Assignability of contracts

Assignment provisions in contracts. by D. C. Toedt III. on. Authors note, Nov. 22, Intellectualproperty licenses are an exception to the general rule of assignability. Under U. S. law, an IP licensee may not assign its license rights, nor delegate its license obligations, without the licensors consent, even when the license How can the answer be improved?

Some contracts may include a guarantee that, regardless of an assignment, the original parties (or one of them) guarantees performance (that is, that the assignee will fulfill the terms of the contract). Contracting parties and practitioners often refer to" assignability" of contracts. While in some instances they are specifically addressing the assignment of a party's rights under the contract, in many cases they use the term" assignment" to refer to both: An assignable contract has a provision permitting the holder to convey his or her rights and obligations to another person before the contract expires.

Thus, the assignability of a contract depends upon the nature of the contract and the character of the obligations assumed by the parties rather than the supposed intent of the parties, except as that intent is expressed in the agreement. In particular, we find that bundled assignability is a common feature of commercial contracts in practice, and legal entities are the predominant means of achieving it.



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