"Assignment Agreement Template"

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What Is an Assignment Agreement?

An Assignment Agreement is a legal document that outlines the assignment of rights and responsibilities under an original contract from one party (the assignor) to another (the assignee). It can be drafted whenever the assignor wants the assignee to assume all the contractual obligations and rights.

Alternate Name:

Contract Assignment.

This type of agreement is popular in construction and real estate. A Contract Assignment means that the assignee complies with all the duties established in the original contract and receives benefits that should have gone to the assignor for an assignment fee.

If you need an Assignment Agreement, you can download a template below or create a more personalized document using our online form builder.

How to Get an Assignment Agreement?

Follow these steps to properly assign a contract:

Find a party that is willing to become an assignee - it can be an individual or, more likely, an entity to which you will delegate your rights and obligations under the original contract. For example, an IP Assignment Agreement allows the transfer of ownership of any intellectual property from the employee (the creator or inventor) to the employer when this intellectual property was created in the scope of the employment. This document should indicate the consideration paid by the assignee.
Before you start preparing an Assignment Agreement, read the original contract thoroughly and make sure it does not specifically prohibit the use of the assignment - some agreements include a non-assignment clause that will automatically make your supplemental contract invalid. It is also recommended to contact the other party to the original agreement and obtain their explicit permission to assign rights and responsibilities in order to avoid potential misunderstandings in the future.
Identify the person or company that hands over contractual obligations and their recipient. You must also name the party to the original contract - the obligor. When you compose a Lease Assignment Agreement to transfer the interest in the lease from one tenant to another, you need to name the original tenant, new tenant, and the landlord.
Describe the original contract and add its expiration date. You may list the obligations the assignee has to fulfill if the assignor, for instance, has already performed most of the responsibilities.
State when the Assignment Agreement goes into effect.
Specify the assignment fee.
Sign and date the document. It can be signed by the obligor to confirm they are not against the assignment if the original contract is vague about this particular condition. You can also obtain a notarization for this agreement to add an extra layer of protection to it.

How Much Is an Assignment Fee?

The assignment fee - a sum of money that compensates the assignor for the rights given up in the contract - is required when you assign property, cash, and other assets to the assignee. The fee amount depends on the type and value of the subject matter of the contract. An assignment fee can be calculated as a percentage of the value (typically, it is between 1% and 5%) or you can agree on a set amount when signing the contract. As long as you meet other legal requirements for the assignment, you are free to negotiate any fee - and do not forget to put it in writing as a separate clause.

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Assignment Agreement

This Assignment Agreement ( hereinafter referred to as the “Agreement”) is entered into

as of _______________ by and between ____________________, with a mailing address

of _____________________________________________________________________

(hereinafter referred to as the “Assignor”) and ____________________, with a mailing

address of _______________________________________________________________

___________________ (hereinafter referred to as the “Assignee”), collectively referred

to as the “Parties,” both of whom agree to be bound by this Agreement.

1. Premise. T he Assignor entered into a Contract, included as an attachment to this

Agreement, namely _______________________________ (hereinafter referred to as the

“Contract”), with ____________________, (hereinafter referred to as the “Obligor”).

The Contract has an expiration date of _______________ as may be extended as

permitted therein.

The Assignor wishes to assign all of their rights and obligations under the Contract to the

Assignee. The Contract requires the prior consent of the Obligor. The necessary consent

was obtained on _______________ by verbal consent of the Obligor.

2. Agreement. T he Assignee and the Assignor hereby agree that the Assignor will assign

all their right, title, and interest, and delegate all their obligations, responsibilities and

duties, in and to the contract, to the Assignee.

The Assignee hereby accepts the assignment of all of the Assignor’s obligations

responsibilities and duties under the Contract and all of the Assignor’s rights, titles, and

interest in and to the Contract.

Notwithstanding the foregoing, the Assignor agrees to defend and indemnify the Obligor

from any and all claims, actions, judgments, liabilities, proceedings and costs, including

reasonable attorneys fees and other costs of defense and damages, resulting from the

Assignor’s performance prior to the assignment of the contract and resulting from the

Assignee’s performance after the assignment of the Contract, provided, however, that

after the assignment of the Contract the State will look to the Assignee to satisfy all

claims, actions, judgments, liabilities, proceedings, and costs, including reasonable

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