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An Assignment of Contract lets you transfer your rights and obligations under an existing contract to someone else in Germany. Think of it like handing over your role in a deal - for example, when a company sells its business contracts to a new owner or when a construction firm passes a project to another contractor.

Under German Civil Code (BGB § 398-413), you'll need written consent from all parties involved, and the original contract must allow for assignment. The assignor (person transferring) stays liable unless specifically released, while the assignee (person receiving) takes on all contract duties. Banks and businesses often use assignments to restructure deals or handle mergers.

Use an Assignment of Contract when you need to transfer your contractual position to another party in Germany. Common scenarios include selling your business where contracts need to move to the new owner, transferring lease agreements during corporate restructuring, or passing construction projects to different contractors. This tool helps maintain business continuity while changing contract parties.

The Assignment becomes especially valuable during mergers and acquisitions, company divisions, or when operational changes require shifting responsibilities. Under German law (BGB), it's particularly useful for transferring payment rights, service agreements, and supply contracts - but remember that some contracts, like highly personal services, can't be assigned without specific permission.

• Contract Assignment Agreement: Basic template for transferring standard contract rights and obligations to another party, commonly used in business sales
• Copyright Assignment Agreement: Specifically designed for transferring intellectual property rights under German copyright law
• Assignment And Assumption Agreement: Comprehensive version explicitly stating the assignee's acceptance of duties and liabilities
• Assignment Of Purchase Agreement: Focused on transferring rights in property or asset purchase contracts
• Assignment And Novation Agreement: Creates a completely new contract while terminating the original, releasing the original party from obligations

• Business Owners: Initiate Assignment of Contract agreements when selling their company or transferring business relationships to new entities
• Corporate Lawyers: Draft and review the assignments to ensure compliance with German Civil Code requirements and protect client interests
• Real Estate Developers: Transfer construction contracts or property purchase agreements to other parties
• Assignors: Original contract holders who transfer their rights and obligations to another party
• Assignees: New parties taking over the contract responsibilities and benefits
• Original Contracting Parties: Must consent to the assignment and continue performing their obligations under German law

• Original Contract Review: Gather the complete original contract and verify it allows for assignment under German law
• Party Details: Collect full legal names, addresses, and registration numbers of assignor, assignee, and original contracting parties
• Contract Scope: Clearly identify which rights and obligations are being transferred
• Consent Documentation: Obtain written approval from all parties involved in the original agreement
• Financial Terms: Document any payment or consideration for the assignment
• Effective Date: Specify when the transfer takes effect and outline any transition period
• Supporting Documents: Gather proof of authority to sign and any required corporate resolutions

• Identification Section: Full legal names and details of assignor, assignee, and original contract parties
• Original Contract Reference: Date, parties, and subject matter of the contract being assigned
• Assignment Scope: Clear description of rights and obligations being transferred under BGB § 398
• Consideration Clause: Details of any payment or value exchange for the assignment
• Consent Provisions: Written agreement from all original parties as required by German law
• Effective Date: Specific timing of the transfer and any transition arrangements
• Governing Law: Explicit reference to German law and jurisdiction
• Signatures: Execution blocks for all required parties with proper authorization

An Assignment of Contract differs significantly from a Contract Amendment in German law. While both modify existing agreements, they serve distinct purposes and have different legal effects.

• Transfer vs. Modification: Assignment transfers rights and obligations to a new party, while an amendment changes terms between existing parties
• Party Involvement: Assignment requires consent from original parties plus the new assignee; amendments only need agreement from original parties
• Legal Effect: Assignment creates a new contractual relationship with the assignee under BGB § 398, while amendments merely adjust existing terms
• Documentation Required: Assignment needs proof of transfer capability and assignee acceptance; amendments simply need written changes and signatures
• Timing Impact: Assignment typically marks a clear transition point, while amendments usually apply from their execution date forward