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 Vermont, as in other states, 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. Vermont follows the common law principles regarding contract assignments. If a contract has a clause that explicitly allows or prohibits assignment, that clause must be followed. If the contract is silent on the issue of assignment, it is typically assumed that the contract rights can be assigned, except where the assignment would materially alter the duties of the obligor, increase the obligor's risk, or impair the chance of obtaining performance. In cases where the contract involves personal services or is based on the unique characteristics of the assignor, assignment is usually not allowed. It is important to review the specific terms of the contract and consult with an attorney to understand the legal implications of an assignment in Vermont.