Key takeaway
Assignment clauses in commercial contracts are often treated as standard boilerplate clauses, but they can have significant consequences for control, financing, business sales and contractual risk. If a contract is silent, contractual rights are generally assignable under English law. If assignment is restricted, the wording of the clause, and the parties’ conduct, can be decisive.
Why do assignment clauses matter in commercial contracts?
Few clauses in a commercial contract are as commercially significant, or as routinely misunderstood, as the assignment and other dealings clause. At Barnes Law, we regularly see businesses enter contracts without fully appreciating what this clause does or, equally importantly, what the absence of one means.
