Assignment and Delegation Flashcards
Are assignments and delegations valid?
Yes!
An assignment must be a:
present intent to transfer
What is an assignment?
A transfer of a right to receive a performance under a K
If rights are assigned and the person does not complete, who can be sued?
Both parties can be sued unless a novation exists.
If there is a prohibition against assignments, can there be a valid assignment?
Yes, the assignment is still valid but can sue for damages for breach.
If the clause says any assignment is void, can there be a valid assignment?
No.
Is an anti-delegation clause enforceable?
Yes, the clause is valid and may not delegate.
We assigns
rights
We delegate
duties
What is a delegation?
A 3rd party agrees to satisfy performance obligation owed by 1 of the parties to a K
All rights are generally assignable, unless:
1) Assignment materially alters risks or obligations of other party
2) Obligor has personal interest in rendering performance to the obligee and not a 3rd party
3) would violate applicable law or public policy
4) assignment is prohibited by K
If the service offered is unique can it be delegated?
No!
Can the person the K was assigned to change the terms?
No, the person assigned to only gets what the original parties agreed to.
