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Editing Contracts/Assignment
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{{:Contracts/TOC | {{:Contracts/TOC}} | ||
An '''assignment'''<ref>Latin ''cessio''</ref> is a legal term used in the context of the law of [[contract]] and of [[property (law)|property]]. In both instances, assignment is the process whereby a person, the ''assignor'', transfers rights or benefits to another, the ''assignee''.<ref>For the assignment of claim see [http://www.trans-lex.org/917000 Trans-Lex.org]</ref> An assignment may not transfer a duty, burden or detriment without the express agreement of the assignee. The right or benefit being assigned may be a gift (such as a [[waiver]]) or it may be paid for with a contractual [[consideration]] such as money. | An '''assignment'''<ref>Latin ''cessio''</ref> is a legal term used in the context of the law of [[contract]] and of [[property (law)|property]]. In both instances, assignment is the process whereby a person, the ''assignor'', transfers rights or benefits to another, the ''assignee''.<ref>For the assignment of claim see [http://www.trans-lex.org/917000 Trans-Lex.org]</ref> An assignment may not transfer a duty, burden or detriment without the express agreement of the assignee. The right or benefit being assigned may be a gift (such as a [[waiver]]) or it may be paid for with a contractual [[consideration]] such as money. | ||
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===When assignment will be permitted=== | ===When assignment will be permitted=== | ||
The common law favors the freedom of assignment, so an assignment will generally be permitted unless there is an express prohibition against assignment in the contract | The common law favors the freedom of assignment, so an assignment will generally be permitted unless there is an express prohibition against assignment in the contract. Where assignment is thus permitted, the assignor need not consult the other party to the contract. An assignment cannot have any effect on the duties of the other party to the contract, nor can it reduce the possibility of the other party receiving full performance of the same quality. Certain kinds of performance, therefore, ''cannot'' be assigned, because they create a unique relationship between the parties to the contract. For example, the assignment of a legal malpractice claim is void since an assignee would be a stranger to the attorney-client relationship, who was owed no duty by the attorney and would imperil the sanctity of the highly confidential and fiduciary relationship existing between attorney and client. | ||
The [[Restatement (Second) of Contracts]] lists prohibitions in §317(2)(a) based upon the effect to the nonassigning party (obligor),<ref name=Stark2003/> with similar prohibitions in the [[Uniform Commercial Code]] §2-210.<ref name=LexisNexisStudy>[http://www.lexisnexis.com/lawschool/study/outlines/html/contracts/contracts18.htm Chapter 18: Assignment and Delegation]. LexisNexis study outline.</ref> For example, UCC §2-210 states the following:<ref>[https://www.law.cornell.edu/ucc/2/2-210 Uniform Commercial Code § 2-210. Delegation of Performance; Assignment of Rights].</ref> | The [[Restatement (Second) of Contracts]] lists prohibitions in §317(2)(a) based upon the effect to the nonassigning party (obligor),<ref name=Stark2003/> with similar prohibitions in the [[Uniform Commercial Code]] §2-210.<ref name=LexisNexisStudy>[http://www.lexisnexis.com/lawschool/study/outlines/html/contracts/contracts18.htm Chapter 18: Assignment and Delegation]. LexisNexis study outline.</ref> For example, UCC §2-210 states the following:<ref>[https://www.law.cornell.edu/ucc/2/2-210 Uniform Commercial Code § 2-210. Delegation of Performance; Assignment of Rights].</ref> | ||
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Courts will not enforce a contract to assign an expectancy unless there is a valuable consideration. For example, under a settlement of property the respondent "the son" would have been entitled to an equal portion of properties along with his other siblings which was gained in a [[Settlement (litigation)|settlement]] by his mother. This portion was only his when allocated to him at his mothers discretion. Prior to this allocation being made, the respondent allotted his benefit to [[trustee]]s for a voluntary settlement. He was assigning or purporting to assign something which he might become entitled to in the future, not a [[contingent interest]]. The judgment held it ineffective and elaborated on previous points to state the respondent cannot be compelled to allow the trustees to retain the appointed sum.<ref>Northumberland (Duke) v Inland Revenue Comrs</ref> | Courts will not enforce a contract to assign an expectancy unless there is a valuable consideration. For example, under a settlement of property the respondent "the son" would have been entitled to an equal portion of properties along with his other siblings which was gained in a [[Settlement (litigation)|settlement]] by his mother. This portion was only his when allocated to him at his mothers discretion. Prior to this allocation being made, the respondent allotted his benefit to [[trustee]]s for a voluntary settlement. He was assigning or purporting to assign something which he might become entitled to in the future, not a [[contingent interest]]. The judgment held it ineffective and elaborated on previous points to state the respondent cannot be compelled to allow the trustees to retain the appointed sum.<ref>Northumberland (Duke) v Inland Revenue Comrs</ref> | ||
==References== | ==References== | ||
{{reflist}} | {{reflist}} |