<Ul> <Li> </Li> <Li> </Li> <Li> </Li> </Ul> <P> Assignment of rights under a contract is the complete transfer of the rights to receive the benefits accruing to one of the parties to that contract . For example, if Party A contracts with Party B to sell Party A's car to Party B for $10, Party A can later assign the benefits of the contract - i.e., the right to be paid $10 - to Party C. In this scenario, Party A is the obligee / assignor, Party B is an obligor, and Party C is the assignee . Such an assignment may be donative (essentially given as a gift), or it may be contractually exchanged for consideration . It is important to note, however, that Party C is not a third party beneficiary, because the contract itself was not made for the purpose of benefitting Party C. When an assignment is made, the assignment always takes place after the original contract was formed . An Assignment only transfers the rights / benefits to a new owner . The obligations remain with the previous owner . Compare Novation . </P> <P> The common law favors the freedom of assignment, so an assignment will generally be permitted unless there is an express prohibition against assignment in the contract . Where assignment is thus permitted, the assignor need not consult the other party to the contract . An assignment cannot have any effect on the duties of the other party to the contract, nor can it reduce the possibility of the other party receiving full performance of the same quality . Certain kinds of performance, therefore, cannot be assigned, because they create a unique relationship between the parties to the contract . For example, the assignment of a legal malpractice claim is void since an assignee would be a stranger to the attorney - client relationship, who was owed no duty by the attorney and would imperil the sanctity of the highly confidential and fiduciary relationship existing between attorney and client . </P> <P> Torts are not assignable as public policy, and various statutes may prohibit assignment in certain instances . In addition, the Restatement (Second) of Contracts lists prohibitions in § 317 (2) (a) based upon the effect to the nonassigning party (obligor), with similar prohibitions in the Uniform Commercial Code § 2 - 210 . For example, UCC § 2 - 210 states the following: </P>

In the united states sales contracts and contracts for the payment of money are not assignable