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 Tennessee, the assignment of a contract is generally permissible unless the contract itself prohibits it or the assignment would significantly change the obligations of the other party. Contracts often contain an 'assignment clause' which outlines the conditions under which the parties may assign their rights and responsibilities. If such a clause is present and it expressly prohibits assignment, then parties are not free to assign the contract without the consent of the other party. If the contract is silent on assignment, it is typically assumed that assignment is allowed, provided that it does not materially alter the expectations or duties of the non-assigning party. It is important to note that certain types of contracts, such as those involving personal services or contracts where the obligations are highly specific to the parties involved, may not be assignable. As with any legal matter, an attorney can provide specific guidance on the implications of assigning a contract under Tennessee law.