Commentary

41.1 Use of ‘assignment’,’ transfer’ ‘novation’

BOILERPLATE AND COMMERCIAL CLAUSES vol 4(3)
| Commentary

41.1 Use of ‘assignment’,’ transfer’ ‘novation’

| Commentary

41: ASSIGNMENT, TRANSFER AND NOVATION

(For assignment clauses see Form 41.1 [1623] onwards.)

41.1 Use of ‘assignment’,’ transfer’ ‘novation’

The terms ‘assignment’, ‘transfer’ and ‘novation’ refer to the transfer of a party’s rights and obligations under a contract to another person. The term ‘assignment’ can also have other meanings, which are not considered here. For example, assignment of a patent or other intellectual property means the transfer of legal title to the patent, and can be distinguished from a licence under the patent or other intellectual property.

There are three different elements:

  1. (a)

        an assignment of rights;

  2. (b)

        a transfer of obligations; and

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