Assignee - sustany/dvg GitHub Wiki

Assignee is a person to whom a right is transferred by the person holding such rights under the transferred contract (the �assignor�). �The act of transferring is referred to as �assigning� or �assignment� and is a concept found in both�contract�and�property�law.�

Contract Law

Under contract law, when one party assigns a�contract, the assignment represents both: (1) a transfer of rights; and (2) a delegation of�duties.� For example, if A contracts with B to teach B guitar for $50, A can assign this�contract�to C.� Here, A has both: assigned A�s rights under the contract to receive the $50 to C, and delegated A�s�duty�to teach guitar to C.� In this example, A is the �assignor� because he/she assigns the contract to C. A is also the �primary obligor,� meaning he/she will still be liable to B if C fails to teach B guitar. C is the �assignee,� since C is the party to whom A transfers the contract. C is also the �secondary obligor,� since he/she must perform the�obligations�to B. B is the ultimate recipient of the duty under the assignment, and is the �obligee.�

There are a few notable rules regarding assignments under�contract�law.� First, if an individual has not yet secured the contract to perform duties to another, he/she cannot assign his/her future right to an�assignee.� That is, if A has not yet contracted with B to teach B guitar, A cannot�assign�his/her rights to C.� Second, rights cannot be assigned when they�materially change�the�obligor�s�duty�and rights.� Third, the primary�obligor�can sue the�assignee directly if the�assignee�does not perform the assigned duty. In guitar assignment example, if C does not teach B guitar, A can sue C for any liability that A incurs as a result of C�s failure to perform the assigned contract. Fourth, if the promised performance requires a rare genius or skill, then the primary obligor cannot assign the contract.��

Lastly, a related concept is�novation, which is when the secondary obligor substitutes and releases the primary obligor.� If�novation�occurs, then the primary obligor�s duties are extinguished under the contract. However,�novation�requires the obligee�s�consent.�In the guitar example, if A, B, and C agree to novation, then A would not be liable if C fails to teach B guitar.

Property Law

Under�property�law, assignment typically arises in landlord-tenant situations.� For example, A might be renting from landlord B but wants C, a new tenant, to take over the lease.��In this scenario, A might be able to choose between�assigning�and�subleasing�the property to C.� If�assigning, A would be giving C the entire balance of the term, with no reversion to anyone. If subleasing, A would be giving C for a limited period of the remaining term.� Significantly, under assignment, C would have�privity�of�estate�with the landlord, while under a sublease, C would not.