked for yelling that obstructs the performance.

“It’s not the manner in which you obstruct, it’s the fact that you’ve obstructed,” Sotomayor said.

Justices focus on meaning of word 'otherwise'

The disputed language in the law prohibits anyone from “corruptly” destroying or concealing a government record, or who “otherwise obstructs, influences, or impedes any official proceeding, or attempts to do so.”

The “otherwise” is a key part of the legal dispute. Green argued the “otherwise” means the law is targeted at document destruction. If the law applied to disrupting official meetings, it would be too harsh and broad, Green argued.

“The government wants to unleash a 20-year maximum penalty on potential peaceful protests,” Green said. “People are going to worry about the kinds of protests they engage in even if they’re peaceful because the government has this weapon.”

But Prelogar argued the “otherwise” was “a classic catchall” that lawmakers adopted to cover creative forms of obstruction.

“After Enron, what Congress thought is, ‘We don’t want novel ways that we are thinking about to obstruct a proceeding to not be a crime. We do want to cover the waterfront of obstructive conduct with the backstop’” of a criminally corrupt frame of mind, Prelogar said.

Justice Alito said the government’s interpretation “might be the more straightforward” and urged Green to explain why his version is better.

“I think that you may be biting off more than you can chew by suggesting – if you are indeed suggesting – that the otherwise clause can only be read the way you read it,” Alito said.

Justice Elena Kagan said Congress adopted the law in 2002 after the Enron scandal, which included shredding documents, to fill gaps in what charges could be filed.

“They said, ‘Let’s have a backstop provision,’” Kagan said. “This is their backstop provision.”

Sentencing under law much shorter than 20-year maximum: lawyer

Fischer, a former police officer in central Pennsylvania, faces the obstruction charge plus a handful of misdemeanor counts for entering the Capitol Rotunda and being driven out by police with pepper spray.

Two of four charges against Trump in his federal election interference case are based on the same law, so the Supreme Court's decision could affect him and hundreds of others. But special counsel Jack Smith has argued that, even if Fischer is successful, Trump could still be charged because of other actions he took to recruit alternate presidential electors before the congressional count on Jan. 6.

Despite Green’s concern about the law’s 20-year maximum sentence, Prelogar said prison terms from Jan. 6 have been far shorter. Congress adopted the law in 2002 after the Enron scandal, when the failed energy firm's accountants were found to have destroyed documents and no charges were available to use against them.

About 350 out of 1,350 Jan. 6 defendants were charged under the obstruction law. Prosecutors charged defendants by arguing they knew Congress was meeting and tried to disrupt it, threated violence or showed a willingness to use violence, or brought tactical or military gear, she said.

“We’ve never had a situation like this before where there’s been a situation like this attempting to stop a proceeding violently,” Sotomayor said.

The average sentence for a Jan. 6 defendant without a criminal history who committed violence was 10 to 16 months, Prelogar said. The average for a non-violent defendant was six to 12 months.

Among about 50 defendants whose only felony conviction was the obstruction charge, the sentences averaged 26 months, Prelogar said.

“There is no reasonable argument to be made that the statutory maximum is driving anything with respect to sentencing,” Prelogar said.

Bureau of Alcohol, Tobacco, Firearms and Explosives

Search form, you are here, final rule: definition of “engaged in the business” as a dealer in firearms.

A firearm with a pen laying on an official application to own or manufacture a firearm.

On April 10 , 2024, the Attorney General signed ATF’s final rule, Definition of “Engaged in the Business” as a Dealer in Firearms, amending ATF’s regulations in title 27, Code of Federal Regulations (“CFR”), part 478. The final rule implements the provisions of the Bipartisan Safer Communities Act (“BSCA,” effective June 25, 2022), which broadened the definition of when a person is considered “engaged in the business” as a dealer in firearms (other than a gunsmith or pawnbroker). The Final Rule clarifies that definition. It will be published in the Federal Register and will be effective 30-days from publication.

This final rule incorporates BSCA’s definitions of “predominantly earn a profit” and “terrorism,” and amends the regulatory definitions of “engaged in the business as a dealer other than a gunsmith or pawnbroker” and “principal objective of livelihood and profit” to ensure each conforms with the BSCA’s statutory changes and can be relied upon by the public.

The final rule clarifies when a person is “engaged in the business” as a dealer in firearms at wholesale or retail by:

clarifying the definition of “dealer,” and defining the terms “purchase,” “sale,” and “something of value” as they apply to dealers;
adding definitions for the term “personal collection (or personal collection of firearms, or personal firearms collection),” and for “responsible person”;
setting forth conduct that is presumed to constitute “engaging in the business” of dealing in firearms, and presumed to demonstrate the intent to “predominantly earn a profit” from the sale or disposition of firearms, absent reliable evidence to the contrary, in civil and administrative proceedings;
clarifying that the intent to “predominantly earn a profit” does not require the person to have received pecuniary gain, and that intent does not have to be shown when a person purchases or sells a firearm for criminal or terrorism purposes;
clarifying the circumstances when a person would not be presumed to engaged in the business of dealing in firearms, including as an auctioneer, or when purchasing firearms for, and selling firearms from, a personal collection;
addressing the procedures former licensees, and responsible persons acting on behalf of such licensees, must follow when they liquidate business inventory upon revocation or other termination of their license; and
clarifying that licensees must follow the verification and recordkeeping procedures in 27 CFR 478.94 and Subpart H , rather than using an ATF Form 4473 when firearms are transferred to other licensees, including transfers by a licensed sole proprietor to that person’s personal collection.

Please note that this is the text of the final rule as signed by the Attorney General, but the official version of the final rule will be as it is published in the Federal Register. The rule will go into effect once it is published in the Federal Register.

Read a copy of the rule.

Related Resources

Overview of Final Rule 2022R-17F Definition of “Engaged in the Business” as a Dealer in Firearms (coming soon)
Final Rule 2022R-17F – Questions & Answers
Notice of Proposed Rulemaking – Definition of “Engaged in the Business”
Notice of Proposed Rule Making – Comments
Press Release: Justice Department Publishes New Rule To Update Definition of "Engaged in the Business" as a Firearms Dealer
Director Dettelbach’s Remarks on the “Engaged in the Business” Final Rule

Background Information

Bipartisan Safer Communities Act, Public Law 117-159 (June 25, 2022)
Gun Control Act of 1968
National Firearms Act
Rules and Regulation
Regulations.atf.gov

Contact Information

For questions regarding the application of the final rule , email the Firearms Industry Programs Branch .
For media inquiries, email ATF Public Affairs or call 202-648-8500 .
For congressional inquiries, email ATF Legislative Affairs or call 202-648-8510 .
For questions regarding the rulemaking process, email the Office of Regulatory Affairs .

IMAGES

Deed of Assignment
PPT
The Law of Assignment eBook by Marcus Smith
PPT
Your Guide to Writing a Law Assignment
PPT

VIDEO

Tort Law Assignment
What is Law of demand? Its Assumptions Schedule & Diagram
Tort law assignment
Company Law (Assignment 1)
Tort law assignment 2
Business law Assignment on partnership

COMMENTS

assignment
assignment. Assignment is a legal term whereby an individual, the "assignor," transfers rights, property, or other benefits to another known as the " assignee .". This concept is used in both contract and property law. The term can refer to either the act of transfer or the rights /property/benefits being transferred.
Assignment (law)
Assignment (law) Assignment [1] is a legal term used in the context of the laws of contract and of property. In both instances, assignment is the process whereby a person, the assignor, transfers rights or benefits to another, the assignee. [2] An assignment may not transfer a duty, burden or detriment without the express agreement of the assignee.
Assignment Legal Definition: Everything You Need to Know
All parties must be legally capable. The objects being transferred must be legal. Consideration should be included. All parties must consent to the assignment. One of the most common forms of assignment is a wage assignment. For instance, if you owe child support, alimony, back taxes, or some other form of debt, the court can require your ...
Assignments: The Basic Law
Assignments: The Basic Law. The assignment of a right or obligation is a common contractual event under the law and the right to assign (or prohibition against assignments) is found in the majority of agreements, leases and business structural documents created in the United States. As with many terms commonly used, people are familiar with the ...
Assignment Law: Everything You Need to Know
Assignment Law. In legal terms, the meaning of an assignment is a contractual obligation to transfer a property title or right from one party to another. Generally, the assignment is transferred based on an entire interest in the property, chattel, estate, or other item assigned. A grant is different from an assignment in that an assignment ...
ASSIGNMENT Definition & Meaning
The idea of an assignment is essentially that of a transfer by one existing party to another existing party of some species of property or valuable interest, except in the case of an executor. Ilight v. Sackett, 34 N. Y. 447. 3. A transfer or making over by a debtor of all his property and effects to one or more assignees in trust for the ...
Oxford Legal Research Library: The Law of Assignment
Abstract. This book is the leading text on the law relating to intangible property or choses in action. Its clear and approachable structure covers all forms of intangible property (debts, rights under contract, securities, intellectual property, leases, rights/causes of action, and equitable rights), considering the nature of intangible ...
Assignees of a Claim
An assignment of a legal claim occurs when one party (the "assignor" ) transfers its rights in a cause of action to another party (the "assignee" ). 1. The Supreme Court has held that a private litigant may have standing to sue to redress an injury to another party when the injured party has assigned at least a portion of its claim for ...
Why It Matters (Chapter 15)
Summary. This chapter sets out a number of practical implications from the analysis in the preceding chapters. It explains how, on the model of equitable and statutory assignment set out in this book, anti-assignment clauses may have a limited effect even in connection with equitable assignments. It also explains how the 'rule' in Dearle v.
What Is an Assignment of Contract?
An assignment of contract occurs when one party to an existing contract (the "assignor") hands off the contract's obligations and benefits to another party (the "assignee"). Ideally, the assignor wants the assignee to step into his shoes and assume all of his contractual obligations and rights. In order to do that, the other party to the ...
Legal Assignment: Everything You Need to Know
A legal assignment occurs when: In the Purman Estate case, the court stated that a legal assignment is a transfer of property, or of some right or interest, from one person to another. It also stated that it must be the proper transfer of one whole interest in that property. An assignment of rights occurs when an assignor gives up or transfers ...
Going Bare in the Law of Assignments: When is an Assignment Champertous?
Dr. David Capper's paper on The Assignment of a Bare Right to Litigate is a response to the Irish treatment of champerty and maintenance.1 It is judicious in its treatment of recent Irish and other common law precedent, and the conclusion it draws is a cautious one. Capper appears to sympathize with the concerns raised by courts in the United ...
Assignment of Contract: What Is It? How It Works
An assignment of contract is a legal term that describes the process that occurs when the original party (assignor) transfers their rights and obligations under their contract to a third party (assignee). When an assignment of contract happens, the original party is relieved of their contractual duties, and their role is replaced by the ...
What is an Assignment? Legal Definition
Assignment is a legal definition that refers to the transfer of rights, property, or other benefits between two parties. The party allocating the rights is known as the "assignor", while the one receiving them is called the "assignee". ... This illustrates the fact that under contract law, assignment always includes a transfer of both ...
Assignment Definition
What does Assignment mean? An assignment is 'an immediate transfer of an existing proprietary right, vested or contingent from one party to another'. Assignments can occur by consent or by operation of law. A consensual assignment occurs by way of a gift or consideration. Assignments by law can occur during life or on death and will transfer ...
What is a notice of assignment?
An assignment takes place when one party is holding a right to property, claims, bills, lease, etc., of another party and wishes to pass it along (or sell it) to a third party. As complicated as that sounds, it really isn't. Strangely enough, many assignments can be made under the law without immediately informing, or obtaining the permission,… Read More »
Assignment legal definition of assignment
assignment: A transfer of rights in real property or Personal Property to another that gives the recipient—the transferee—the rights that the owner or holder of the property—the transferor—had prior to the transfer. An assignment of wages is the transfer of the right to collect wages from the wage earner to his or her creditor. Statutes ...
Mergers and Restrictions on Assignments by "Operation of Law"
Nonetheless, " [w]hen an anti-assignment clause includes language referencing an assignment 'by operation of law,' Delaware courts generally agree that the clause applies to mergers in which the contracting company is not the surviving entity.". [3] Here the anti-assignment clause in the original acquisition agreement did purport to ...
What is ASSIGNMENT? Definition of ASSIGNMENT (Black's Law Dictionary)
3. A transfer or making over by a debtor of all his property and effects to one or more assignees in trust for the benefit of his creditors. 2 Story, Eq. Jur. Definition of ASSIGNMENT: In contracts. 1. The act by which one person transfers to another, or causes to vest in that other, the whole of the right, interest, or property which he has in ...
UK
An assignment is the transfer of an interest from one party (" assignor ") to another (" assignee "). Assignment allows the assignor to transfer the benefit of a contract to the assignee. For example, the tenant of recently built office premises may transfer the benefit of a collateral warranty originally granted in its favour to a ...
Judicial Conference Announces Guidance for Civil Case Assignments
The National Law Review - National Law Forum LLC 3 Grant Square #141 Hinsdale, IL 60521 Telephone (708) 357-3317 or toll free (877) 357-3317. If you would ike to contact us via email please click ...
How to Write a Law Assignment
Record key points, relevant quotations, and references to legal authorities. Create a clear thesis statement or argument based on your initial research and grasp of the subject. It will be your writing's direction. The thesis should present your main point or position on the discussed legal issue.
What information is the government actually collecting under FISA ...
A Republican rift is jeopardizing extension of a cornerstone of the US intelligence gathering by which the government hoovers up massive amounts of internet and cellphone data.
What is FISA, and What Does It Mean for U.S. Surveillance and Spying
The law authorizes the government to collect the messages of foreigners abroad who have been targeted for counterterrorism purposes — and the messages of the Americans they communicate with.
What Happens if a Powerful Surveillance Law Expires This Week?
It is a law that authorizes the government to collect, without a warrant and from U.S. companies like AT&T and Google, messages of foreigners abroad who are targeted for intelligence or ...
Supreme Court weighs limits on obstruction charge in Jan. 6 cases
Justices focus on meaning of word 'otherwise' ... Prelogar said prison terms from Jan. 6 have been far shorter. Congress adopted the law in 2002 after the Enron scandal, when the failed energy ...
Final Rule: Definition of "Engaged in the Business" as a Dealer in
On April 10, 2024, the Attorney General signed ATF's final rule, Definition of "Engaged in the Business" as a Dealer in Firearms, amending ATF's regulations in title 27, Code of Federal Regulations ("CFR"), part 478. The final rule implements the provisions of the Bipartisan Safer Communities Act ("BSCA," effective June 25, 2022), which broadened the definition of when a
What is a woman? Arizona Gov. Katie Hobbs vetoes biological definition
Arizona Gov. Katie Hobbs vetoed a bill to codify the meaning of "woman" in state law, becoming the second female Democratic governor to nix such legislation over concerns about transgender rights.

Assignments: The Basic Law

The Law Dictionary

ASSIGNMENT Definition & Legal Meaning

Browse Legal Articles

Browse by Area of Law

Recently viewed (0)

The Law of Assignment (3rd Edition)

Bibliographic Information

Legal Assignment: Everything You Need to Know

Assignment of Contract

How Assignments Work

When Assignments Will Not Be Enforced

Delegation vs. Assignment

Three Steps to Follow if You Want to Assign a Contract

Anti-Assignment Clauses

Assignment of Contract

Jump to Section

How Does Assignment of Contract Work?

Contract Assignment Examples

Assignment of Contract in Real Estate

Real Estate Wholesaling

Who Handles Assignment of Contract?

Meet some of our Lawyers

Find the best lawyer for your project

CONTRACT LAWYERS BY TOP CITIES

ASSIGNMENT OF CONTRACT LAWYERS BY CITY

Learn About Contracts

other helpful articles

How It Works

Find lawyers and attorneys by city

Related Content

Assignment definition

View the related practice notes about Assignment

What constitutes a valid assignment of a contract?

View the related precedents about Assignment

View the related q&as about Assignment

View the related News about Assignment

New Immigration, Nationality and Passport fees details

Access this content for free with a 7 day trial of LexisNexis and benefit from:

Popular Links

HELP & SUPPORT

LEGAL SOLUTIONS

What is a notice of assignment?

Leave a Reply Cancel reply

Private Equity

What is ASSIGNMENT

UK – Legal Terms Explained: Assignment.

Register for your monthly Asia legal updates from Conventus Law

UK – New Rates And Limits For Employment Claims Come Into Effect On 6 April 2024.

Major Extension To Redundancy Protection For Employees In The UK.

CONVENTUS LAW

Trending News

Related Practices & Jurisdictions

Current Legal Analysis

What Happens if a Powerful Surveillance Law Expires This Week?

What is Section 702?

What are the proposals before the Senate?

Why would the program continue if its law has expired?

Has this theory been legally tested?

Does that mean there is no risk of a gap in collecting communications?

What kind of dispute does the Justice Department think it could win?

What might the government not be allowed to do?

A Divided Congress: Latest News and Analysis

Supreme Court grapples with limits on obstruction charge in Jan. 6 cases

Does pulling a fire arm or heckling at the State of the Union qualify for obstruction charge? Gorsuch asks

Justices focus on meaning of word 'otherwise'

Sentencing under law much shorter than 20-year maximum: lawyer

Bureau of Alcohol, Tobacco, Firearms and Explosives

Related Resources

Background Information

Contact Information

IMAGES

VIDEO

COMMENTS