Last Updated November 9, 2022
Assignment
Alternate Names:
An Assignment is also known as an:
- Assignment Agreement
- Assignment and Assumption Agreement
- Assignment of Contract
What is an Assignment?
An Assignment, or an assignment of contract, is a document that allows one party to transfer the rights and benefits of a contract to another party.
Who are the parties in an assignment of contract?
Typically, there are two parties an Assignment:
- The assignor is the party in the original contract who is transferring their rights and obligations to a new individual or organization.
- The assignee is the party who receives the rights and obligations of the original contract from the assignor.
There can also be a third party who is the individual or corporation that entered into the original contract with the assignor.
What can I use an assignment of contract for?
You can use an Assignment to opt out of the rights and obligations of a contract in place of someone else as long as the original contract doesn't prohibit assignment and assumption of obligations. It's a good idea to check the original contract terms to ensure you aren't still liable for the terms of the original contract after assigning it to a new party.
You may want to consider getting the second party of the original contract to sign a Release/Waiver Agreement to absolve yourself from any liability from the contract.
It's also possible to transfer the benefits of an income stream to an assignee using an assignment agreement.
For instance, let's say you upload videos on social media that garner money, and it turns out you may have used parts of someone else's footage or material. To settle a possible copyright dispute, you could use an Assignment to transfer part of the income stream you receive from the video with the other party's material to the other party for a period of time.
Sometimes an Assignment can technically be used to transfer rights to personal or intellectual property, but, in most cases, it's best practice to use more specific forms like a Bill of Sale, a Trademark Assignment, or an Assignment of Trade Name.
What is the difference between an Assignment and a delegation in a contract?
The main difference between an Assignment and delegation has to do with contractual rights. Where an Assignment involves transferring the rights and duties of a contract to another party, a delegation only transfers duties.
For example, if you're a contractor remodeling a house, you'll have a written contract with the homeowner where you'll have agreed to remodel their house in exchange for money. Unless you're a contractor with skills in all trades, you'll likely hire electricians, painters, etc. to complete parts of the project. In those instances, you'd delegate tasks of the contract, e.g. electrical work, to the appropriate worker but they wouldn't be assigned contractual rights because the client will still be paying you for the remodel. You'd likely have a separate contract with the electrician that details how they'll be paid.
How do I assign the rights of a contract to someone else?
To assign rights of an existing contract, your assignment agreement needs:
- The assignor's information (name and address)
- The assignee's information (name and address)
- Third party details (name and address of the other party involved in the original contract)
- The original contract information (date of execution and purpose of original contract)
- A description of the contract rights being transferred (can be partial rights or full contract)
- Consideration (the benefit or profit, e.g. money, assets, property, etc., received by the assignor for assigning the contract)
- Signatures of the parties and date of execution
You can have an Assignment notarized or witnessed by individuals not party to the contract, but it's not a requirement.
You should always review and consider the terms of your original contract before assigning it.
For example, you may be required by the second party of the original contract to get their consent before assigning contractual rights to a new party. There might also be stipulations where you remain liable for the terms of the contract even after assigning to a new party.
