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assignment

The assignment of a contract occurs when one party to the contract (the assignor) transfers its rights and responsibilities under the contract to another person or entity (the assignee)—usually someone who was not a party to the original contract.

Contracts often include a paragraph or clause near the end of the agreement that addresses whether the parties may assign the contract.

In Delaware, the assignment of a contract is generally permissible unless the contract explicitly prohibits it or if the assignment would significantly change the obligations of the other party. Delaware follows the common law principle that contractual rights can be assigned unless the assignment would materially alter the duties of the obligor, increase the obligor's burden, or impair the chance of obtaining performance. The contract itself may include specific provisions that restrict or completely bar assignment; such clauses must be adhered to. If a contract is silent on the issue of assignment, it is typically assumed that assignment is allowed. However, certain types of contracts, such as those involving personal services or contracts where the identity of the contracting party is crucial to the performance of the contract, may be inherently non-assignable. It is important for parties considering an assignment to review the contract terms and consult with an attorney to ensure that the assignment is carried out in accordance with Delaware law and the specific terms of the contract.

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Contracts

assignment

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Delaware State Code

Delaware State Code

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Contracts

assignment