Also known as:take assignment · taking assignment · taken assignment · assignee · assignment of rights
Written by attorneys · grounded in primary & secondary sources — see below
A manifestation of intention to transfer a contractual right by which the assignor's right to performance is extinguished and the assignee acquires the right to that performance.
Sources & Authorities
How it applies
Common Examples
5
Contract Right Transfer Accepted
Tyrone Tran orally manifested intent to transfer his right to receive tonnage fees under a municipal waste contract to Tara Tran during refinancing talks. Tara Tran accepted the transfer and notified the city that she would collect the fees directly. The city refused performance citing an approval clause and new demands that would materially alter its duties. Tara Tran took assignment of the fee rights but the assignment proved ineffective because the substitution materially changed the city's obligations.
Trust Interest Reached by Assignee
Tori Taylor held a beneficial interest in a trust without a spendthrift provision. Tonya Takahashi obtained a judgment against Tori Taylor and petitioned the court to attach future distributions. The court authorized attachment of present and future distributions to satisfy the judgment. Tonya Takahashi took assignment of the creditor rights and reached the beneficiary's interest through court-ordered attachment.
Put it into practice
Test Yourself
10
Practice Questions5
· 14 primary sources
Select any source to read its text and confirm it supports the definition.
Cases
Statutes
Uniform Acts
Model Codes
Restatements
Study Supplements
Chattel Paper Priority Claim
Tiana Tan purchased chattel paper in good faith and in the ordinary course of business, giving new value and taking possession of the authoritative copies. The copies did not indicate any prior assignment to another identified assignee. Tiana Tan took assignment of the chattel paper and obtained priority over a competing security interest claimed merely as proceeds of inventory.
Spendthrift Provision Bars Transfer
Tanner Thompson held a beneficial interest subject to a valid spendthrift provision. He attempted to assign future distributions to a creditor in exchange for a loan. The trustee refused to recognize the assignment. The creditor took assignment of the purported rights but could not reach the interest or any distribution before receipt by the beneficiary.
Self-Settled Trust Creditor Access
Trailblazer Airlines created an irrevocable trust funded with its own assets and retained a discretionary interest in distributions for its benefit. A judgment creditor of the airline sought to reach the trust assets. The creditor took assignment of the claim rights and could reach the maximum amount that could be distributed to or for the settlor's benefit.
Common questions
Frequently Asked
3
What rights does an assignee acquire upon taking assignment?+
The assignee steps into the assignor's position and gains the right to receive performance from the obligor. The assignor's right is extinguished to the extent of the assignment. This follows directly from the definition of assignment.
Supporting sources
When may a creditor reach a trust interest by taking assignment?+
A creditor or assignee may reach a beneficiary's interest by attachment when the interest is not protected by a spendthrift provision. The court may authorize attachment of present or future distributions. Limits may be imposed based on the circumstances.
Supporting sources
How does a spendthrift provision affect taking assignment of a trust interest?+
A beneficiary may not transfer an interest in violation of a valid spendthrift provision. A creditor or assignee therefore cannot reach the interest or distributions before receipt by the beneficiary.
Supporting sources
Trusts and Estates Trusts and Future InterestsTrusts · Alienability of trust interestsUBEFoundational