Commercial contracts may also contain a clause expressly excluding or limiting their assignment unless certain conditions have been fulfilled.
Here is a sample restriction of assignment clause: “Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties hereto (whether by operation of law or otherwise) without the prior written consent of the other parties.
The requirements for assignment are: Contracts can be assigned without the consent of the other party to the contract.
If all the above requirements are met, the assignee will have the right to sue the other party to the contract for the benefits provided under it (if required).
The following are several examples: Keep in mind that the third example reflects the old legalese that used to be used to express an assignment clause and most probably won’t be used as often nowadays.
Generally, a contract will only include rights and obligations of two parties.If you would like to transfer both the rights and obligations under a contract to another party, then a novation is the appropriate choice.For example, when selling your business, you may wish to novate your existing contracts with your suppliers to the new business owner, so that any outstanding debts under these contracts will be transferred to him.If not all of the requirements have been met, the assignment will still be valid.However, the assignee will not be able to sue the other party to the contract directly.— If you require legal advice on assigning or novating a contract, and/or on drafting the necessary documents to execute an assignment or novation, you may get in touch with one of our corporate and commercial lawyers.Assignments are governed by Section 9.2 of the Master REC Agreement, as modified by Section 13(j) of the Cover Sheet.It is not possible to assign individual projects within a product order. The Assignor is the Approved Vendor that already holds the product order(s) and wishes to initiate assignment, while the Assignee is the Approved Vendor that will receive the assignment. Note that an Approved Vendor may, without consent, collaterally assign or pledge the revenue stream of a REC contract or product order(s), or collaterally assign the REC contract itself, in conjunction with financing or other financial arrangements.The Approved Vendor must provide notice to the Program Administrator and Buyer of such a collateral assignment or pledge, including the identity and contact information of the financing party obtaining collateral rights.Subject to the preceding sentence, this Agreement will be binding upon, to the benefit of and enforceable by the parties and their respective successors and assigns.” When deciding whether to assign your contract, you should therefore check whether it contains any clauses providing for conditions on assignment.Requirements for assignment Once you have determined that your contract can be assigned, you can start to prepare for its assignment.